Can a Cinnabon franchisee terminate the franchise agreement if Cinnabon breaches the agreement?
Cinnabon Franchise · 2025 FDDAnswer from 2025 FDD Document
- The following language replaces the "Summary" section of Item 17(d), titled "Termination by franchisee":
You may terminate the Franchise Agreement on any grounds available by law.
The prohibition by Indiana Code § 23-2-2.7-1(7) against unilateral termination of the franchise without good cause or in bad faith, good cause being defined therein as ". . . a material breach of the franchise agreement . . . ," supersede any contrary provisions contained in Section 17 (Default and Termination) of the Franchise Agreement in the State of Indiana.
Notice Required By Law:
THE TERMS AND CONDITIONS UNDER WHICH WE MAY TERMINATE YOUR FRANCHISE AND YOUR RIGHTS ON NON-RENEWAL MAY BE AFFECTED BY ILLINOIS LAW, 815 ILCS §§ 705/19 AND 705/20.
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- With respect to franchises governed by Minnesota law, we will comply with Minn. Stat. § 80C.14, Subds. 3, 4, and 5, that require, except in certain specified cases, that a franchisee be given 90 days' notice of termination (with 60 days to cure) and 180 days' notice of non-renewal of the Franchise Agreement, and that we not unreasonably withhold consent to the transfer of the franchise.
Source: Item 23 — Receipts (FDD pages 114–399)
What This Means (2025 FDD)
According to Cinnabon's 2025 Franchise Disclosure Document, a franchisee's right to terminate the franchise agreement due to a breach by Cinnabon is subject to state-specific laws. For instance, the Illinois addendum states that Illinois law may affect the terms and conditions under which Cinnabon may terminate the franchise and the franchisee's rights on non-renewal. Similarly, the Indiana addendum indicates that Indiana law supersedes any conflicting provisions in the franchise agreement, prohibiting unilateral termination without good cause, which is defined as a material breach of the franchise agreement.
In New York, a franchisee may terminate the Franchise Agreement on any grounds available by law. This suggests that a Cinnabon franchisee in New York has the right to terminate the agreement if Cinnabon breaches it, as this would be a ground available by law. However, the specific process and requirements for doing so would be governed by New York law.
In Minnesota, Cinnabon must provide a franchisee with 90 days' notice of termination (with 60 days to cure) in most cases. These state-specific provisions highlight the importance of understanding the legal landscape in the franchisee's particular state, as the ability to terminate the agreement and the conditions under which termination is allowed can vary significantly. Prospective franchisees should consult with an attorney to fully understand their rights under the laws of their state.