What is the required action for a Carbones Pizzeria franchisee regarding notice to the franchisor before a transfer?
Carbones_Pizzeria Franchise · 2025 FDDAnswer from 2025 FDD Document
a. Throughout the term of this Agreement and any extension thereof, Franchisee shall not at any time, directly or indirectly, sell, assign, mortgage, pledge, grant a security interest in, encumber, make a gift of, or otherwise transfer or dispose of Franchisee's interest in this Agreement, the Franchise, the Restaurant or its business or any entity that directly or indirectly owns an interest in any of the foregoing (collectively, a "Transfer") except in accordance with the provisions of this Agreement. 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 the 2025 Carbones Pizzeria Franchise Disclosure Document, if a franchisee desires to transfer their interest in the franchise, they must first provide written notice to Carbones Pizzeria. This notice should include the precise terms and conditions of the proposed transfer. Following this notification, Carbones Pizzeria has an option to purchase the franchisee's interest within sixty days, using the same terms and conditions outlined in the franchisee's notice.
If Carbones Pizzeria decides not to exercise its option to purchase, the franchisee has a 30-day window immediately following the 60-day period to proceed with the transfer. However, the transfer must occur under the exact terms and conditions specified in the initial notice to Carbones Pizzeria. Additionally, the franchisee must obtain prior written consent from Carbones Pizzeria for the transfer to be valid. Any deviation from the original terms, no matter how minor, is not permitted.
If the transfer does not occur within this additional 30-day period, the franchise interest once again becomes subject to all transfer restrictions outlined in the agreement. This process ensures that Carbones Pizzeria has the first opportunity to acquire the franchise and maintains control over who enters the franchise system, safeguarding brand consistency and standards.