How can the Better Blend franchise agreement be modified or amended?
Better_Blend Franchise · 2024 FDDAnswer from 2024 FDD Document
Selection Area and within five miles the territory of any other Better Blend business operating on the date of termination. If a given Better Blend business does not have a defined territory, then for purposes of this Section its territory will be deemed to be a 3-mile radius.
- (c) Interpretation. Guarantor agrees that each of the foregoing covenants is independent of any other covenant or provision of this Guaranty or the Franchise Agreement. If all or any portion of the covenants in this Section is held to be unenforceable or unreasonable by any court or arbitrator, then the parties intend that the court or arbitrator modify such restriction to the extent reasonably necessary to protect the legitimate business interests of BBF. Guarantor agrees that the existence of any claim it or Franchisee may have against BBF shall not constitute a defense to the enforcement by BBF of the covenants of this Section. If Guarantor fails to comply with the obligations under this Section during the restrictive period, then the restrictive period will be extended an additional day for each day of noncompliance.
- 4. Modification. Guarantor agrees that Guarantor's liability hereunder shall not be diminished, relieved or otherwise affected by (a) any amendment of the Franchise Agreement, (b) any extension of time, credit or other indulgence which BBF may from time to time grant to Franchisee or to any other person or entity, or (c) the acceptance of any partial payment or performance or the compromise or release of any claims.
- 5. Governing Law; Dispute Resolution. This Guaranty shall be governed by and construed in accordance with the laws of the state of Ohio (without giving effect to its principles of conflicts of law).
Source: Item 22 — CONTRACTS (FDD page 43)
What This Means (2024 FDD)
Based on the 2024 Franchise Disclosure Document, the Better Blend franchise agreement can be modified under specific circumstances, particularly if certain provisions are deemed unenforceable. If a court or arbitrator finds any part of the non-compete covenants unreasonable, they can modify the restriction to protect Better Blend's business interests.
Additionally, the Guaranty section of the contract states that any amendment to the Franchise Agreement does not diminish the Guarantor's liability. This implies that while the agreement itself can be amended, such changes do not automatically release the guarantor from their obligations. This ensures that Better Blend maintains its security even if the agreement terms evolve.
Furthermore, riders attached to the Franchise Agreement, such as the Ohio Rider and New York Rider, serve to amend the original agreement to comply with specific state laws. For example, the Ohio Rider addresses the Ohio Business Opportunity Act (BOPA) and provides a cancellation period for the franchisee. The New York Rider ensures that the franchisee is not required to waive rights under New York Franchise Law. These riders demonstrate that the Franchise Agreement can be modified to accommodate legal requirements in different jurisdictions.
Prospective franchisees should note that while modifications are possible, they are generally intended to protect Better Blend's interests or to comply with legal mandates. Franchisees should carefully review all riders and attachments to understand how they amend the original Franchise Agreement and seek legal counsel to fully understand their rights and obligations.