Are Dq Treat Participating Locations permitted to request or make amendments to the Master Services Agreement between American Dairy Queen Corp./Dairy Queen Canada, Inc. and Punchh?
Dq_Treat Franchise · 2025 FDDAnswer from 2025 FDD Document
This Participation Agreement (this "Participation Agreement") is made effective as of the signature date of the Participating Location (as defined herein) below (the "Participation Agreement Effective Date") and is entered into by and between the undersigned franchisee entity (each, a "Participating Location") and Punchh Inc., with an address of 8383 Seneca Turnpike New Hartford, New York 13413 or Punchh (Canada) Inc. (collectively, "Punchh"); Punchh and Participating Location are sometimes referred to herein individually as a "Party" and collectively as the "Parties").
RECITALS
- A. American Dairy Queen Corp. and Dairy Queen Canada, Inc. (collectively, "Customer") and Punchh entered into a certain Master Services Agreement with an effective date of ________, as may be amended from time to time (the "Agreement").
- B. The Agreement contemplates the provision of certain products and services by Punchh to Participating Locations, including the execution of this Participation Agreement and the payment of applicable fees by Participating Locations that are not participating in the Dairy Queen® National Marketing Fund, in order to receive Punchh products and services for use of the Dairy Queen® loyalty program.
- C. The purpose of this Participation Agreement is to create a direct relationship between Punchh and Participating Locations to establish contractual privity and allow for direct billing, as applicable.
Source: Item 17 — The following paragraph is added to the end of Item 17 of the Disclosure Document: (FDD pages 70–378)
What This Means (2025 FDD)
According to Dq Treat's 2025 Franchise Disclosure Document, the relationship between Punchh (the loyalty program provider) and the Participating Locations (franchisees) is governed by a Participation Agreement. The Master Services Agreement (MSA) is between American Dairy Queen Corp./Dairy Queen Canada, Inc. (collectively, "Customer") and Punchh.
The Participation Agreement establishes a direct relationship between Punchh and the Participating Locations, primarily to establish contractual privity and allow for direct billing, if applicable. The FDD states that American Dairy Queen Corp., Dairy Queen Canada, Inc., or any of their affiliates are not liable to Punchh for payments owed by the Participating Location, unless specifically agreed to in writing by both Punchh and the Customer.
The language in the Participation Agreement suggests that while franchisees are bound by it, the agreement is between Punchh and the franchisee, with the MSA between Punchh and American Dairy Queen Corp./Dairy Queen Canada, Inc. setting the overall framework. The FDD does not explicitly state whether Participating Locations can request or make amendments to the Master Services Agreement. However, given the structure, it seems unlikely that individual franchisees have the power to directly amend the MSA, as it is an agreement between Punchh and the Dairy Queen franchisor. A Dq Treat franchisee may be able to request changes through the franchisor, but this is not specified in the FDD.