Are all mandatory provisions in the Beverly Anns Cookie Brand Manual binding on franchisees?
Beverly_Anns_Cookie Franchise · 2025 FDDAnswer from 2025 FDD Document
We have the right, in our sole discretion, to unilaterally reduce the scope of all or part of any Brand Covenant without your consent (before or after any dispute arises), effective when we give you written notice of this reduction and you agree to comply with any modifications to the Brand Covenants .
In addition, if you lose, give away, make unauthorized copies, fail to return or otherwise misappropriate, all or some of the Brand Manual, you will be required to pay us liquidated damages to offset the damages we will incur as a result of this misappropriation. These liquidated damages are determined by taking our total revenue from our previous fiscal year, multiplied by the fraction which results from taking one divided by the current number of Beverly Ann's Cookie Truck franchisees as of the date of the misappropriation, except that this fee will not, under any circumstances, be less than $30,000. At our option, we may post some or all of the Brand Manual on a restricted website or extranet to which you will have access. If we do so, you agree to monitor and access the website or extranet for any updates to the Brand Manual or System standards. Any passwords or other digital identifications necessary to access the Brand Manual on a website or extranet will be deemed part of Confidential Information (defined below).
While the Brand Manual is intended to protect our reputation and goodwill of the Marks, you will be responsible for the day-to-day operation of your Franchised Business and the Brand Manual is not designed to control the day-to-day operation of the Franchised Business.
We may offer periodic refresher training courses or develop additional training courses. Attendance at these training programs may be optional or mandatory. You may be required to pay our then-current fee for this training as specified in our Brand Manual.
Upon your written request, we may provide additional assistance or training to you at a mutually convenient time. You may be required to pay the then-current fee for this training as specified in our Brand Manual.
If we determine, in our sole discretion, that you are not operating your Franchised Business in compliance with this Franchise Agreement and/or the Brand Manual, we may require that you, your employees and other designees attend remedial training relevant to your operational deficiencies. You must pay us the then-current training fee as specified in our Brand Manual.
We and you may, by written instrument, unilaterally waive or reduce any obligation of or restriction upon the other. Any waiver granted by us shall apply only the to the specifically waived provisions and shall not affect any other rights we may have.
Source: Item 23 — RECEIPTS (FDD pages 57–235)
What This Means (2025 FDD)
According to the 2025 Beverly Anns Cookie Franchise Disclosure Document, franchisees are generally expected to comply with the Brand Manual. The franchise agreement states that Beverly Anns Cookie may modify the provisions in the Brand Manual and franchisees agree to be bound by these modifications. Franchisees are responsible for monitoring and accessing any website or extranet where the Brand Manual is posted for updates to the Brand Manual or System standards.
Beverly Anns Cookie can require franchisees, their employees, and designees to attend remedial training if they are not operating in compliance with the Franchise Agreement and/or the Brand Manual. Franchisees must also pay the then-current training fee as specified in the Brand Manual for this training. Additionally, franchisees may be required to pay Beverly Anns Cookie's then-current fee for periodic refresher or additional training courses specified in the Brand Manual.
However, the Franchise Agreement also includes a waiver provision, where Beverly Anns Cookie can unilaterally waive or reduce any obligation or restriction upon the franchisee by written instrument. This waiver applies only to the specifically waived provisions and does not affect any other rights Beverly Anns Cookie may have. Furthermore, the Brand Manual is intended to protect Beverly Ann's Cookie's reputation and goodwill, but it is not designed to control the day-to-day operations of the Franchised Business, as the franchisee is responsible for those operations.