What is the consideration for the Bens Soft Pretzels sublease agreement between the Sublessor and Subtenant?

According to the 2025 Bens Soft Pretzels Franchise Disclosure Document, the consideration for the sublease agreement between Ben's Soft Pretzels LLC (Sublessor) and the franchisee (Subtenant) includes the premises set forth in the agreement and other good and valuable consideration, the receipt, adequacy, and sufficiency of which are acknowledged by both parties. The franchisee's consideration includes assuming and performing all obligations of the sublessor under the original lease, except that rent and other amounts payable to the lessor are paid to the sublessor. The franchisee also agrees to indemnify the sublessor against any liability related to the lease from the date of the sublease forward.

In practical terms, this means that a Bens Soft Pretzels franchisee taking over a subleased location is stepping into the shoes of Ben's Soft Pretzels LLC regarding the original lease. The franchisee is responsible for fulfilling all the duties and obligations outlined in that original lease, as if they were the direct lessee. However, instead of paying rent directly to the original lessor, the franchisee will pay rent and other amounts to Ben's Soft Pretzels LLC, who then presumably forwards those payments to the lessor.

This arrangement carries certain implications for the franchisee. It is crucial to thoroughly review the original lease agreement (Exhibit A) to fully understand the obligations being assumed. Any breaches of the original lease by the lessor are the responsibility of the lessor, not Ben's Soft Pretzels. The franchisee must also be aware of potential costs such as late charges, interest, and penalties due under the lease for late payments. Additionally, the franchisee is required to pay a security deposit to the sublessor, the amount of which is not specified in this excerpt.

Furthermore, the franchisee must use the premises solely for operating a Ben's Soft Pretzels store, adhering to the franchise agreement's terms. Any alterations or improvements to the premises require prior written consent from both the sublessor and the original lessor, and the franchisee may be required to restore the premises to its original condition at the end of the term. The franchisee is also responsible for maintaining insurance coverage as described in the lease and franchise agreement, naming the franchisor, sublessor, and potentially the lessor as additional insured parties. Failing to meet these obligations could lead to penalties, loss of quiet enjoyment of the premises, or even termination of the sublease and franchise agreement.