What happens if a System Standard in the Cicis franchise agreement is considered invalid under applicable law?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
If any applicable and binding law or rule of any jurisdiction requires more notice than this Agreement requires of this Agreement's termination or of our refusal to enter into a successor franchise agreement, or some other action that this Agreement does not require, or if, under any applicable and binding law or rule of any jurisdiction, any provision of this Agreement or any System Standard is invalid, unenforceable, or unlawful, the notice or other action required by the law or rule will be substituted for the comparable provisions of this Agreement, and we may modify the invalid or unenforceable provision or System Standard to the extent required to be valid and enforceable or delete the unlawful provision in its entirety. You agree to be bound by any promise or covenant imposing the maximum duty the law permits which is subsumed within any provision of this Agreement, as though it were separately articulated in and made a part of this Agreement.
Source: Item 23 — RECEIPTS (FDD pages 65–263)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, if any provision in the agreement or any System Standard is deemed invalid, unenforceable, or unlawful under applicable law, the required notice or action by law will replace the comparable provisions in the agreement. Cicis has the option to modify the invalid or unenforceable provision or System Standard to the extent necessary to make it valid and enforceable, or to completely remove the unlawful provision. The franchisee agrees to adhere to the maximum duty permitted by law within any provision of the agreement, as if it were explicitly stated in the agreement.
This clause ensures that the remainder of the franchise agreement remains in effect even if a specific part is found to be invalid. It also allows Cicis to adapt the agreement to comply with local laws, which can vary significantly from one jurisdiction to another. This flexibility is crucial for maintaining a consistent franchise system while adhering to legal requirements.
For a prospective franchisee, this means that Cicis can and will modify the franchise agreement and System Standards to comply with local laws. Franchisees should be aware that some provisions of the agreement may be altered or removed based on the laws of their specific location. It is important to stay informed about any changes to the agreement and how they might affect the operation of the Cicis restaurant.