What is the scope of the release provided by the Cinnaholic General Release?
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 |
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| franchise |
| laws |
| nor |
| is |
| it intended to relieve CINNAHOLIC or any other person, directly or indirectly, from |
| liability |
| imposed |
| by |
| the |
| Maryland |
| Franchise |
| Registration |
| and |
| Disclosure Law. This General Release shall |
| be |
| governed |
| by and construed |
| in accordance |
| with |
| the |
| laws |
| of the State |
| of Georgia without regard |
| to |
| its |
| conflicts of law provisions. |
| WITNESS: |
| Corporate Name |
Source: Item 22 — CONTRACTS (FDD pages 61–62)
What This Means (2025 FDD)
According to Cinnaholic's 2025 Franchise Disclosure Document, the General Release is a comprehensive waiver of claims. In exchange for being granted franchise rights, the franchisee releases Cinnaholic and its affiliates from nearly all possible liabilities, damages, claims, and demands. This includes known and unknown issues, fixed or contingent, related to the franchise relationship, development agreements, or any other agreements. The release extends to any Cinnaholic bakery the franchisee owns or operates, or any prior business relationship.
The release specifically covers claims arising from contracts, written or oral communications, alleged misrepresentations, and acts of negligence. This means a franchisee gives up the right to sue Cinnaholic for issues like breach of contract, inaccurate information provided during the franchise sales process, or negligent acts by Cinnaholic.
However, the General Release does not waive rights that cannot be waived under state franchise laws, nor does it relieve Cinnaholic from liability imposed by the Maryland Franchise Registration and Disclosure Law. The agreement is governed by Georgia law, without regard to its conflicts of law provisions, regardless of where the franchisee's Cinnaholic location is. This ensures Cinnaholic maintains a consistent legal framework for all franchise relationships.
This type of broad release is common in franchising, as it aims to protect the franchisor from potential legal disputes arising from the franchise relationship. Prospective Cinnaholic franchisees should carefully review the General Release with legal counsel to fully understand the rights they are waiving and the potential implications for their investment.