factual

How does Cicis determine the organization and governance of a marketing Cooperative?

Cicis Franchise · 2025 FDD

Answer from 2025 FDD Document

We can designate any geographic area in which 2 or more Cicis Restaurants are situated for purposes of establishing a marketing Cooperative. If a Cooperative is established, the members of the Cooperative will be all Cicis Restaurants in that area, whether company-owned or franchised. We will determine in advance how each Cooperative will be organized and governed. Each Cicis Restaurant in the Cooperative shall have 1 vote, regardless of whether it is company-owned or franchised. Each Cooperative will be organized for the exclusive purposes of administering marketing programs and developing (subject to our approval) promotional materials for use by its members in local marketing. If a Cooperative has been established for a geographic area where

your Cicis Restaurant is located when you sign the Franchise Agreement, or if any Cooperative is established during the term of your Franchise Agreement, you must sign all documents we require and become a member of the Cooperative.

You must make contributions to the Cooperative in the amounts required by the Cooperative's governing documents ("Minimum Cooperative Contribution"). We will apply your Minimum Cooperative Contribution to offset your required Local Marketing Spend. You must also contribute to the Cooperative any additional amounts authorized by a vote of the Cooperative's members and approved by us ("Excess Cooperative Contribution"). The Excess Cooperative Contribution will not be applied to offset your required Local Marketing Spend.

All Cooperative Contributions will be maintained and administered under the Cooperative's governing documents. Cooperatives will be operated solely as a conduit for the collection and expenditure of the Cooperative Contributions in the designated market area. No marketing or promotional plans or materials may be used by the Cooperative or furnished to its members without our prior approval.

We have not implemented mandatory marketing cooperatives at this time.

Source: Item 11 — FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING (FDD pages 31–38)

What This Means (2025 FDD)

According to Cicis's 2025 Franchise Disclosure Document, Cicis has the authority to determine the organization and governance of any marketing cooperative that may be established. Cicis can designate any geographic area with two or more Cicis restaurants as a location for establishing a marketing cooperative. If a cooperative is established, all Cicis restaurants in the designated area, whether company-owned or franchised, will be members of the cooperative. Each restaurant has one vote.

The purpose of each cooperative is to administer marketing programs and develop promotional materials for its members' local marketing efforts, subject to Cicis's approval. If a cooperative is in place when a franchisee signs their agreement or is established during the agreement's term, the franchisee must become a member and sign all required documents.

Franchisees are required to contribute to the cooperative as specified in its governing documents, referred to as the "Minimum Cooperative Contribution," which can offset the Local Marketing Spend requirement. Additional contributions, known as "Excess Cooperative Contribution," may be authorized by a vote of the cooperative members and approved by Cicis, but these will not offset the Local Marketing Spend. All cooperative contributions are managed according to the cooperative's governing documents, serving solely as a channel for collecting and spending funds within the designated market area. Cicis must approve all marketing and promotional plans or materials before the cooperative or its members can use them. Currently, Cicis has not implemented mandatory marketing cooperatives.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.