Does Ben Jerrys have the right to transfer or assign the Franchise Agreement?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
14. TRANSFER OF INTEREST
14.1 BEN & JERRY'S shall have the right to transfer or assign this Agreement and all or any part of its rights or obligations herein to any person or legal entity, and any designated assignee of BEN & JERRY'S shall become solely responsible for all transferred or assigned obligations of BEN & JERRY'S under this Agreement from the date of such transfer or assignment.
14.2 OPERATOR understands and acknowledges that BEN & JERRY'S has granted this franchise in reliance on OPERATOR's (or, if OPERATOR is a corporation, partnership or limited liability company, its principals') business skill, financial capacity, and personal character.
Accordingly, neither OPERATOR, nor any individual, partnership, corporation, limited liability company, or other legal entity which directly or indirectly owns any interest in OPERATOR or in the Scoop Shop shall sell, assign, transfer, convey, pledge, encumber, merge, or give (collectively, "transfer") away any direct or indirect interest in OPERATOR (including any direct or indirect interest in a corporate or partnership OPERATOR) in the Scoop Shop, or in all or substantially all of the assets of the Scoop Shop or the business franchised hereunder, without the prior written consent of BEN & JERRY'S.
Source: Item 22 — CONTRACTS (FDD pages 133–134)
What This Means (2025 FDD)
According to Ben Jerrys's 2025 Franchise Disclosure Document, Ben Jerrys has the right to transfer or assign the Franchise Agreement, in whole or in part, to any person or legal entity. If Ben Jerrys assigns the agreement, the assignee becomes solely responsible for the obligations from the date of assignment.
However, the franchisee (referred to as "OPERATOR" in the FDD) faces restrictions on transferring their interest in the franchise. The franchisee must obtain prior written consent from Ben Jerrys before any transfer of interest in the franchise, the Scoop Shop, or its assets. Ben Jerrys grants the franchise based on the franchisee's business skills, financial capacity, and personal character.
Before a transfer by the franchisee can occur, Ben Jerrys may require certain conditions to be met. These conditions include ensuring that the franchisee has no outstanding financial obligations to Ben Jerrys or its affiliates, is not in default of any agreement provisions, and executes a general release of claims against Ben Jerrys. Additionally, the transferee must meet Ben Jerrys's standards for education, management, social responsibility, and business acumen. The assignment agreement must also be in a form designated by Ben Jerrys.