Besides the modifications in the addendum, what is the status of the Bens Soft Pretzels Franchise Agreement?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
on Act, RCW 19.100, and the rules adopted thereunder.
EXHIBIT G
STATE ADDENDA
RIDER TO STATE ADDENDUM TO BEN'S SOFT PRETZELS ®
FRANCHISE DISCLOSURE DOCUMENT AND FRANCHISE AGREEMENT
FOR THE FOLLOWING STATES ONLY: CALIFORNIA, HAWAII, ILLINOIS, INDIANA, MARYLAND, MICHIGAN, MINNESOTA, NEW YORK, NORTH DAKOTA, RHODE ISLAND, SOUTH DAKOTA, VIRGINIA, WASHINGTON, WISCONSIN
| This Rider to State Addendum to BEN'S SOFT PRETZELS ® Franchise Disclosure Document and Franchise Agreement is entered into by and between Ben's Soft Pretzels Franchising Corporation, 1119 S. Indiana Avenue, Goshen, Indiana 46526 ("we" or "us") and ("you"). |
|---|
| A. |
| This Rider is being signed because you are a resident of one of the states listed in |
| the heading of this Rider (the "Applicable Franchise Registration State") or a non-resident who is |
| acquiring franchise rights permitting the location of one or more BEN'S SOFT PRETZELS ® |
| businesses in the Applicable Franchise Registration State. |
| B. |
| We and you have contemporaneously herewith entered into a Franchise |
| Agreement (the "Agreement") and wish to amend the Agreement as provided herein. |
| NOW, THEREFORE, for and in consideration of good and valuable consideration, the |
| receipt and sufficiency of which are hereby acknowledged, the Agreement is hereby amended as |
| follows: |
| 1. |
| The following language is hereby added to the end of the Agreement: "No |
| statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection |
| with the commencement of the franchise relationship shall have the effect of (i) waiving any |
| claims under any applicable state franchise law, including fraud in the inducement, or (ii) |
| disclaiming reliance on any statement made by any franchisor, franchise seller, or other person |
| acting on behalf of the franchisor. This provision supersedes any other term of any document |
| executed in connection with the franchise." |
| 2. |
| Except as provided in this Rider, the Agreement remains in full force and effect in |
| accordance with its terms. This Rider shall be effective only to the extent that the jurisdictional |
| requirements of the franchise law of the Applicable Franchise Registration State are met |
| independently without reference to this Rider. |
| YOU: |
| WE: |
| BEN'S SOFT PRETZELS |
| FRANCHISING CORPORATION |
| By |
| By |
| Title |
| Title |
Date Date
CALIFORNIA ADDENDUM TO FRANCHISE DISCLOSURE DOCUMENT
The following information applies to franchises and franchisees subject to the California Franchise Investment Act.
- A. The registration of this franchise offering by the California Department of Financial Protection and Innovation does not constitute approval, recommendation, or endorsement by the commissioner.
- B. THE CALIFORNIA FRANCHISE INVESTMENT LAW REQUIRES THAT A COPY OF ALL PROPOSED AGREEMENTS RELATING TO THE SALE OF THE FRANCHISE BE DELIVERED TOGETHER WITH THE DISCLOSURE DOCUMENT.
- C. California Business and Professions Code Sections 20000 through 20043 provide rights to the Franchisee concerning termination, transfer or non-renewal of a franchise. If the franchise agreement contains a provision that is inconsistent with the law, the law will control.
- D. The franchise agreement provides for termination upon bankruptcy. This provision may not be enforceable under federal bankruptcy law (11 U.S.C.A. Sec. 101 et seq.).
- E. The sublease and sublicense agreements each contain a liquidated damages clause. Under California Civil Code Section 1671, certain liquidated damages clauses are unenforceable.
- F. The franchise agreement requires binding arbitration, The arbitration will occur at Goshen, Indiana with the costs to be borne equally by the parties.
- G. The Franchise Agreement requires application of the laws of Indiana. This provision may not be enforceable under California law.
- H.
Source: Item 22 — CONTRACTS (FDD pages 46–47)
What This Means (2025 FDD)
According to the 2025 Bens Soft Pretzels Franchise Disclosure Document, the franchise agreement remains in full force and effect in accordance with its terms, except as provided in the state-specific rider. This rider is applicable if the franchisee is a resident of or is acquiring franchise rights in a state with franchise registration laws. The rider amends the franchise agreement by adding a clause that prevents franchisees from waiving claims under state franchise law or disclaiming reliance on statements made by the franchisor. This clause supersedes any other conflicting terms in any document related to the franchise agreement.
For franchisees in North Dakota, the standard Franchise Agreement is modified regarding limitations of claims and payment of enforcement costs. The standard agreement requires franchisees to consent to a one-year limitation on claims, but this does not apply to North Dakota franchisees; instead, the statute of limitations under North Dakota law will govern. Additionally, while the standard agreement stipulates that the franchisee pays all enforcement costs incurred by Bens Soft Pretzels, in North Dakota, the prevailing party in any enforcement action is entitled to recover all costs and expenses, including attorney's fees.
In Virginia, the franchise agreement is subject to the Virginia Retail Franchising Act, which makes it unlawful for a franchisor to cancel a franchise without reasonable cause. If any termination grounds in the franchise agreement do not constitute reasonable cause under Virginia law, those provisions may not be enforceable. Furthermore, no statement or acknowledgment signed by a franchisee can waive claims under state franchise law or disclaim reliance on franchisor statements; this provision overrides any conflicting terms in related documents. These addenda ensure that franchisees' rights are protected under state laws, preventing waivers of liability or reliance on franchisor statements.