What are the duties and obligations that GoTo Foods Systems LLC absolutely and unconditionally guarantees to assume for Cinnabon Franchisor SPV LLC under the Cinnabon franchise registration and Franchise Agreement?
Cinnabon Franchise · 2025 FDDAnswer from 2025 FDD Document
For value received, GoTo Foods Systems LLC, a Delaware limited liability company (the "Guarantor"), located at 5620 Glenridge Drive NE, Atlanta, Georgia 30342, absolutely and unconditionally guarantees to assume the duties and obligations of Cinnabon Franchisor SPV LLC, located at 5620 Glenridge Drive NE, Atlanta, Georgia 30342 (the "Franchisor"), under its 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 and amended, modified or extended from time to time. This Guarantee continues until all such obligations of the Franchisor under its franchise registrations and the Franchise Agreement 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 receipt of notice of default on the part of the Franchisor. This guarantee is binding on the Guarantor and its successors and assigns.
Source: Item 23 — Receipts (FDD pages 114–399)
What This Means (2025 FDD)
According to Cinnabon's 2025 Franchise Disclosure Document, GoTo Foods Systems LLC guarantees to assume the duties and obligations of Cinnabon Franchisor SPV LLC under the franchise registration in each state where the franchise is registered. This guarantee also extends to the Franchise Agreement as identified in the 2025 Franchise Disclosure Document, including any amendments, modifications, or extensions made to that agreement with franchisees.
This guarantee remains in effect until all obligations of Cinnabon Franchisor SPV LLC under its franchise registrations and the Franchise Agreement are completely satisfied. It also continues until the liability of Cinnabon to its franchisees under the Franchise Agreement has been fully discharged, whichever event occurs first. GoTo Foods Systems LLC is not released from liability if a franchisee's claim against Cinnabon remains outstanding.
This guarantee signifies a strong commitment from GoTo Foods Systems LLC to support Cinnabon and its franchisees. It provides franchisees with an additional layer of security, knowing that GoTo Foods Systems LLC is obligated to fulfill Cinnabon's responsibilities if Cinnabon Franchisor SPV LLC fails to do so. The guarantor waives notice of acceptance but does not waive receipt of notice of default on the part of the Franchisor. The guarantee is binding on the Guarantor and its successors and assigns.
For a prospective Cinnabon franchisee, this guarantee offers reassurance that a financially stable entity, GoTo Foods Systems LLC, stands behind the franchise. It mitigates some of the risk associated with investing in a franchise by ensuring that the franchisor's obligations will be met, even if Cinnabon Franchisor SPV LLC encounters financial difficulties. Franchisees should carefully review the Franchise Agreement and related documents to fully understand the scope and limitations of this guarantee.