Does state law ever supersede the termination conditions outlined in the Bambu franchise agreement?
Bambu Franchise · 2025 FDDAnswer from 2025 FDD Document
Bambu shall have the right, at its option, to terminate this Agreement and all rights granted Franchisee hereunder, without affording Franchisee any opportunity to cure any default (except where expressly indicated and subject to any state laws to the contrary, where state law shall prevail), effective upon notice to Franchisee upon the occurrence of any of the following events:
Source: Item 23 — Receipts (FDD pages 52–209)
What This Means (2025 FDD)
According to Bambu's 2025 Franchise Disclosure Document, state laws can supersede the termination conditions outlined in the franchise agreement. Specifically, Section 19.1 of the Bambu franchise agreement states that Bambu has the right to terminate the agreement under certain conditions, but this is 'subject to any state laws to the contrary, where state law shall prevail'. This means that if a state law conflicts with the termination conditions specified in the franchise agreement, the state law will take precedence.
Several state-specific riders included in the FDD further clarify this point. For example, the Illinois rider states that franchisees' rights upon termination and non-renewal are set forth in sections 19 and 20 of the Illinois Franchise Disclosure Act. The Rhode Island addendum indicates that any provision restricting jurisdiction or venue to a forum outside of Rhode Island or requiring the application of another state's laws is void with respect to claims enforceable under the Rhode Island Franchise Investment Act. Similarly, the Virginia addendum notes that it is unlawful for a franchisor to cancel a franchise without reasonable cause, and if any grounds for default or termination in the Franchise Agreement do not constitute 'reasonable cause' as defined by Virginia law, that provision may not be enforceable.
For a prospective Bambu franchisee, this means that the enforceability of certain termination clauses in the franchise agreement may vary depending on the state in which the franchise is located. Franchisees should be aware of the specific franchise laws in their state and how those laws may affect their rights and obligations under the franchise agreement. It is advisable to consult with an attorney to understand the full implications of these state-specific provisions and how they may impact the franchise relationship.