What actions can Ben Jerrys take if a developer is convicted of a felony?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
6.2.1 If the Franchise Agreement for any Scoop Shop operated by DEVELOPER (or a person or entity affiliated with DEVELOPER) is terminated; and
6.2.2 If DEVELOPER or any of its owners of a beneficial interest in DEVELOPER commits, is convicted of, pleads guilty or "nolo contendere" to a felony, a crime involving moral turpitude, or any other act, crime, or offense that BEN & JERRY'S believes is injurious to the System, the Proprietary Marks, the Products, the goodwill associated therewith.
6.3 Except as otherwise provided in Sections 6.1 and 6.2, above, if DEVELOPER fails to comply with any material term and condition of this Agreement, or fails to comply with the terms and conditions of any Franchise Agreement or development agreement between DEVELOPER (or a person or entity affiliated with or controlled by DEVELOPER) and BEN & JERRY'S, such action shall constitute a default under this Agreement.
Upon the occurrence of any such default, BEN & JERRY'S may terminate this Agreement by giving written notice of termination, stating the nature of such default to DEVELOPER at least thirty (30) days prior to the effective date of termination; provided, however, that DEVELOPER may avoid termination by immediately initiating a remedy to cure such default, curing it to BEN & JERRY'S satisfaction, and by promptly providing proof thereof to BEN & JERRY'S within the thirty (30) day period.
If any such default is not cured within the specified time, or such longer period as applicable law may require, this Agreement and all rights granted hereunder (including the right to develop new Scoop Shops) will terminate without further notice to DEVELOPER effective immediately upon the expiration of the thirty (30) day period or such longer period as applicable law may require.
- 6.4 Upon termination or expiration of this Agreement, all rights granted hereunder to DEVELOPER shall terminate and DEVELOPER shall have no right to establish or operate any Scoop Shop for which a Franchise Agreement has not been executed by BEN & JERRY'S at the time of termination.
Thereafter, BEN & JERRY'S shall be entitled to establish, and to franchise others to establish, Scoop Shops in the Development Area, except as may be otherwise provided under any Franchise Agreement that has been executed between BEN & JERRY'S and DEVELOPER.
Source: Item 23 — RECEIPTS (FDD pages 134–358)
What This Means (2025 FDD)
According to Ben Jerrys's 2025 Franchise Disclosure Document, if a developer is convicted of a felony, Ben & Jerry's has grounds to terminate the Franchise Agreement. Specifically, this applies if the developer, or any owner with a beneficial interest in the developer, commits, is convicted of, or pleads guilty to a felony. This also extends to crimes involving moral turpitude or any act that Ben & Jerry's believes is harmful to the Ben & Jerry's system, its trademarks, products, or associated goodwill.
Upon such an event, Ben & Jerry's can issue a written notice of termination, which will be effective 30 days from the date of the notice. However, the developer has the opportunity to avoid termination by initiating a remedy to cure the default to Ben & Jerry's satisfaction and providing proof of the cure within the 30-day period. If the developer fails to cure the default within this timeframe, the agreement and all rights granted to the developer, including the right to develop new Scoop Shops, will terminate immediately upon the expiration of the 30-day period.
Upon termination or expiration of the agreement, all rights granted to the developer are terminated, and the developer loses the right to establish or operate any Scoop Shop for which a Franchise Agreement has not been executed by Ben & Jerry's at the time of termination. Ben & Jerry's then has the right to establish or franchise others to establish Scoop Shops in the Development Area, except as otherwise provided under any Franchise Agreement already executed between Ben & Jerry's and the developer. This clause highlights the importance of maintaining legal and ethical conduct to avoid losing the franchise rights and investment.