Can a Carbones Pizzeria franchisee transfer their franchise on different terms than those initially proposed?
Carbones_Pizzeria Franchise · 2025 FDDAnswer from 2025 FDD Document
Should Franchisee desire to engage in a Transfer, Franchisee must first give written notice to Franchisor of the intention to make such a Transfer, setting out the precise terms and conditions of such proposed Transfer. Franchisor shall have an option for sixty (60) days after the date of receipt of such written notice to purchase the interest then owned by Franchisee upon the same terms and conditions as those set forth in the required notice.
If Franchisor does not exercise the option granted to it, then Franchisee may thereafter engage in the Transfer described in the required notice during the thirty (30) days immediately following the expiration of the sixty (60) day period hereinabove described; provided that such Transfer is made on precisely the same terms and conditions as those specified in the notice required hereunder; and provided, further, that Franchisee obtains the prior written consent of Franchisor for the Transfer. Such Transfer shall not be made on terms and conditions other than those set forth in the notice required hereunder, no matter now slight such variance might be. If the Transfer does not occur within such additional thirty (30) day period, such interest shall thereafter again be subject to all of the restrictions of this Agreement with respect to any Transfer.
Source: Item 23 — RECEIPTS (FDD pages 30–116)
What This Means (2025 FDD)
According to Carbones Pizzeria's 2025 Franchise Disclosure Document, a franchisee is not allowed to transfer their franchise under different terms than those initially proposed to the franchisor. The franchisee must provide written notice to Carbones Pizzeria with the precise terms and conditions of the proposed transfer. Carbones Pizzeria then has 60 days to exercise an option to purchase the franchise on those exact terms.
If Carbones Pizzeria waives its right of first refusal, the franchisee has a 30-day window to complete the transfer. However, this transfer must occur under the same terms and conditions that were initially disclosed to Carbones Pizzeria. Any deviation from these terms, no matter how slight, is not permitted. If the transfer does not occur within the 30-day window, the franchise is again subject to all transfer restrictions outlined in the agreement.
This provision ensures that Carbones Pizzeria maintains control over who becomes a franchisee and under what conditions the franchise is transferred. It prevents franchisees from making last-minute changes to the transfer agreement that could be detrimental to the Carbones Pizzeria brand or system. Prospective franchisees should understand that any transfer of their franchise must adhere strictly to the terms initially presented to Carbones Pizzeria.