Does the reimbursement obligation for Pearce Bespoke include the franchisor's attorneys' fees?
Pearce_Bespoke Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee will indemnify Franchisor against and will reimburse Franchisor for all obligations and damages arising out of the operation of Franchisee's business, including all costs Franchisor reasonably incurs in the defense of any such claim brought against it or in any action in which it is named as a party (including reasonable attorneys' fees), including without limitation any claims brought against it related to Franchisee's violations of Privacy Laws. Franchisor will have the right to defend any such claim against it. Franchisor will indemnify Franchisee against and reimburse Franchisee for any obligations or liability for damages attributable to agreements, representations or warranties of Franchisor, or custom by Franchisor's negligence or willful action, and for costs Franchisee reasonably incurs in the defense of any such claim brought against it or in any action in which it is named as a party, provided that Franchisor will have the right to participate in and, to the extent Franchisor deems necessary, to control any litigation or proceeding which might result in liability of or expense to Franchisee subject to such indemnification.
Source: Item 22 — CONTRACTS (FDD page 39)
What This Means (2025 FDD)
According to Pearce Bespoke's 2025 Franchise Disclosure Document, the franchisee's reimbursement obligations can include the franchisor's attorneys' fees. Specifically, the franchisee will indemnify Pearce Bespoke against, and reimburse Pearce Bespoke for, all obligations and damages arising out of the operation of the franchisee's business. This includes all costs Pearce Bespoke reasonably incurs in the defense of any claim brought against it or in any action in which it is named as a party.
This obligation extends to reasonable attorneys' fees, including, without limitation, any claims brought against Pearce Bespoke related to the franchisee's violations of Privacy Laws. Pearce Bespoke retains the right to defend any such claim against it.
Conversely, Pearce Bespoke will indemnify the franchisee against and reimburse the franchisee for any obligations or liability for damages attributable to agreements, representations, or warranties of Pearce Bespoke, or custom by Pearce Bespoke's negligence or willful action. This also covers costs the franchisee reasonably incurs in the defense of any such claim brought against it or in any action in which it is named as a party. However, Pearce Bespoke has the right to participate in and control any litigation or proceeding that might result in liability or expense to the franchisee subject to such indemnification. This creates a reciprocal arrangement where each party may be responsible for the other's legal fees under specific circumstances.