What is a 'Territory Opportunity' in the context of Counselor Realty?
Counselor_Realty Franchise · 2025 FDDAnswer from 2025 FDD Document
provided, however, that if Counselor proposes to license another to establish or operate a "Counselor Office" with a territory that would include the location where such Extension Office is located (a "Territory Opportunity"), we will provide you with a right of first refusal for such Territory Opportunity on the following terms: (i) we will provide you with written notice of a Territory Opportunity, and you will have 30 days to advise us in writing that you wish to participate in the Territory Opportunity; (ii) if you do not notify us within such period, then we may pursue such Territory Opportunity and/or grant any other person or entity the right to participate in such Territory Opportunity without any liability to you; and (iii) if you timely notify us in writing that you wish to participate in the Territory Opportunity, then we may condition your participation on compliance with such terms and conditions as we consider appropriate to the particular Territory Opportunity, including: (a) execution of such franchise agreement and related agreements as are then generally used by us in connection with the award of the applicable Territory Opportunity; (b) timely payment of all initial fees and any other fees charged by us or our affiliate in connection with the award or grant of the applicable Territory Opportunity; and (c) meeting our then-current eligibility requirements applied by us to candidates for such Territory Opportunity.
Source: Item 12 — TERRITORY (FDD pages 21–23)
What This Means (2025 FDD)
According to Counselor Realty's 2025 Franchise Disclosure Document, a "Territory Opportunity" arises when Counselor Realty intends to license another party to establish a Counselor Realty office with a territory that includes the location of an existing franchisee's Extension Office. An Extension Office is an additional office opened by a franchisee outside their designated territory, subject to Counselor Realty's approval and a $750 fee.
If Counselor Realty identifies a Territory Opportunity that overlaps with a franchisee's Extension Office, the franchisee has a right of first refusal. Counselor Realty must provide written notice of the Territory Opportunity, giving the franchisee 30 days to express their interest in participating. Failure to respond within this timeframe allows Counselor Realty to pursue the opportunity with another party without liability.
If the franchisee expresses interest, Counselor Realty may set conditions for their participation, including executing the current franchise agreement, paying applicable fees, and meeting eligibility requirements. This ensures that the existing franchisee is given the first chance to expand into the new territory, but they must meet Counselor Realty's standards and financial obligations to do so. This right of first refusal does not apply to the franchisee's original territory, only to areas where they have established an Extension Office.