How is the territory defined in the Ben Jerrys Franchise Agreement, and what directional boundaries are specified?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
- 1.1 BEN & JERRY'S hereby grants to OPERATOR, on the terms and conditions contained in this Addendum, as well as the terms and conditions contained in the Franchise Agreement, the right, and OPERATOR undertakes the obligation, to operate the Test Shop under the System, as well as under the Proprietary Marks designated by BEN & JERRY'S for use under the System.
- 1.2 OPERATOR understands and acknowledges that the rights granted under this Addendum are non-exclusive, and that BEN & JERRY'S reserves all rights for itself,
including without limitation, the rights to own, acquire, establish, supply, and/or operate and license others to establish and operate any business, including businesses that scoop, sell and/or distribute the Products and other goods under any proprietary marks (including the Proprietary Marks) at any location, notwithstanding the proximity of such locations to the Test Shop and the Approved Location; provided, however, this Addendum shall not modify or alter OPERATOR's rights under the Franchise Agreement within the Territory.
Source: Item 22 — CONTRACTS (FDD pages 133–134)
What This Means (2025 FDD)
Based on the 2025 Ben Jerrys Franchise Disclosure Agreement, the document does not explicitly define the territory using directional boundaries. However, it does state in Section 1.2 that the rights granted to the operator are non-exclusive, and Ben Jerrys reserves all rights for itself, including the rights to own, acquire, establish, supply, and/or operate and license others to establish and operate any business, including businesses that scoop, sell and/or distribute the Products and other goods under any proprietary marks (including the Proprietary Marks) at any location, notwithstanding the proximity of such locations to the Test Shop and the Approved Location; provided, however, this Addendum shall not modify or alter OPERATOR's rights under the Franchise Agreement within the Territory.
Exhibit A of the Franchise Agreement, mentioned in several sections, likely contains specific details about the authorized location and potentially further defines the territory granted to the franchisee. The agreement also refers to the operation of a Satellite Shop, which is operated by an existing franchisee in connection with, or as an extension of, an existing Ben & Jerry's Shop of that franchise. This suggests that territory definitions may vary depending on whether the shop is a standard location or a Satellite Shop.
To fully understand the territorial rights, a prospective Ben Jerrys franchisee should carefully review Exhibit A of the Franchise Agreement and inquire with Ben Jerrys about the specific geographic boundaries, any protected territory, and the conditions under which Ben Jerrys might establish other locations nearby. It is important to understand if the territory is exclusive or non-exclusive and what protections, if any, are in place to prevent encroachment from other Ben Jerrys locations or alternative distribution channels.