What is the scope of the release provided by the Franchisee Parties in a Sonesta Simply Suites transfer?
Sonesta_Simply_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Release.
The Franchisee Parties, and each of them, on behalf of themselves and their respective current and former parents, affiliates, and subsidiaries, and each such foregoing person's or entity's respective agents, spouses, heirs, principals, attorneys, owners, officers, directors, employees, representatives, predecessors, successors, and assigns (collectively, the "Releasing Parties"), hereby fully and forever unconditionally release and discharge us and our current and former parents, subsidiaries, and affiliates, and our and each such foregoing entity's respective current and former owners, officers, directors, employees, managers, agents, representatives, predecessors, successors, and assigns (the "Released Parties"), of and from any and all claims, obligations, debts, proceedings, demands, causes of actions, rights to terminate and rescind, liabilities, losses, damages, and rights of every kind and nature whatsoever (collectively, "Claims"), whether at law or in equity, and known or unknown, which any of the Releasing Parties had, has, or may have had, in any way arising out of or relating to any relationship or transaction with any of the Released Parties, however
Source: Item 23 — RECEIPTS (FDD pages 80–246)
What This Means (2025 FDD)
According to Sonesta Simply Suites' 2025 Franchise Disclosure Document, the scope of the release provided by the Franchisee Parties in a transfer is comprehensive, acting on behalf of themselves, their parents, affiliates, subsidiaries, agents, spouses, heirs, principals, attorneys, owners, officers, directors, employees, representatives, predecessors, successors, and assigns, collectively termed the "Releasing Parties." This release fully and unconditionally discharges Sonesta Simply Suites and its related entities (the "Released Parties") from all claims, obligations, debts, proceedings, demands, causes of actions, rights to terminate and rescind, liabilities, losses, damages, and rights of every kind, whether known or unknown, at law or in equity, that the Releasing Parties had, have, or may have had, arising from any relationship or transaction with the Released Parties.
The release encompasses any claims arising out of or relating to any relationship or transaction with any of the Released Parties. The Releasing Parties also agree not to sue any of the Sonesta RL Parties on any of the Claims released by this paragraph, and warrant and represent that the Releasing Parties have not assigned or otherwise transferred any Claims released by this paragraph.
However, the FDD stipulates some exceptions to the general release. For franchisees in California, a specific acknowledgment regarding Section 1542 of the California Civil Code is required, addressing the waiver of unknown claims. For franchisees in Maryland, the release does not apply to liabilities under the Maryland Franchise Registration and Disclosure Law. Similarly, for franchisees in Washington, the release does not cover claims arising under the Washington Franchise Investment Protection Act. These stipulations ensure that franchisees retain certain statutory rights despite the general release.