For Bens Soft Pretzels, what is the effect of the added language regarding questionnaires on other terms of documents?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
| 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." |
Source: Item 22 — CONTRACTS (FDD pages 46–47)
What This Means (2025 FDD)
According to the 2025 Bens Soft Pretzels Franchise Disclosure Document, a rider is added to the state addendum and franchise agreement which states that any statement, questionnaire, or acknowledgment signed by a franchisee related to the start of the franchise will not waive claims under state franchise law, including fraud. It also specifies that these documents cannot disclaim reliance on statements made by Bens Soft Pretzels, franchise sellers, or anyone acting for the franchisor.
This clause is significant for prospective franchisees because it protects their rights under applicable state franchise laws, ensuring that they cannot inadvertently waive these rights through signed documents or questionnaires during the initial phase of the franchise relationship. This protection extends to claims of fraud in the inducement, which means franchisees retain the ability to claim they were misled into signing the agreement based on false statements.
Furthermore, the added language ensures that franchisees can rely on the representations made by Bens Soft Pretzels and its representatives without fear of those representations being disclaimed later. This provision is designed to supersede any other conflicting terms in any document executed in connection with the franchise, reinforcing the franchisee's ability to seek legal recourse based on the franchisor's statements and actions. This clause aims to provide a level of security and transparency for the franchisee, ensuring that their rights and reliance on the franchisor's representations are protected under the law.