QUIZNOS CORP
SC TO-I, EX-99, 2000-11-13
PATENT OWNERS & LESSORS
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<PAGE>

                          NOTICE OF GUARANTEED DELIVERY
                                       TO
                        TENDER OF SHARES OF COMMON STOCK
                                       OF
                            THE QUIZNO'S CORPORATION

     This Notice of Guaranteed Delivery or a form substantially equivalent
hereto must be used to accept the offer (the "Offer") by The Quizno's
Corporation, a Colorado Corporation (the "Company"), to purchase for cash all of
its outstanding shares of Common Stock, $.001 per value per share (the
"Shares"), (i) if certificates ("Share Certificates") evidencing the Shares are
not immediately available, (ii) if Share Certificates and all other required
documents cannot be delivered to Harris Trust Company of New York, as Depositary
(the "Depositary"), prior to the Expiration Date (as defined in section 1 of the
Offer to Purchase (as defined below)) or (iii) if the procedure for delivery by
book-entry transfer cannot be completed on a timely basis. This Notice of
Guaranteed Delivery may be delivered by hand or mail or transmitted by telegram
or facsimile transmission to the Depositary. See "The Tender Offer. Procedures
for Accepting the Offer and Tendering Shares" in the Offer to Purchase.

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         THE TENDER OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT,
NEW YORK CITY TIME, ON DECEMBER 11, 2000, UNLESS THE OFFER IS EXTENDED (THE
"EXPIRATION DATE").
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                        THE DEPOSITARY FOR THE OFFER IS:

                        HARRIS TRUST COMPANY OF NEW YORK

                               (THE "DEPOSITARY")

<TABLE>

<S>                         <C>                                       <C>
      By Mail:                  By Facsimile Transmission              By Hand/Overnight Delivery:
                            (For Eligible Institutions Only):
 Wall Street Station                (212) 701-7636                           Wall Street Plaza
   P.O. Box 1023                 Confirm by Telephone:                 88 Pine Street, 19th Floor
New York, NY 10268-1023             (212) 701-7624                         New York, NY  10005
</TABLE>



     DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS, OR
TRANSMISSION VIA FACSIMILE TRANSMISSION, OTHER THAN AS SET FORTH ABOVE, WILL NOT
CONSTITUTE A VALID DELIVERY.

     The Tender Offer is not being made to (nor will the surrender of Share
Certificates be accepted from or on behalf of) shareholders in any jurisdiction
in which the making or acceptance of the Tender Offer would not be in compliance
with the laws of such jurisdiction.

     This form is not to be used to guarantee signatures. If a signature on the
Letter of Transmittal is required to be guaranteed by an "Eligible Institution"
under the instructions thereto, such signature guarantee must appear in the
applicable space provided in the signature box on the Letter of Transmittal.









<PAGE>


Ladies and Gentlemen:

     The undersigned hereby tenders to The Quizno's Corporation, a Colorado
Corporation, upon the terms and subject to the conditions set forth in the Offer
to Purchase, dated November 13, 2000 (the "Offer to Purchase"), and the related
Letter of Transmittal (which together constitute the "Offer"), receipt of each
of which is hereby acknowledged, the number of Shares specified below pursuant
to the guaranteed delivery procedure described under "The Tender Offer.
Procedures for Accepting the Offer and Tendering Shares" in the Offer to
Purchase.


PLEASE SIGN AND COMPLETE

Number of Shares:

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Certificate Nos.  (If Available)

[ ]   Check box if Shares will be delivered by book-entry transfer Account No.

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Signature(s) of Holder(s)

Dated:

                                                                          , 2000
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Name(s) of Holders:

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                             (PLEASE TYPE OR PRINT)
Address:

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                               (INCLUDE ZIP CODE)

Area code and Telephone No.:

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<PAGE>

     This Notice of Guaranteed Delivery must be signed by the registered
holder(s) of Share Certificates exactly as their name(s) appear(s) on the Share
Certificates or on a security position listing as the owner(s) of the Share
Certificates, or by person(s) authorized to become registered holder(s) by
endorsements and documents transmitted with this Notice of Guaranteed Delivery.
If signature is by a trustee, guardian, attorney-in-fact, officer of a
corporation, executor, administrator, agent or other representative, such person
must provide the following information.

PLEASE PRINT NAME(S) AND ADDRESS(ES) Names(s):

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Capacity:

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Address(s):

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                                      -3-







<PAGE>


                 THE GUARANTEE SET FORTH BELOW MUST BE COMPLETED
                                    GUARANTEE
                    (NOT TO BE USED FOR SIGNATURE GUARANTEE)

     The undersigned, a firm which is a member of the Medallion Signature
Guarantee Program, or another "Eligible Guarantor Institution", as defined in
Rule 17Ad-15 under the Securities Exchange Act of 1934, as amended, hereby
guarantees that, within three Nasdaq Market trading days from the date of this
Notice of Guaranteed Delivery, either Share Certificates evidencing the Shares
tendered hereby, in proper form for transfer, or confirmation of book-entry
transfer of such Shares into the Depositary's account at a Book-Entry Transfer
Facility, in each case with delivery of a Letter of Transmittal (or a facsimile
thereof) properly completed and duly executed with any required signature
guarantees, or an Agent's Message ( as defined in "The Tender Offer - Acceptance
for Payment and Payment for Shares" of the Offer to Purchase) in the case of a
book-entry delivery, and any other required documents, will be deposited by the
undersigned with the Depositary at one of its addresses set forth above.


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                                  NAME OF FIRM

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                          ADDRESS (INCLUDING ZIP CODE)

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                           AREA CODE AND TELEPHONE NO.

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                              AUTHORIZED SIGNATURE

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                                      DATED






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