What law governs the arbitration agreement for Bens Soft Pretzels?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section in Agreement | Summary | |
|---|---|---|---|
| o. | Franchisor’s option | Section 14B | Option to purchase some or all equipment, supplies, inventory, |
| to | advertising materials and any items with our logo, for cash at | ||
| purchase | fair market value, exercisable up to 90 days after termination or | ||
| franchisee’s | expiration. If no agreement on fair market value, an appraiser | ||
| business | 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 | Section 10D | No store or food business which includes the sale of pretzels |
| covenants during | where the sale of pretzels is more than 10% of the overall | ||
| the term of the | revenue of the business, nor an organization franchising a | ||
| franchise | 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 | Section 15B | Modification by written agreement signed by you and us. The |
| agreement | 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. |
| u. | Dispute resolution by arbitration or mediation | Section 12 | Except for certain claims, all disputes must be mediated and arbitrated in the city where our headquarters is located when the proceedings are conducted, currently Goshen, Indiana (subject to state law). |
| v. | Choice of forum | Section 15I | Court litigation must be in any state or federal court of general |
| jurisdiction over Goshen, Indiana (or where our headquarters is | |||
| located when the proceedings are conducted). (subject to state | |||
| law). | |||
| w. | Choice of law | Section 15H | Except for the Federal Arbitration Act and other federal law, |
| Indiana law applies (subject to state law). |
Source: Item 19 — FINANCIAL PERFORMANCE REPRESENTATIONS (FDD pages 37–42)
What This Means (2025 FDD)
According to Bens Soft Pretzels's 2025 Franchise Disclosure Document, the arbitration agreement is governed by the Federal Arbitration Act and other federal law, in addition to Indiana law, while also being subject to state law. This means that disputes between Bens Soft Pretzels and its franchisees will be resolved according to the terms of the Federal Arbitration Act, but Indiana law may also apply, unless superseded by state law.
For a prospective franchisee, this indicates that any legal disputes with Bens Soft Pretzels will likely be settled through arbitration rather than in court, as is common in franchising. The location for mediation and arbitration is Goshen, Indiana, where Bens Soft Pretzels's headquarters is located. Franchisees should be aware that the arbitration process and the applicable laws could significantly impact how disputes are resolved, potentially affecting their rights and remedies.
It is important for potential franchisees to understand the implications of both federal and Indiana law on the arbitration process. Franchisees should seek legal counsel to fully understand their rights and obligations under the franchise agreement, particularly concerning dispute resolution. Understanding the interplay between the Federal Arbitration Act, Indiana law, and any relevant state laws is crucial for making informed decisions about investing in a Bens Soft Pretzels franchise.