Does Carvel have the right to change the Intellectual Property used in the Carvel system?

According to Carvel's 2025 Franchise Disclosure Document, Carvel retains the right to modify its Intellectual Property. Carvel has the authority, with reasonable notice, to change, discontinue, or substitute any of its Intellectual Property. They can also adopt entirely new Intellectual Property for use within the Carvel system. This includes, but is not limited to, the Marks, Copyrights, Recipes, and Trade Secrets.

As a franchisee, you are obligated to implement any changes to the Intellectual Property at your own expense, within a timeframe that Carvel reasonably specifies. This could involve updating signage, marketing materials, recipes, or operational procedures to align with the new Intellectual Property.

This clause ensures that Carvel can adapt its brand and system to market changes, technological advancements, or evolving consumer preferences. While franchisees must bear the costs of implementing these changes, the franchisor's ability to update the Intellectual Property is intended to maintain the brand's competitiveness and relevance. Franchisees do not have the right to contest Carvel's intellectual property.

It is important for prospective franchisees to understand that Carvel has broad discretion in modifying its Intellectual Property. While changes are subject to 'reasonable notice,' franchisees have limited recourse if they disagree with the changes or the associated costs. This is a common practice in franchising, where the franchisor maintains control over the brand and system standards.