Should a prospective Sonesta Simply Suites franchisee rely on any statements not contained in the FDD?
Sonesta_Simply_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
hall constitute one and the same instrument.
| | Deloitte & Touche LLP 115 Federal Street Boston, MA 02110 USA Tel: +1 617 437 2000 www.deloitte.com | |---|---| | Hotels Corporation | | | | |
Schedule A
EXHIBIT F
REPRESENTATIONS AND ACKNOWLEDGMENT STATEMENT
REPRESENTATIONS AND ACKNOWLEDGMENT STATEMENT
DO NOT SIGN THIS QUESTIONNAIRE IF YOU ARE LOCATED IN, YOUR HOTEL WILL BE LOCATED IN, OR THE FRANCHISE GRANTED IS SUBJECT TO THE FRANCHISE REGISTRATION OR DISCLOSURE LAWS IN: CALIFORNIA, HAWAII, ILLINOIS, INDIANA, MARYLAND, MICHIGAN, MINNESOTA, NEW YORK, NORTH DAKOTA, RHODE ISLAND, SOUTH DAKOTA, VIRGINIA, WASHINGTON, OR WISCONSIN.
The purpose of this Statement is to demonstrate to Sonesta RL Hotels Franchising Inc. ("Franchisor") that the person(s) signing below ("I," "me" or "my"), whether acting individually or on behalf of any legal entity established to acquire the franchise rights, (a) fully understands that the purchase of a Sonesta® Simply Suites franchise to operate as a Sonesta Simply Suites-branded hotel is a significant long-term commitment, complete with its associated risks, and (b) is not relying on any statements, representations, promises or assurances that are not specifically set forth in Franchisor's Franchise Disclosure Document and Exhibits (collectively, the "FDD") in deciding to purchase the franchise.
In that regard, I represent to Franchisor and acknowledge that:
| I understand that buying a franchise is not a guarantee of success. Purchasing or establishing any business is risky, and the success or failure of the franchise is subject to many variables such as my skills and abilities (and those of my partners, officers, employees), the time my associates and I devote to the business, competition, interest rates, the economy, inflation, operation costs, location, lease terms, the market place generally and other economic and business factors. I am aware of and am willing to undertake these business risks. I understand that the success or failure of my business will depend primarily upon my efforts and not those of Franchisor.
Source: Item 23 — RECEIPTS (FDD pages 80–246)
What This Means (2025 FDD)
According to the 2025 Sonesta Simply Suites FDD, a prospective franchisee's reliance on statements not within the Franchise Disclosure Document (FDD) is addressed, with some caveats depending on the state. The FDD includes a representation and acknowledgment statement where the franchisee confirms they are not relying on any statements, representations, promises, or assurances not specifically outlined in the FDD when deciding to purchase the franchise. This statement aims to ensure that the franchisee understands the purchase is a significant, long-term commitment with associated risks and that their decision is based solely on the documented information provided by Sonesta Simply Suites.
However, the FDD stipulates that for franchisees in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, or Wisconsin, no statement, questionnaire, or acknowledgment can waive claims under applicable state franchise law, including fraud in the inducement, or disclaim reliance on statements made by Sonesta Simply Suites or its representatives. This provision supersedes any other term in documents related to the franchise agreement, offering additional protection to franchisees in these states.
In essence, while Sonesta Simply Suites seeks to ensure franchisees acknowledge reliance only on the FDD, certain state laws prevent franchisees from waiving their right to claim reliance on external statements, especially in cases of fraud. Therefore, prospective franchisees should be aware of these protections and consult with legal counsel to understand their rights fully, particularly if they are located in or will be operating in one of the specified states. Franchisees are also advised to carefully evaluate any information provided by a franchise broker.