What is the purpose of the Maryland Addendum to the Disclosure Document for Cinnabon?
Cinnabon Franchise · 2025 FDDAnswer from 2025 FDD Document
of the State of Indiana supersede any provisions of the Franchise Agreement and any the other agreements, or Georgia law, if these provisions are in conflict with Indiana law.
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- No release language stated in the Franchise Agreement relieves us or any other person, directly or indirectly, from liability imposed by the laws concerning franchising of the State of Indiana.
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- Notwithstanding the terms of Item 12 of the Disclosure Document and Section 4 (Reserved Rights) of the Franchise Agreement (as applicable), we will not compete unfairly with you within a reasonable area.
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- Notwithstanding the terms of Section 13.1 (Indemnification) of the Franchise Agreement, you will not be required to indemnify the Affiliated Parties for any liability caused by your proper reliance on or use of procedures or materials provided by us or caused by our negligence.
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- Section 15.4.B. (Restrictive Covenants: Post Term) of the Franchise Agreement is revised to limit the geographical extent of the post-term covenant not to compete to an area of reasonable size, for all franchises sold in the State of Indiana.
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- 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.
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- The provisions of the Franchise Agreement relieving both parties from liability for punitive damages will not apply to franchises offered and sold in the State of Indiana.
MARYLAND ADDENDUM TO DISCLOSURE DOCUMENT
In recognition of the requirements of the Maryland Franchise Registration and Disclosure Law, the Disclosure Document for Cinnabon Franchisor SPV LLC for use in the State of Maryland is amended as follows:
ITEM 5 INITIAL FEES
- Based upon our financial condition, the Maryland Securities Commissioner has required a financial assurance.
Source: Item 23 — Receipts (FDD pages 114–399)
What This Means (2025 FDD)
According to the 2025 Cinnabon Franchise Disclosure Document, the Maryland Addendum is included to comply with the Maryland Franchise Registration and Disclosure Law. This addendum modifies specific items within the disclosure document to align with Maryland law.
Specifically, Item 5 regarding initial fees is amended to state that all initial fees and payments owed by franchisees are deferred until Cinnabon completes its pre-opening obligations under the Franchise Agreement. This requirement is due to a financial assurance required by the Maryland Securities Commissioner based on Cinnabon's financial condition. This deferral also applies to franchisees signing a Multi-Unit Addendum, where initial fees are deferred for each franchise agreement subject to the addendum until pre-opening obligations are met for each location.
Additionally, Item 17 concerning renewal, termination, transfer, and dispute resolution is modified. The addendum clarifies that no release language in any agreement will relieve Cinnabon from liabilities imposed by Maryland franchise law, and franchisees cannot waive any liability incurred by Cinnabon under this law. Franchisees are also permitted to litigate claims arising under Maryland franchise law in Maryland, provided the dispute is not subject to arbitration under the Franchise Agreement. Any claims under the Maryland Franchise Registration and Disclosure Law must be brought within three years after the franchise is granted.
Finally, the addendum states that if a Cinnabon franchise is to be operated in Maryland, the franchisee should not sign the acknowledgement form. This is likely due to the modifications and protections afforded to franchisees under Maryland law, ensuring that franchisees are aware of their rights and that Cinnabon is compliant with state regulations.