Does the Bens Soft Pretzels agreement disclaim representations made in the Franchise Disclosure Document?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
This Agreement together with all schedules, addenda and appendices to this Agreement constitute the entire agreement between the parties and supersede any and all prior negotiations, understandings, representations and agreements. Nothing in this or in any related agreement, however, is intended to disclaim the representations we made in the Franchise Disclosure Document we furnished to you.
Source: Item 22 — CONTRACTS (FDD pages 46–47)
What This Means (2025 FDD)
According to Bens Soft Pretzels' 2025 Franchise Disclosure Document, the franchise agreement does not disclaim representations made in the Franchise Disclosure Document itself. The franchise agreement, along with all schedules, addenda, and appendices, constitutes the entire agreement and supersedes prior negotiations. However, the agreement explicitly states that nothing within it or any related agreement is intended to disclaim the representations made in the Franchise Disclosure Document. This protects the franchisee by ensuring that Bens Soft Pretzels cannot later deny the information presented in the FDD.
Furthermore, the Virginia Addendum to the Franchise Disclosure Document reinforces this protection. It states that no statement, questionnaire, or acknowledgment signed by a franchisee can disclaim reliance on any statement made by Bens Soft Pretzels or anyone acting on their behalf. This provision supersedes any other conflicting term in any document related to the franchise agreement within Virginia.
Additionally, for franchisees in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, and Wisconsin, a rider is added to the state addendum. This rider explicitly states that no statement, questionnaire, or acknowledgment signed by the franchisee can waive claims under applicable state franchise law, including fraud in the inducement, or disclaim reliance on statements made by Bens Soft Pretzels. This provides an additional layer of protection for franchisees in these states, ensuring they can rely on the information provided by the franchisor.