Can a Cinnabon franchisee assign the Service Level Agreement without Cinnabon's consent?
Cinnabon Franchise · 2025 FDDAnswer from 2025 FDD Document
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Transfer or Assignment.
Except as expressly provided herein, this Agreement may not be assigned by Franchisee without Company's prior written consent including assignment by operation of law and change of control.
Any attempted assignment of this Agreement in violation of the preceding sentence will be null and void ab initio.
In the event Franchisee sells or transfers the Franchised Business, this Agreement shall terminate and the transferee shall be required to execute Company's then-current form of Service Level Agreement.
In the event of an assignment of the Franchise Agreement which has been approved by Franchisor, this Agreement shall be deemed to be assigned to the assignee of the Franchise Agreement and such assignee shall be deemed to have assumed all rights and obligations of Franchisee under this Agreement.
Company may assign this Agreement to any person or entity without Franchisee consent.
This Agreement will be binding on and inure to the benefit of the parties and their respective successors and permitted assigns.
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- Assignment.
Lessor may assign, at its sole discretion and without Lessee's consent, its rights and obligations under this Agreement.
Lessee may not assign it's rights and obligations under this Agreement except upon the prior written consent of Lessor.
Source: Item 23 — Receipts (FDD pages 114–399)
What This Means (2025 FDD)
According to Cinnabon's 2025 Franchise Disclosure Document, the Service Level Agreement outlines the support Cinnabon LLC, an affiliate of the franchisor, provides for the franchisee's point of sale (POS) system. This agreement is separate from the Franchise Agreement but is crucial for maintaining the operational standards of the Cinnabon franchise.
The FDD specifies that the Franchisee generally cannot assign the Franchise Agreement without Cinnabon's prior written consent, including assignments by operation of law or change of control. In the event the franchisee sells or transfers the franchised business, the existing Franchise Agreement terminates, and the new transferee must execute Cinnabon's current Service Level Agreement. However, the document also states that in the event of an assignment of the Franchise Agreement which has been approved by Franchisor, this Agreement shall be deemed to be assigned to the assignee of the Franchise Agreement and such assignee shall be deemed to have assumed all rights and obligations of Franchisee under this Agreement.
The Service Level Agreement itself contains a clause regarding assignment, stating that the franchisee ('Lessee' in this context) may not assign its rights and obligations under the agreement without the prior written consent of the franchisor ('Lessor'). This requirement ensures that Cinnabon maintains control over who is providing and receiving support services, which is vital for consistency and quality across all franchise locations. Cinnabon, however, retains the right to assign the agreement at its sole discretion without the franchisee's consent.