What constitutes a curable default that could lead to termination of the Ben Jerrys Development Agreement, as defined in Section 6.3?

According to Ben Jerrys's 2025 Franchise Disclosure Document, Section 6.3 of the Development Agreement defines curable defaults as all defaults not specifically outlined in Sections 6.1 and 6.2 of the Development Agreement. This means that if a franchisee commits a default that isn't explicitly listed as non-curable, it is generally considered curable.

Non-curable defaults, which cannot be remedied, include events such as bankruptcy, failure to meet the requirements of the Development Schedule, or failure to comply with any individual Franchise Agreement for a Scoop Shop operated by the franchisee or an affiliated entity. Therefore, any other type of default, not included in this list, would be considered a curable default under the Development Agreement.

For a prospective Ben Jerrys franchisee, understanding the distinction between curable and non-curable defaults is crucial. Curable defaults offer an opportunity to correct the issue and maintain the agreement, while non-curable defaults can lead to immediate termination. It is important to carefully review Sections 6.1 and 6.2 of the Development Agreement to fully understand what constitutes a non-curable default and to take proactive steps to avoid these situations. Franchisees should seek clarification from Ben Jerrys regarding specific scenarios to ensure compliance and protect their investment.