For Ledgers franchises in Illinois, which terms control if there are inconsistencies with the Disclosure Document or Franchise Agreement?
Ledgers Franchise · 2025 FDDAnswer from 2025 FDD Document
ILLINOIS
As to franchises governed by the Illinois Franchise Disclosure Act, if any of the terms of the Disclosure Document or Franchise Agreement are inconsistent with the terms below, the terms below control.
- A. Illinois law governs the Franchise Agreement.
- B. In conformance with Section 4 of the Illinois Franchise Disclosure Act, any provision in a franchise agreement that designates jurisdiction and venue in a forum outside of the State of Illinois is void. However, a franchise agreement may provide for arbitration to take place outside of Illinois.
- C. The conditions under which your Franchise Agreement can be terminated and your rights upon nonrenewal may be affected by Sections 19 and 20 of the Illinois Franchise Disclosure Act.
- D. In conformance with Section 41 of the Illinois Franchise Disclosure Act, any condition, stipulation, or provision of the Franchise Agreement purporting to bind you to waive compliance with any provision of the Illinois Franchise Disclosure Act or any other law of the State of Illinois is void.
- E. Item 5 of the FDD and Item 2.1 of the Franchise Agreement are modified with the addition of the following language: 'The franchisor defers the collection of all initial fees from Illinois franchisees until the franchisor has completed all its pre-opening obligations and franchisee is open for business."
- F. No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to Ledgers' 2025 Franchise Disclosure Document, for franchises governed by the Illinois Franchise Disclosure Act, the terms outlined in the Illinois addendum will take precedence if there are any inconsistencies with the standard terms in the Disclosure Document or the Franchise Agreement. This means that specific provisions of Illinois law will override conflicting terms in the standard Ledgers franchise documents to ensure compliance with Illinois regulations.
Several specific Illinois legal provisions are highlighted. Illinois law governs the Franchise Agreement. Any provision designating jurisdiction and venue outside of Illinois is void, although arbitration outside the state is permitted. The conditions for termination and rights upon nonrenewal are affected by Sections 19 and 20 of the Illinois Franchise Disclosure Act. Any attempt to waive compliance with Illinois law is void.
Furthermore, Ledgers defers the collection of initial franchise fees from Illinois franchisees until all pre-opening obligations are met and the franchise is open for business. Additionally, no statement or acknowledgment signed by the franchisee can waive claims under Illinois franchise law, including claims of fraud, or disclaim reliance on statements made by Ledgers. This provision supersedes any other conflicting term in any document related to the franchise agreement. Therefore, prospective franchisees in Illinois should pay close attention to the Illinois addendum to understand their rights and obligations under Illinois law.