What section of the Bens Soft Pretzels Franchise Agreement specifies the choice of law?
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 the 2025 Bens Soft Pretzels Franchise Disclosure Document, Section 15H of the Franchise Agreement specifies the choice of law. Except for the Federal Arbitration Act and other federal law, Indiana law applies to the agreement, although this is subject to state law.
This means that, unless federal law dictates otherwise, the laws of Indiana will govern the interpretation and enforcement of the Bens Soft Pretzels Franchise Agreement. However, the application of Indiana law may be limited or modified by the laws of the state in which the franchisee operates their Bens Soft Pretzels location.
For a prospective franchisee, this is important because it determines the legal framework under which any disputes or legal issues related to the franchise agreement will be resolved. Franchisees should be aware of the specific legal implications of both Indiana law and the laws of their own state, and how they might interact in the context of the franchise agreement.