What approval is required from MSC (or its affiliate) for a franchisee's transfer of their Marble Slab Creamery franchise?
Marble_Slab_Creamery Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section in LLC Operating Agreement | Summary | |
|---|---|---|---|
| a. | Term of the franchise | Section 1.5, Article 8 | Perpetual, unless earlier dissolved. |
| b. | Renewal or extension of the term | Not Applicable | Not Applicable |
| Provision | Section in LLC Operating Agreement | Summary | |
| c. | Requirements for you to renew or extend | Not Applicable | Not Applicable |
| d. | Termination by you | Article 8 | The LLC Operating Agreement can only be terminated by the affirmative vote or consent of the manager and all of the members. |
| e. | Termination by MSC (or its affiliate) without cause | Not Applicable | Not Applicable |
| f. | Termination by MSC (or Parent) with cause | Section 8.1 | The LLC Operating Agreement can be terminated on the sale, transfer or other disposition of all or substantially all of the LLC’s assets. |
| g. | “Cause” defined – defaults which can be cured | Not Applicable | Not Applicable |
| h. | “Cause” defined – defaults which cannot be cured | Section 10.1 | The LLC Operating Agreement can be terminated on the sale, transfer or other disposition of all or substantially all of the LLC’s assets. |
| i. | Your obligations on termination/non- renewal | Sections 8.2 and 8.3 | The manager shall wind up the affairs of the LLC (pay all debts and distribute or liquidate remaining assets to the members) |
| j. | Assignment of contract by MSC (or its affiliate) | Section 3.2; Article 9 | We (or our affiliate) may sell, assign, pledge, encumber, award, confirm or otherwise transfer an interest in the LLC only with the approval of the manager of the LLC and more than 75% of the percentage interests |
| k. | “Transfer” by you- definition | Section 3.2; Article 9 | You may sell, assign, pledge, encumber, award, confirm or otherwise transfer an interest in the LLC only with the approval of the manager of the LLC and more than 75% of the percentage interests |
| l. | MSC’s (or its affiliate’s) approval of transfer by franchise | Section 3.2; Article 9 | Requires the express written consent of the manager of the LLC and more than 75% of the percentage interests |
| m. | Conditions for MSC (or its affiliate’s) approval of transfer | Section 3.2; Article 9 | If you transfer without consent and approval of the manager of the LLC the transfer will be invalid. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 74–85)
What This Means (2025 FDD)
According to the 2025 Marble Slab Creamery Franchise Disclosure Document, specifically Item 17 which addresses renewal, termination, transfer, and dispute resolution, a franchisee needs express written consent to transfer their franchise. This consent must come from the manager of the LLC and more than 75% of the percentage interests.
This requirement means that a Marble Slab Creamery franchisee cannot independently decide to sell or transfer their franchise to someone else. They must obtain permission from both the manager of the LLC and a supermajority (over 75%) of the other interest holders. This provision protects the brand by ensuring that any new franchisee meets the standards and is approved by those with a significant stake in the business.
Furthermore, if a franchisee attempts to transfer their Marble Slab Creamery franchise without obtaining the required consent and approval, the transfer will be deemed invalid. This condition reinforces the franchisor's control over who operates under the Marble Slab Creamery brand and ensures compliance with the franchise agreement. Prospective franchisees should carefully consider this requirement and discuss the transfer process with the franchisor to understand the criteria and procedures for obtaining approval.