Does the Pearce Bespoke Franchise Agreement require the franchisee to prospectively assent to a release, assignment, novation, waiver or estoppel?

Based on the 2025 Franchise Disclosure Document, the Pearce Bespoke franchise agreement does not explicitly contain a requirement for the franchisee to prospectively assent to a release, assignment, novation, waiver, or estoppel. However, the addendum to the Pearce Bespoke Franchise Agreement for North Dakota states that the choice of law should not be considered a waiver of any right conferred upon the franchisor or upon the franchisee by Article 33 of the General Business Law of the State of New York. This suggests that while there isn't a direct waiver, certain legal rights are preserved under New York law, regardless of the choice of law specified in the agreement. This ensures that neither the franchisor nor the franchisee inadvertently waives their rights under Article 33 of New York's General Business Law.

Additionally, the Franchise Agreement outlines conditions under which a franchisee may transfer or assign their rights, requiring the franchisor's consent and adherence to specific conditions. These conditions include satisfying all monetary obligations, executing written agreements to observe post-term obligations, and ensuring the transferee meets the franchisor's standards. These stipulations ensure that any transfer or assignment is conducted in a manner that protects the Pearce Bespoke brand and business system.

Furthermore, the agreement details circumstances under which the franchisor can terminate the agreement due to franchisee default, such as failure to operate the franchise or violation of material provisions. These termination clauses and transfer conditions indirectly relate to the concepts of release, waiver, and estoppel, as they define the boundaries of the franchisee's rights and obligations and the conditions under which those rights can be altered or terminated. A prospective franchisee should carefully review these sections with legal counsel to fully understand their implications.