Does the Guarantor of Cicis waive notice of the Franchisor's default?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
For value received, CiCi Services LLC, a Florida limited liability company, with its principal business address at 13355 Noel Road, Suite 1645, Dallas, TX 75240 (the "Guarantor"), absolutely and unconditionally guarantees the performance by On Smile LLC, located at 13355 Noel Road, Suite 1645, Dallas, TX 75240 (the "Franchisor"), of all of the obligations of Franchisor in accordance with the terms and conditions of the franchise registration in each state where the franchise is registered, and under its Franchise Agreement identified in its 2025 Franchise Disclosure Document, as it may be amended, and as that Franchise Agreement may be entered into with franchisees as amended, modified or extended from time to time. This guarantee continues in full force and effect until all obligations of the Franchisor under its franchise registrations and Franchise Agreements are satisfied or until the liability of Franchisor to its franchisees under the Franchise Agreement has been completely discharged, whichever first occurs. The Guarantor is not discharged from liability if a claim by a franchisee against the Franchisor remains outstanding. Notice of acceptance is waived. The Guarantor does not waive notice of Franchisor's default. This guarantee is binding on the Guarantor and its successors and assignees.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 58–64)
What This Means (2025 FDD)
According to the 2025 Cicis Franchise Disclosure Document, the Guarantor, CiCi Services LLC, does not waive notice of the Franchisor's default. Instead, CiCi Services LLC absolutely and unconditionally guarantees the performance by On Smile LLC of all obligations as the Franchisor, in accordance with the terms and conditions of the franchise registration and under its Franchise Agreement identified in its 2025 Franchise Disclosure Document.
This guarantee remains in effect until all obligations of the Franchisor under its franchise registrations and Franchise Agreements are satisfied or until the liability of Franchisor to its franchisees under the Franchise Agreement has been completely discharged, whichever occurs first. The Guarantor will not be discharged from liability if a claim by a franchisee against the Franchisor remains outstanding.
This means that CiCi Services LLC is committed to ensuring that On Smile LLC fulfills its obligations to franchisees. However, the fact that the Guarantor does not waive notice of the Franchisor's default suggests that they want to be informed of any issues or failures by the Franchisor to meet its obligations. This could be seen as a protective measure for the Guarantor, allowing them to take action if necessary to mitigate any potential liabilities or damages resulting from the Franchisor's default.