In a legal dispute regarding a breach of the Beard Papas Franchise Agreement, who is responsible for covering the prevailing party's legal fees and costs?
Beard_Papas Franchise · 2025 FDDAnswer from 2025 FDD Document
as applicable, constitute the entire, full and complete Agreement between Franchisor and Franchisee concerning the subject matter of this Agreement and supersedes all prior related agreements between Franchisor and Franchisee. The foregoing shall not constitute and does not constitute any disclaimer as to the express representations made by Franchisor in the Franchise Disclosure Document disclosed to Franchisee in connection with this Franchise Agreement.
18.N. ATTORNEY FEES AND EXPENSES
Franchisee agrees that in the event that an arbitrator in any arbitration proceeding and/or, a court of competent jurisdiction shall issue an award, judgment, decision and/or order finding, holding and/or declaring Franchisee's breach of this Agreement than Franchisor shall also be entitled to the recovery of all reasonable attorney fees, costs and expenses associated with and/or related to such arbitration and/or litigation. Said fees, costs and expenses shall include, but not be limited to, attorney fees, arbitration fees, arbitrator fees, deposition expenses, expert witness fees and filing fees.
18.O. NO CLASS ACTION OR MULTI-PARTY ACTIONS
FRANCHISOR AND FRANCHISEE AGREE THAT ALL PROCEEDINGS AND/OR LEGAL ACTIONS ARISING OUT OF OR RELATED TO THIS AGREEMENT AND/OR THE OFFER AND SALE OF THE BEARD PAPA'S FRANCHISE FROM FRANCHISOR TO FRANCHISEE, WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT A CLASS-WIDE BASIS, AND, THAT ANY PROCEEDING BETWEEN FRANCHISEE, FRANCHISEE'S OWNERS, SPOUSES AND/OR GUARANTORS AND FRANCHISOR AND/OR FRANCHISOR'S AFFILIATES, OFFICERS, DIRECTORS AND/OR EMPLOYEES MAY NOT BE CONSOLIDATED WITH ANY OTHER PROCEEDING BETWEEN FRANCHISOR AND ANY OTHER THIRD PARTY.
18.P. ACCEPTANCE BY FRANCHISOR
This Agreement will not be binding on Franchisor unless and until an authorized officer of Franchisor has signed it.
18.Q. OPPORTUNITY FOR REVIEW BY FRANCHISEE'S ADVISORS
Franchisor recommends that Franchisee have this Agreement and the Franchise Disclosure Document reviewed by Franchisee's lawyer, accountant, and other business advisors, prior to signing this Agreement.
18.R. NO PERSONAL LIABILITY BY FRANCHISOR'S EMPLOYEES, OFFICERS OR AGENTS
Franchisee agrees that the fulfillment of any of Franchisor's obligations written in this Agreement or based on any oral communications ruled to be binding in a court of law shall be Franchisor's sole obligation and none of Franchisor's employees, officers and/or authorized agents shall be personally liable to Franchisee for any reason. In addition to the foregoing, Franchisor and Franchisee are not joint employers. The
foregoing shall not be construed to imply that Franchisor and/or Franchisor's agents have made any oral promises as pursuant to Article 18.M. of this Agreement, this written Agreement represents the sole Agreement between Franchisor and Franchisee.
18.S. NON-UNIFORM AGREEMENTS
Franchisee agrees that Franchisor makes no representations or warranties that all other agreements with Muginoho International, Inc.
Source: Item 23 — RECEIPTS (FDD pages 58–275)
What This Means (2025 FDD)
According to the 2025 Beard Papas Franchise Disclosure Document, if an arbitrator or court finds that the franchisee has breached the Franchise Agreement, the franchisee is responsible for covering Beard Papas' reasonable attorney fees, costs, and expenses related to the arbitration or litigation. These expenses include attorney fees, arbitration fees, arbitrator fees, deposition expenses, expert witness fees, and filing fees. This applies to both the standard Franchise Agreement and the Multi-Unit Development Agreement.
Conversely, Beard Papas will indemnify, defend, and hold the franchisee harmless from losses, expenses, claims, or liabilities arising from Beard Papas' gross negligence in the operation of the franchisee's shop. This is contingent upon the franchisee immediately notifying Beard Papas of any such claim or legal action. In such cases, Beard Papas will cover the franchisee's reasonable costs, fees, and expenses of defending against any claim, including accountant fees, attorney fees, expert witness fees, court costs, deposition fees, travel expenses, and other litigation expenses.
It is important to note that in legal actions arising from the franchise agreement, both Beard Papas and the franchisee agree that proceedings will be conducted on an individual basis, not as part of a class action. This means franchisees cannot consolidate their legal actions with those of other franchisees against Beard Papas. Additionally, specific state laws, such as the Washington Franchise Investment Protection Act and the Wisconsin Fair Dealership Law, may supersede certain provisions of the franchise agreement, potentially affecting termination and dispute resolution processes.