factual

Does the Cinnaholic franchise agreement prohibit the franchisee from reselling items that are not uniquely identified with Cinnaholic to the franchisor?

Cinnaholic Franchise · 2025 FDD

Answer from 2025 FDD Document

  • (H) A PROVISION THAT REQUIRES THE FRANCHISEE TO RESELL TO THE FRANCHISOR ITEMS THAT ARE NOT UNIQUELY IDENTIFIED WITH THE FRANCHISOR. THIS SUBDIVISION DOES NOT PROHIBIT A PROVISION THAT GRANTS TO A FRANCHISOR A RIGHT OF FIRST REFUSAL TO PURCHASE THE ASSETS OF A FRANCHISE ON THE SAME TERMS AND CONDITIONS AS A BONA FIDE THIRD PARTY WILLING AND ABLE TO PURCHASE THOSE ASSETS, NOR DOES THIS SUBDIVISION PROHIBIT A PROVISION THAT GRANTS THE FRANCHISOR THE RIGHT TO ACQUIRE THE ASSETS OF A FRANCHISE FOR THE MARKET OR APPRAISED VALUE OF SUCH ASSETS IF THE FRANCHISEE HAS BREACHED THE LAWFUL PROVISIONS OF THE FRANCHISE AGREEMENT AND HAS FAILED TO CURE THE BREACH IN THE MANNER PROVIDED IN SUBDIVISION (C).

Source: Item 11 — FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING (FDD pages 27–35)

What This Means (2025 FDD)

According to the 2025 Cinnaholic Franchise Disclosure Document, Michigan law addresses provisions related to a franchisee reselling items to the franchisor. Specifically, Michigan law prohibits franchise agreements from requiring a franchisee to resell items to the franchisor that are not uniquely identified with the franchisor. However, this does not prevent Cinnaholic from having a right of first refusal to purchase the assets of a franchise on the same terms as a third party. It also does not prohibit Cinnaholic from acquiring the assets of a franchise for market or appraised value if the franchisee has breached the franchise agreement and failed to cure the breach.

This means that Cinnaholic franchisees in Michigan are protected from being forced to resell generic, non-branded items back to Cinnaholic. This provision aims to prevent franchisors from unfairly burdening franchisees with unwanted inventory or supplies. However, Cinnaholic retains the right to purchase the franchise's assets under certain conditions, such as a third-party offer or a breach of contract by the franchisee.

For prospective Cinnaholic franchisees in Michigan, this is a beneficial protection. It ensures that they are not obligated to resell non-branded items back to Cinnaholic, safeguarding them from potential financial losses. However, it is important to understand the conditions under which Cinnaholic can still acquire the franchise's assets, such as the right of first refusal or in the event of a breach of contract. Franchisees should carefully review the franchise agreement to fully understand their rights and obligations in these situations.

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.