For Cinnabon franchisees in Illinois, does the Franchise Agreement's governing law provision waive any rights conferred by the Illinois Franchise Disclosure Act?
Cinnabon Franchise · 2025 FDDAnswer from 2025 FDD Document
In recognition of the requirements of the Illinois Franchise Disclosure Act of 1987, Ill. Comp. Stat. §§ 705/1 through 705/44, the Franchise Agreement, for franchises offered and sold in the State of Illinois or to Illinois residents, is amended to include the following:
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- The provisions of the Franchise Agreement on governing law, jurisdiction, and choice of law will not be a waiver of any right conferred on you by the Illinois Franchise Disclosure Act. Illinois law will govern the Franchise Agreement with respect to Illinois franchisees. Consistent with the foregoing, any provision in the Franchise Agreement that designates jurisdiction and venue in a forum outside of Illinois is void with respect to any cause of action that is otherwise enforceable in Illinois.
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- 815 ILCS § 705/41 (Illinois Franchise Disclosure Act) states that "any condition, stipulation, or provision purporting to bind any person acquiring any franchise to waive compliance with any provision of this Act or any other law of this State is void."
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- Section 21.1 (Your Acknowledgements) is deleted from all Illinois Franchise Agreements.
Source: Item 23 — Receipts (FDD pages 114–399)
What This Means (2025 FDD)
According to Cinnabon's 2025 Franchise Disclosure Document, the Franchise Agreement's provisions regarding governing law, jurisdiction, and choice of law will not constitute a waiver of any right conferred to Illinois franchisees under the Illinois Franchise Disclosure Act. Illinois law will govern the Franchise Agreement for Cinnabon franchisees operating under the jurisdiction of the Illinois Franchise Disclosure Act. This means that Cinnabon franchisees in Illinois retain all rights granted to them by the Illinois Franchise Disclosure Act, regardless of what the standard Franchise Agreement might otherwise state.
This protection extends to the designation of jurisdiction and venue. Any provision in the Franchise Agreement that designates jurisdiction and venue in a forum outside of Illinois is void with respect to any cause of action that is otherwise enforceable in Illinois. In essence, Illinois Cinnabon franchisees cannot be forced to litigate disputes outside of Illinois if the cause of action is enforceable within the state.
Furthermore, the Illinois Franchise Disclosure Act explicitly states that any condition, stipulation, or provision that attempts to bind a person acquiring a franchise to waive compliance with any provision of the Act or any other law of the state is void. Additionally, Section 21.1, titled 'Your Acknowledgements,' is deleted from all Illinois Franchise Agreements, reinforcing the protection of franchisees' rights under Illinois law.