What is the geographic limit of the Illinois addendum to the Embassy Suites By Hilton Franchise Agreement?
Embassy_Suites_By_Hilton Franchise · 2025 FDDAnswer from 2025 FDD Document
[INSERT FRANCHISEE ENTITY], a [INSERT TYPE OF ENTITY] HILTON FRANCHISE HOLDING LLC, a Delaware limited liability company Title: Authorized Signatory Executed on:#### ILLINOIS ADDENDUM TO FRANCHISE AGREEMENT
- The first sentence of Subsection 16.2.1 of the Franchise Agreement is amended to read as follows:
"The Parties agree that, except to the extent governed by the United States Trademark Act of 1946 (Lanham Act; 15 U.S.C. ¶ 1050 et seq.), as amended, this Agreement will be governed by the laws of the State of New York, except as otherwise required by the Illinois Franchise Disclosure Act, without recourse to New York choice of law or conflicts of law principles."
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- Subsection 16.2.2 of the Franchise Agreement concerning jurisdiction and venue shall not constitute a waiver of any right conferred upon Franchisee by the Illinois Franchise Disclosure Act.
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- Section 16.11 is amended to delete subsections 16.11.1 and 16.11.2.
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- Subsection 17.1 of the Franchise Agreement, containing a waiver of jury trial, shall not constitute a waiver of any right conferred upon Franchisee by the Illinois Franchise Disclosure Act.
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- Section 41 of the 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." The Illinois Franchise Disclosure Act will govern the Franchise Agreement with respect to Illinois franchisees and any other person under the jurisdiction of the Illinois Franchise Disclosure Act.
Source: Item 22 — CONTRACTS (FDD page 97)
What This Means (2025 FDD)
According to the 2025 Embassy Suites By Hilton Franchise Disclosure Document, the Illinois addendum modifies certain aspects of the standard franchise agreement to comply with Illinois law. Specifically, the addendum addresses governing law, jurisdiction, jury trial waivers, and the enforceability of waivers under the Illinois Franchise Disclosure Act.
The Illinois addendum ensures that the franchise agreement adheres to the Illinois Franchise Disclosure Act for franchisees in Illinois or those under the Act's jurisdiction. It prevents franchisees from waiving rights granted by the Act and clarifies that the Act governs the franchise agreement's interpretation and enforcement within Illinois.
For a prospective Embassy Suites By Hilton franchisee in Illinois, this means that certain standard terms in the franchise agreement are superseded by Illinois law. This provides additional protection to the franchisee, ensuring compliance with local regulations and preventing the waiver of important legal rights. The addendum aims to create a fairer balance between the franchisor and franchisee within the legal framework of Illinois.