Can the Ben Jerrys Franchise Agreement be executed in counterparts?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
This Agreement may be executed in two or more counterparts, each of which will be deemed an original, and all of which will constitute one and the same instrument.
Each party agrees that this Agreement and any other documents entered into in connection with this Agreement are signed when a party's signature is delivered either as an original handwritten signature or through electronic means.
Electronic signatures are to be treated the same as handwritten signatures for the purposes of validity, enforceability, and admissibility.
Source: Item 23 — RECEIPTS (FDD pages 134–358)
What This Means (2025 FDD)
According to Ben Jerrys's 2025 Franchise Disclosure Document, the Franchise Agreement can be executed in counterparts. The document states that the agreement may be executed in two or more counterparts, and each counterpart is considered an original. All of these counterparts together will constitute one and the same instrument.
This means that the franchisee and Ben & Jerry's do not need to sign the exact same physical document. They can each sign separate copies, and these copies will collectively form the complete and legally binding agreement. This practice is common in franchising and business transactions generally, as it simplifies the signing process, especially when parties are geographically separated.
Furthermore, the FDD states that the agreement and any other documents connected to it are considered signed when a party's signature is delivered either as an original handwritten signature or through electronic means. Electronic signatures are treated the same as handwritten signatures in terms of validity, enforceability, and admissibility. This allows for flexibility in the signing process, accommodating both traditional and modern methods of document execution.