For Bens Soft Pretzels, what is the effect of the Rider on the Agreement if the jurisdictional requirements are not met?
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." |
| 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 |
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 Franchise Agreement if the franchisee is a resident of a state with franchise registration requirements or intends to locate a Bens Soft Pretzels business in such a state. This Rider includes a provision stating that no statement or acknowledgment signed by the franchisee can waive claims under state franchise law, including fraud, or disclaim reliance on franchisor statements. This provision supersedes any conflicting terms in other documents.
However, the Rider's effectiveness is conditional. It is only valid if the jurisdictional requirements of the applicable franchise law are met independently, without relying on the Rider itself. This means that if the legal requirements for franchise registration or operation in a particular state are not satisfied by other means, the Rider will not retroactively make the agreement compliant.
In practical terms, this clause ensures that Bens Soft Pretzels franchisees in registration states retain their rights and protections under state franchise laws, regardless of any waivers or disclaimers they may have signed. However, it also clarifies that the Rider cannot be used to circumvent the fundamental requirements for operating a franchise in that state. Franchisees must still meet all other legal obligations to operate in their state.