For Bens Soft Pretzels, what is the effect of the added language regarding the franchisee on other terms of documents?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
ed by the Commissioner to be unfair, unjust and inequitable within the intent of the North Dakota Franchise Investment Law. This requirement will not apply to North Dakota franchisees and is deemed deleted in each place it appears in the Franchise Agreement.
9. The Franchise Agreement states that franchisee must consent to the jurisdiction of courts in the state of Indiana. That requirement will not apply to North Dakota franchisees and is deemed deleted in each place it appears in the Franchise Agreement.
10. The Franchise Agreement requires the franchisee to consent to a limitation of claims within one year. That requirement will not apply to North Dakota franchisees and, instead, the statute of limitations under North Dakota law will apply.
11. The Franchise Agreement stipulates that the franchisee shall pay all costs and expenses incurred by Ben's Soft Pretzels Franchising Corporation in enforcing the agreement. For North Dakota franchisees, the prevailing party is entitled to recover all costs and expenses, including attorneys' fees.
Franchisor: Ben's Soft Pretzels Franchising Corporation
Its: Its: Its:
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."
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.
WASHINGTON ADDENDUM TO THE FRANCHISE DISCLOSURE DOCUMENT, THE FRANCHISE AGREEMENT, AND ALL RELATED AGREEMENTS
The provisions of this Addendum form an integral part of, are incorporated into, and modify the Franchise Disclosure Document, the franchise agreement, and all related agreements regardless of anything to the contrary contained therein. This Addendum applies if: (a) the offer to sell a franchise is accepted in Washington; (b) the purchaser of the franchise is a resident of Washington; and/or (c) the franchised business that is the subject of the sale is to be located or operated, wholly or partly, in Washington.
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- Conflict of Laws. In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, chapter 19.100 RCW will prevail.
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- Franchisee Bill of Rights. RCW 19.100.180 may supersede provisions in the franchise agreement or related agreements concerning your relationship with the franchisor, including in the areas of termination and renewal of your franchise. There may also be court decisions that supersede the franchise agreement or related agreements concerning your relationship with the franchisor. Franchise agreement provisions, including those summarized in Item 17 of the Franchise Disclosure Document, are subject to state law.
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Source: Item 22 — CONTRACTS (FDD pages 46–47)
What This Means (2025 FDD)
According to the 2025 Bens Soft Pretzels Franchise Disclosure Document, the effect of added language regarding the franchisee on other terms of documents varies by state. For instance, in North Dakota, the standard Franchise Agreement's one-year limitation on claims does not apply to franchisees. Instead, North Dakota's statute of limitations law takes precedence. Additionally, while the standard agreement stipulates that the franchisee covers all enforcement costs for Ben's Soft Pretzels, North Dakota franchisees benefit from a provision where the prevailing party, whether it's Bens Soft Pretzels or the franchisee, is entitled to recover all costs and expenses, including attorney's fees.
In Virginia, the Franchise Disclosure Document is amended to comply with the Virginia Retail Franchising Act, which makes it unlawful for a franchisor to cancel a franchise without reasonable cause. The addendum clarifies that any default or termination grounds in the franchise agreement that do not constitute "reasonable cause" under Virginia law may not be enforceable. Furthermore, any statement or acknowledgment signed by a franchisee cannot waive claims under state franchise law, including fraud in the inducement, or disclaim reliance on statements made by the franchisor. This provision supersedes any conflicting terms in other documents related to the franchise agreement.
For Minnesota franchisees, several clauses are added to protect their rights. The franchisor will protect the franchisee's right to use the Marks and indemnify them from losses related to the use of the name as required by Minnesota law. Franchisees must be given 90 days' notice of termination (with 60 days to cure) and 180 days' notice for non-renewal, except in specific cases, as per Minnesota Statutes. The franchisor is prohibited from requiring litigation outside Minnesota, mandating jury trial waivers, or requiring consent to liquidated damages or termination penalties. The addendum also states that nothing in the Franchise Disclosure Document or agreements can reduce any of the franchisee's rights under Minnesota Statutes, Chapter 80C, or their rights to any procedure, forum, or remedies provided by the laws of the jurisdiction. Additionally, franchisees cannot be required to assent to releases or waivers that relieve any person from liability imposed by Minnesota Statute §§80C.01 – 80C.22.