Does the Cinnaholic General Release survive assignment or termination of franchise agreements?
Cinnaholic Franchise · 2025 FDDAnswer from 2025 FDD Document
This General Release is made effective this day of , 20 In consideration for the grant by CINNAHOLIC FRANCHISING, LLC, a Georgia Limited Liability Company ("CINNAHOLIC®"), to the undersigned of certain rights in connection with the operation of a CINNAHOLIC bakery and/or the transfer or renewal thereof, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the undersigned, individually and collectively, hereby unconditionally release, discharge, and acquit CINNAHOLIC, its past and present subsidiaries and affiliates, and its and their shareholders, owners, directors, officers, managers, members, partners, employees, agents, representatives, successors and assigns, from any and all liabilities, damages, claims, demands, costs, expenses, debts, indemnities, suits, disputes, controversies, actions and causes of action of any kind whatsoever, whether known or unknown, fixed or contingent, regarding or arising out of any prior or existing franchise relationship, development agreement, franchise agreement or any other agreement executed by any of the undersigned and CINNAHOLIC (or any subsidiary or affiliate of CINNAHOLIC®), any CINNAHOLIC® Bakery (whether currently or previously owned or operated by the undersigned or any of them), or any other prior or existing business relationship between any of the undersigned and CINNAHOLIC® (or any subsidiary or affiliate of CINNAHOLIC®), which the undersigned or any of them individually or collectively has asserted, may have asserted or could have asserted against CINNAHOLIC® (or any of the aforementioned related parties) at any time up to the date of this General Release, including specifically, without limitation, claims arising from contract, written or oral communications, alleged misrepresentations, and acts of negligence, whether active or passive. This General Release shall survive the assignment or termination of any of the franchise agreements or other documents entered into by and between CINNAHOLIC and any of the undersigned. This General Release is not intended as a waiver of those rights of the undersigned which cannot be waived under applicable state
Source: Item 22 — CONTRACTS (FDD pages 61–62)
What This Means (2025 FDD)
According to Cinnaholic's 2025 Franchise Disclosure Document, the General Release signed by the franchisee survives both the assignment and termination of any franchise agreements or other related documents between Cinnaholic and the franchisee. This means that even if the franchise agreement is assigned to another party or terminated, the release of liability remains in effect.
The General Release encompasses a broad range of potential claims, including liabilities, damages, claims, demands, costs, expenses, debts, indemnities, suits, disputes, controversies, actions, and causes of action, whether known or unknown, fixed or contingent. These claims can arise from any prior or existing franchise relationship, development agreement, or any other agreement executed between the franchisee and Cinnaholic, as well as any Cinnaholic bakery, regardless of current or previous ownership. The release specifically includes claims arising from contract, written or oral communications, alleged misrepresentations, and acts of negligence.
However, the General Release does not act as a waiver of rights that cannot be waived under applicable state franchise laws. Additionally, it does not relieve Cinnaholic or any other person from liability imposed by the Maryland Franchise Registration and Disclosure Law. The General Release is governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflicts of law provisions. Prospective franchisees should be aware of the comprehensive nature and long-lasting effect of this release, and seek legal counsel to fully understand its implications.