What documents are considered binding in the Bens Soft Pretzels franchise agreement?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section in Agreement | Summary | |
|---|---|---|---|
| o. | Franchisor’s option to purchase franchisee’s business | Section 14B | Option to purchase some or all equipment, supplies, inventory, advertising materials and any items with our logo, for cash at fair market value, exercisable up to 90 days after termination or expiration. If no agreement on fair market value, an appraiser appointed by us will decide. |
| p. | Death or disability of franchisee | Section 11E | You must assign franchise to an approved buyer within 180 days. All transfer provisions of section 8 of the franchise agreement apply. |
| q. | Non-competition covenants during the term of the franchise | Section 10D | No store or food business which includes the sale of pretzels where the sale of pretzels is more than 10% of the overall revenue of the business, nor an organization franchising a similar business (subject to state law). |
| r. | Non-competition covenants after the franchise is terminated or expires | Section 10D | No store or food business which includes the sale of pretzels where the sale of pretzels is more than 10% of the overall revenue of the business for 1 year within 5 miles of your former store location, or within 5 miles of any other BEN’S SOFT PRETZELS store. No organization franchising a similar business for 1 year. No solicitation or acceptance of business from former customers for 1 year (subject to state law). |
| s. | Modification of agreement | Section 15B | Modification by written agreement signed by you and us. The Operations Manual can be revised and modified by us. |
| t. | Integration/merger clause | Section 15B | Only the terms of the Franchise Agreement (including System Standards in the Operations Manual) are binding (subject to state and federal law). Any statements or promises not in the Franchise Agreement and this disclosure document and may not be enforceable. No claim made in any franchise agreement is intended to disclaim the representations made in this Franchise Disclosure Document. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 34–37)
What This Means (2025 FDD)
According to the 2025 Bens Soft Pretzels Franchise Disclosure Document, the terms of the Franchise Agreement, including the System Standards outlined in the Operations Manual, are considered binding. This is according to the integration/merger clause in Section 15B of the agreement. Any statements or promises not explicitly included in the Franchise Agreement and the disclosure document may not be enforceable.
This means that as a franchisee, you are legally obligated to adhere to everything specified in the Franchise Agreement and the Operations Manual. The Operations Manual can be revised and modified by Bens Soft Pretzels. It also implies that any verbal promises or agreements made during the franchise sales process that are not documented in these official documents hold little to no legal weight.
This type of clause is standard in franchise agreements to ensure clarity and prevent disputes based on undocumented claims. However, the FDD also states that no claim made in any franchise agreement is intended to disclaim the representations made in the Franchise Disclosure Document. Prospective franchisees should ensure that all important terms and conditions are clearly stated in the Franchise Agreement and Operations Manual before signing.