Does the Bens Soft Pretzels Addendum impose any obligations on the franchisor?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
| This Captive Venue Addendum ("Addendum") dated this day of, , is entered into by and between Ben's Soft Pretzels Franchising Corporation, an Indiana | |
|---|---|
| corporation ("Franchisor") and ("Franchisee"). | |
| WITNESSETH | |
| A. | The parties have entered a Franchise Agreement, dated, 20, relating to the |
| development and operation of a BEN'S SOFT PRETZELS store at the following captive market | |
| location: | |
| (the | |
| "Authorized | |
| Location") | |
| B. | The parties desire to amend the Agreement in accordance with the terms and conditions |
| contained in this Addendum in order to reflect changes to the Agreement to take into | |
| account the captive venue nature of the Authorized Location. | |
| AGREEMENT | |
| Franchisor and Franchisee agree that the Agreement is hereby modified, as follows: | |
| 1. | Rights Granted. Franchisor hereby agrees to grant to Franchisee the right to operate one |
| Store at the Authorized Location. Franchisee acknowledges and agrees that Franchisee | |
| will have no exclusive or protected territory or area of any kind and Franchisee's Store is | |
| be prohibited from selling outside of the Authorized Location. | |
| 2. Commencement Date. The commencement date of operations of the Mobile Store shall | |
| be the date that Franchisor authorizes in writing ("Commencement Date") that the Mobile | |
| Store is ready for operation and Franchisee has satisfied all other requirements that | |
| Franchisor has established in writing. |
If a Franchisor Entity elects to exercise such right(s), it shall so notify Landlord in writing, whereupon Landlord and the Franchisor Entity shall promptly execute and deliver an agreement whereby the Franchisor Entity assumes the Lease, effective at the commencement of the extension or renewal term.
Upon the expiration or termination of the Lease, Landlord will cooperate with and assist Franchisor in gaining possession of the Premises and, if the Franchisor Entity does not elect to assume the Lease for the Premises consistent with subparagraphs 3(a) or 4(b) above, Landlord will allow Franchisor to enter the Premises, without being guilty of trespass and without incurring any liability to Landlord except for any damages caused by Franchisor's willful misconduct or gross negligence, to remove all signs and all other items identifying the Premises as a BEN'S SOFT PRETZELS Store and to make such other modifications (such as repainting) as are reasonably necessary to protect the BEN'S SOFT PRETZELS marks and system, and to distinguish the Premises from BEN'S SOFT PRETZELS Stores.
In the event Franchisor exercises its option to purchase assets of Tenant, Landlord must permit Franchisor to remove all such assets being purchased by Franchisor.
MINNESOTA ADDENDUM TO FRANCHISE DISCLOSURE DOCUMENT
Item 13, Additional Disclosure: The following statement is added to Item 13:
We will protect your right to use the Marks or indemnify you from any loss, costs or expenses arising out of any claim, suit or demand regarding the use of the name to the extent required by Minn. Stat. Sec. 80C.12, Subd.1(g).
VIRGINIA ADDENDUM TO FRANCHISE DISCLOSURE DOCUMENT
Item 17, Additional Disclosure. In recognition of the restrictions contained in Section 13.1- 564 of the Virginia Retail Franchising Act, the Franchise Disclosure Document for Franchisor for use in the Commonwealth of Virginia shall be amended as follows:
"Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to cancel a franchise without reasonable cause. If any ground for default or termination stated in the franchise agreement does not constitute "reasonable cause," as that term may be defined in the Virginia Retail Franchising Act or the laws of Virginia, that provision may not be enforceable."
Source: Item 22 — CONTRACTS (FDD pages 46–47)
What This Means (2025 FDD)
According to the 2025 Bens Soft Pretzels FDD, several addenda outline obligations for the franchisor. The Captive Venue Addendum specifies that Bens Soft Pretzels grants the franchisee the right to operate a store at an authorized location. Bens Soft Pretzels must authorize in writing the commencement date of operations for the mobile store, confirming it is ready and the franchisee has met all requirements. Additionally, if the Landlord requires notices to Bens Soft Pretzels, the franchisor may change its address for receiving notices by giving the Landlord written notice of the new address.
In the event of lease expiration or termination, Bens Soft Pretzels is granted certain rights regarding the premises. Specifically, if the franchisor does not elect to assume the lease, the Landlord will allow Bens Soft Pretzels to enter the premises to remove signs and other identifying items, and to make necessary modifications to protect the Bens Soft Pretzels marks and system. If Bens Soft Pretzels exercises its option to purchase the tenant's assets, the Landlord must permit Bens Soft Pretzels to remove all such assets.
Furthermore, the Minnesota Addendum stipulates that Bens Soft Pretzels will protect the franchisee's right to use the Marks or indemnify them from any losses arising from claims regarding the use of the name, as required by Minnesota law. The Virginia Addendum states that it is unlawful for Bens Soft Pretzels to cancel a franchise without reasonable cause, as defined by the Virginia Retail Franchising Act. These addenda collectively impose various obligations on Bens Soft Pretzels, ranging from granting operational rights and providing support to adhering to specific legal requirements in different states.