One-Way Attorney Fees

What it means

This contract requires you to pay the brand's attorney fees and legal costs if the brand prevails in a dispute against you, but the brand has no matching obligation to pay your fees if you win. Fee asymmetry converts dispute cost into a deterrent against pursuing claims, even meritorious ones.

In contested commercial disputes, attorney fees often exceed the underlying claim value. With one-way fee shifting, your downside risk is the claim amount plus the brand's legal costs; your upside is only the claim amount. This asymmetry discourages creators from asserting rights or defending claims, even where the underlying position is strong.

What to check before you sign

• ·Is the fee-shifting one-way or reciprocal?
• ·What triggers fee recovery, any breach or material breach?
• ·Are fees capped at a defined amount?
• ·Are filing fees, expert witness costs, and other expenses included?
• ·Is the clause tied to mandatory arbitration?
• ·Does prevailing-party language apply symmetrically?

How to fix it

• moderate

  Change one-way fee shifting to a reciprocal prevailing- party clause applying symmetrically to either party.

• moderate

  Replace fee shifting with each-party- bears-its-own fees, removing the asymmetric deterrent.

• moderate

  Cap fee recovery at a defined amount or at the underlying contract fee, bounding the creator's cost exposure.

• easy

  Narrow the trigger from "any breach" to "material breach" or "bad-faith claims", limiting when fee shifting applies.

Negotiating it

Related clauses

• Mandatory Arbitration
• Class Action Waiver
• Creator Indemnity Obligation