Who must execute the general release of claims against Ben Jerrys?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
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IN WITNESS WHEREOF, the parties hereto have duly executed and delivered this Maryland amendment to the Development Agreement on the same date as the Development Agreement was executed.
BEN & JERRY'S FRANCHISING, INC. DEVELOPER
Minnesota Amendment to Franchise Agreement
In recognition of the requirements of the Minnesota Franchises Law, Minn. Stat. §§ 80C.01 through 80C.22, and of the Rules and Regulations promulgated thereunder by the Minnesota Commissioner of Commerce, Minn. Rules §§ 2860.0100 through 2860.9930, the parties to the attached Ben & Jerry's Franchising, Inc. Franchise Agreement (the "Agreement") agree as follows:
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- Subsection 2.2.4 of the Agreement, under the heading "Term and Renewal," shall be deleted in its entirety and shall have no force or effect, and the following new subsection 2.2.4 shall be inserted in lieu thereof:
- 2.2.4 OPERATOR shall execute a general release, in a form prescribed by BEN & JERRY'S, of any and all claims against BEN & JERRY'S and its affiliates, and their respective officers, directors, agents, and employees, excluding only such claims as OPERATOR may have that have arisen under the Minnesota Franchises Law and the Rules and Regulations promulgated thereunder by the Minnesota Commissioner of Commerce;
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- Section 2 of the Agreement, under the heading "Term and Renewal," shall be supplemented by the addition of the following new subsection 2.4:
- 2.4 Minnesota law provides franchisees with certain nonrenewal rights. In sum, Minn. Stat. § 80C.14 (subd.
Source: Item 22 — CONTRACTS (FDD pages 133–134)
What This Means (2025 FDD)
According to Ben Jerrys's 2025 Franchise Disclosure Document, under certain conditions, the operator, transferor, owner, franchisee, or developer must execute a general release of claims against Ben & Jerrys. Specifically, when transferring interest in the franchise, the transferor (and potentially owners with beneficial interest) must sign a release. Also, in Maryland, the operator, any owner, or any Ben & Jerrys franchisee or developer in which the operator or owner has a beneficial interest must execute a general release.
This release covers any and all claims against Ben & Jerrys, its affiliates, and their respective officers, directors, agents, and employees. However, there are exceptions. In Minnesota, the release excludes claims arising under the Minnesota Franchises Law and its related rules. In Maryland, the release excludes claims under the Maryland Franchise Registration and Disclosure Law.
This requirement means that franchisees and related parties waive their rights to sue Ben & Jerrys for most issues, except those protected by specific state franchise laws. Prospective franchisees should carefully consider this waiver and consult with an attorney to understand its implications fully. It is a fairly standard practice in franchising to include such general releases, but the scope and exceptions can vary, so understanding the specific terms is crucial.