Under what conditions can Carvel change the Intellectual Property used in the System?

According to the 2025 Carvel Franchise Disclosure Document, Carvel has the right to change, discontinue, or substitute any of its Intellectual Property. This includes the Marks, Copyrights, Recipes, and Trade Secrets that are part of the Carvel system. Carvel can also adopt entirely new Intellectual Property for use within the system. Carvel can make these changes in its sole discretion, without incurring any liability to the franchisee. However, Carvel must provide reasonable notice to the franchisee before implementing any such changes.

As a Carvel franchisee, you are obligated to implement any changes to the Intellectual Property at your own expense and within the timeframe that Carvel reasonably specifies. This could involve updating signage, modifying recipes, or adopting new operational procedures. The FDD also states that franchisees must not contest Carvel's ownership or right to use the Intellectual Property during the term of the agreement or after its expiration or termination.

This clause gives Carvel significant control over the brand and system, allowing it to adapt to market changes or improve its operations. However, it also places a financial burden on the franchisee, who must bear the costs of implementing these changes. Prospective franchisees should consider these potential costs when evaluating the Carvel franchise opportunity and factor them into their financial projections. It is also important to maintain open communication with Carvel to understand the reasons behind any changes and to plan for their implementation effectively.