Does Ben Jerrys' consent to a transfer waive its right to demand compliance with the agreement terms?

According to Ben Jerrys's 2025 Franchise Disclosure Document, Ben Jerrys's consent to a transfer does not constitute a waiver of any claims it may have against the transferring party. Furthermore, Ben Jerrys's consent does not waive its right to demand exact compliance with any of the terms of the agreement by either the transferor or the transferee. This means that even if Ben Jerrys approves a transfer of ownership or interest in the franchise, they still retain all rights to enforce the original agreement terms against both the seller and the buyer.

This provision protects Ben Jerrys by ensuring that the new franchisee adheres to all existing obligations and conditions outlined in the franchise agreement. It prevents a transfer from being interpreted as a release of any prior breaches or a modification of the agreement's requirements. Ben Jerrys maintains its ability to hold all parties accountable for fulfilling their contractual duties.

For a prospective Ben Jerrys franchisee, this clause highlights the importance of understanding all terms and conditions of the franchise agreement before entering into a transfer agreement. Both the seller and the buyer should be aware that Ben Jerrys's approval of the transfer does not absolve them of their responsibilities to comply with the agreement's terms. This ensures that the standards and expectations of the Ben Jerrys franchise system are consistently upheld, regardless of changes in ownership.