Can Carvel operate or license franchises in 'Other Locations' inside a Carvel franchisee's Area of Protection?
Carvel Franchise · 2025 FDDAnswer from 2025 FDD Document
- C.
Other Locations. "Other Locations" include all locations other than Streetside Locations, including airports, amusement parks, big box stores, casinos, colleges, convenience stores, farmer's markets, military bases, malls (enclosed and open air), outlet malls and centers, sports and entertainment venues, train stations, transportation centers, travel plazas, truck stops, universities, zoos, and Delivery Kitchens. "Delivery Kitchens" include kitchens devoted to the preparation of products or Approved Products (often referred to as ghost, dark, or cloud kitchens), which may use the Marks and may deliver to customers located anywhere.
- D.
Our Reserved Rights.
We and our affiliates reserve all rights that we do not expressly grant you in this Agreement.
For example, without limitation, we and our affiliates have the following rights, without providing any rights or compensation to you:
- (1) We and/or our affiliates may establish or license franchises and/or company-owned businesses offering products or services that are similar or identical to the Approved Products using the System or elements of the System under the Marks or any other marks (a) anywhere outside of the Area of Protection, (b) in Other Locations inside or outside the Area of Protection, or (c) in businesses other than Swirl Businesses inside or outside the Area of Protection (including businesses that are co-branded with both the Carvel® and Cinnabon® brands).
Source: Item 23 — Receipts (FDD pages 100–353)
What This Means (2025 FDD)
According to Carvel's 2025 Franchise Disclosure Document, Carvel and its affiliates retain specific rights regarding the establishment or licensing of franchises within a franchisee's Area of Protection. Carvel has the right to establish or license franchises and/or company-owned businesses that offer similar or identical products/services to the approved products using the Carvel system or elements of the system under the Carvel marks or any other marks. This can occur (a) anywhere outside of the Area of Protection, (b) in Other Locations inside or outside the Area of Protection, or (c) in businesses other than Swirl Businesses inside or outside the Area of Protection (including businesses that are co-branded with both the Carvel® and Cinnabon® brands).
'Other Locations' are defined as all locations other than Streetside Locations. These include a wide array of venues such as airports, amusement parks, big box stores, casinos, colleges, convenience stores, farmer's markets, military bases, malls (both enclosed and open air), outlet malls and centers, sports and entertainment venues, train stations, transportation centers, travel plazas, truck stops, universities, zoos, and Delivery Kitchens. Delivery Kitchens are defined as kitchens devoted to the preparation of products or Approved Products (often referred to as ghost, dark, or cloud kitchens), which may use the Marks and may deliver to customers located anywhere.
This means that while a Carvel franchisee may have an Area of Protection, Carvel reserves the right to operate or license franchises in 'Other Locations' within that protected area. This could significantly impact a franchisee's potential customer base and revenue, as Carvel could establish additional outlets in various venues within the franchisee's territory. A prospective franchisee should carefully consider the implications of these reserved rights and evaluate the potential for competition from other Carvel locations within their Area of Protection, especially in 'Other Locations'.