What is the 'Agreement' referring to in the Minnesota Addendum for B Bops?
B_Bops Franchise · 2025 FDDAnswer from 2025 FDD Document
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ADDENDUM TO FRANCHISE AGREEMENT FOR STATE OF MINNESOTA
Company and Franchisee hereby agree that the foregoing Franchise Agreement (the "Agreement") shall be amended as set forth below:
- The second unnumbered paragraph of Section 13 of the Agreement is hereby amended by addition of the following provision:
Company hereby agrees to indemnify and hold Franchisee harmless from and against any and all liabilities, damages, losses, costs or expenses arising out of any claim, suit or demand asserted by any third party concerning the use of the Licensed Marks by Franchisee, provided that Franchisee's use of the Licensed Marks has complied with the material terms and conditions of this Agreement.
- Sections 18 and 23 of the Agreement are hereby amended by addition of the following provision as a new unnumbered paragraph:
With respect to Franchises governed by Minnesota law, Company will comply with Minnesota Statutes Section 80C.14, subdivisions 3, 4 and 5 which require, except in certain specified cases, that Franchisee be given ninety (90) days notice of termination (with sixty (60) days to cure) and one hundred eighty (180) days notice for non-renewal of this Agreement.
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- Section 18(G) of the Agreement is hereby deleted in its entirety and replaced by the following provision:
- G. Franchisee (and each of its partners, shareholders or members if Franchisee is a partnership, corporation or limited liability company) executes a general release, in form and substance satisfactory to Company, releasing Company and its affiliates and their respective directors, officers, agents and employees from any and all claims, (except that such release shall not apply to any claims arising under Minnesota Statues Chapter 80C);
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- Section 19(C)(4) of the Agreement is hereby deleted in its entirety and replaced by the following provision:
- (4) Franchisee (and such partners, shareholders or members thereof as Company may direct) or the individual partner, shareholder or member thereof proposing to make such transfer, shall execute a general release of all claims against Company and its affiliates and their respective directors, officers, agents and employees (except to the extent that such a release is prohibited by Minnesota Statutes Chapter 80C);
Source: Item 22 — CONTRACTS (FDD page 53)
What This Means (2025 FDD)
According to B Bops's 2025 Franchise Disclosure Document, the "Agreement" referenced in the Minnesota Addendum refers to the Franchise Agreement between B Bop's Franchising Corp. and the franchisee. The addendum explicitly states that it is amending the "foregoing Franchise Agreement." This indicates that the Franchise Agreement is the primary document governing the relationship between B Bops and the franchisee, and the addendum serves to modify specific sections of that agreement to comply with Minnesota state law.
Specifically, the Minnesota Addendum modifies sections 13, 18, and 23 of the Franchise Agreement. These modifications include provisions related to indemnification for claims concerning the use of licensed marks and stipulations regarding termination and non-renewal notices, ensuring compliance with Minnesota Statutes Section 80C.14. Additionally, the addendum includes a provision stating that no statement or acknowledgment signed by the franchisee can waive claims under state franchise law or disclaim reliance on statements made by B Bops.
For a prospective B Bops franchisee in Minnesota, this addendum is crucial as it provides additional protections and clarifications under Minnesota law. It ensures that the franchisee receives proper notice in case of termination or non-renewal and safeguards their rights against waivers of claims or disclaimers of reliance. The addendum also reinforces that Minnesota law takes precedence over conflicting terms in the Franchise Agreement, as stated in Section 6, referencing Minnesota Statutes Section 80C.21 and Minnesota Rule Part 2860.4400J.