Can Cicis acquire or merge with other businesses located in the Protected Area and convert them to the Cicis brand?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
- (4) We and our affiliates have and retain all rights within and outside the Protected Area that are not expressly and exclusively granted to you under this Agreement and the right to do anything that we have not, in this Agreement, expressly agreed not to do, including the right to do and to authorize others to do the following: (i) establish and operate Cicis Restaurants identified by the Marks at any location outside the Protected Area, including locations that are adjacent or proximate to the Protected Area, (ii) establish and operate Cicis Restaurants identified by the Marks in any Reserved Area (defined below) whether within or outside the Protected Area, (iii) establish and operate restaurants under other trade names, service marks, and trademarks at any location within or outside of the Protected Area, (iv) establish and operate Cicis To Go Restaurants anywhere in world, including within the Protected Area, (v) offer and sell, anywhere in the world (including within the Protected Area) any similar or dissimilar products and services, whether identified by the Marks or by other trademarks, trade names or service marks, through any channel or by any method of distribution other than a full-service Cicis Restaurant (including by or through a Cicis To Go Restaurant, the Internet or similar electronic media), on any terms and conditions we deem appropriate, and (vi) acquire, be acquired by, merge with, affiliate with or engage in any transaction with other businesses (whether competitive or not) located anywhere and, even if such businesses are located in the Protected Area, (x) convert the other businesses to the Cicis brand and allow them to operate as part of the System, and/or (y) permit the other businesses to continue to operate under another name and incorporate one or more elements of the System.
A "Reserved Area" is any enclosed area of retail sales establishments in excess of 250,000 square feet, food courts, airports, hospitals, cafeterias, commissaries, schools, hotels, office buildings and stadiums, arenas, ballparks, festivals, fairs, military bases and other mass gathering locations or events.
Source: Item 22 — CONTRACTS (FDD pages 64–65)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, Cicis retains the right to acquire or merge with other businesses, even those located within a franchisee's protected area. Cicis can then convert these acquired businesses to operate under the Cicis brand as part of its system. Alternatively, Cicis can allow these businesses to continue operating under a different name while incorporating elements of the Cicis system.
This clause in the franchise agreement means that a Cicis franchisee's protected area is not entirely exclusive. While Cicis agrees not to establish or authorize another new Cicis restaurant within the protected area, it can still introduce the Cicis brand through acquisition or merger. This could potentially increase competition within the franchisee's territory.
For a prospective franchisee, this highlights the importance of carefully evaluating the market and potential competition, even within a protected area. It would be prudent to discuss with Cicis their strategic plans for acquisitions or mergers in the area and how they might impact the franchisee's business. Understanding Cicis's long-term vision and growth strategy is crucial for making an informed investment decision.
It is also important to note the definition of a "Reserved Area" as any enclosed area of retail sales establishments in excess of 250,000 square feet, food courts, airports, hospitals, cafeterias, commissaries, schools, hotels, office buildings and stadiums, arenas, ballparks, festivals, fairs, military bases and other mass gathering locations or events. Cicis retains the right to establish and operate Cicis Restaurants identified by the Marks in any Reserved Area whether within or outside the Protected Area.