Does Carvel require my consent to transfer its rights and obligations under the Franchise Agreement?
Carvel Franchise · 2025 FDDAnswer from 2025 FDD Document
- 16.10 Our Right to Transfer.
We may Transfer all of our rights and obligations under this Agreement, provided that: (i) we, in our sole discretion, determine that the transferee under the Transfer is able to perform our obligations under this Agreement; and (ii) the transferee agrees, in writing, to perform our obligations under this Agreement.
We are not required to obtain your
consent for our Transfer. Following the effective date of the Transfer, you will look solely to the transferee, and not to us, for the performance of all obligations in this Agreement.
Source: Item 23 — Receipts (FDD pages 100–353)
What This Means (2025 FDD)
According to Carvel's 2025 Franchise Disclosure Document, Carvel is not required to obtain your consent to transfer its rights and obligations under the Franchise Agreement. Carvel retains the right to transfer all of its rights and obligations, provided that Carvel, in its sole discretion, determines that the transferee is able to fulfill Carvel's obligations and the transferee agrees in writing to perform these obligations.
This means that as a Carvel franchisee, you must look solely to the new transferee for the performance of all obligations outlined in the agreement once the transfer is effective. You will not have the ability to prevent or influence this transfer, as your consent is not required.
This clause is relatively common in franchise agreements, allowing franchisors flexibility in structuring their business. However, it places the onus on the franchisee to adapt to a new business relationship, which may have different management styles or priorities. It is important for prospective franchisees to consider this lack of control when evaluating the franchise opportunity.