Under what conditions, besides Section 4.3 regarding Catering and Delivery Services, can a Carvel franchisee operate outside of the Accepted Location?
Carvel Franchise · 2025 FDDAnswer from 2025 FDD Document
ocation. When we designate the Area of Protection for the Franchised Business, you must sign standard documentation we prepare, which includes a general release, to document the Area of Protection.] If you relocate the Franchised Business pursuant to Section 5.5 (Relocation of the Franchised Business), we will specify an Area of Protection for the new location.
B. Protected Rights. During the Term, we will not establish or operate, nor license any other person to establish or operate, a Business operating under the Marks and the System that is co-branded and co-located with a Cinnabon® business that is operated under the Cinnabon® marks and system (a "Co-Branded Business") at a Streetside Location within the Area of Protection. "Streetside Locations" include freestanding, inline, and endcap locations on city streets or in shopping centers (including power centers, lifestyle centers, and strip centers, but excluding malls (enclosed and open air) and outlet malls and centers). Co-Branded Businesses do not include single-branded Businesses, businesses that operate under the Cinnabon Swirl™ mark, and businesses that do not include the exact combination of multiple brands as the Co-Branded Business (such as a Business that is co-branded with a brand other than the Cinnabon® brand or that is multi-branded with the Cinnabon® brand and one or more other brands).
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.
C. Our Reserved Rights. We and our affiliates reserve all rights that we do not expressly grant you 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 distinguishes between "Streetside Locations" and "Other Locations." Streetside Locations are defined as freestanding, inline, and endcap locations on city streets or in shopping centers, excluding enclosed and open-air malls and outlet malls. Other Locations encompass a broader range, including airports, amusement parks, big box stores, casinos, colleges, convenience stores, farmer's markets, military bases, malls, outlet malls, sports and entertainment venues, train stations, transportation centers, travel plazas, truck stops, universities, zoos, and Delivery Kitchens.
Carvel and its affiliates retain the right to establish or license franchises and company-owned businesses offering similar products under the Carvel brand or other brands: (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 co-branded businesses with Carvel and Cinnabon. This means that while a franchisee is granted an Area of Protection for Streetside Locations, Carvel can operate or franchise other Carvel locations in non-Streetside Locations, even within the franchisee's Area of Protection.
Furthermore, if a Carvel franchisee defaults on the Franchise Agreement and Carvel chooses not to terminate the agreement, Carvel can reduce or eliminate the franchisee's Area of Protection. This modification allows Carvel to further expand operations in locations that might otherwise be protected under the original agreement. This clause introduces a risk for franchisees, as their protected area can be altered due to their failure to comply with the franchise agreement terms, potentially increasing competition within what was initially their exclusive territory.