What is the definition of 'Dispute' in the context of the Southern Steer agreement?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
- Definition of Dispute.
Subject to Section 14.4, "Dispute" means any disputes, controversies or claims between Franchisor, its Affiliate, shareholders, owners, officers, directors, agents, employees and attorneys (in their respective capacity) and Multi-Unit Developer and Controlled Entity (if any) and Multi-Unit Developer and Controlled Entity (if any)'s Operating Principal, Owners, Guarantors, Designated Manager(s), affiliates, officers, directors, agents and employees (collectively, "Parties") (a) arising out of or related to this Agreement or any other agreement between the Parties relating to the Southern Steer Business or the relationship of the Parties hereto; (b) the relationship of the Parties hereto; (c) the Multi-Unit Developer or Controlled Entity's development of Southern Steer Businesses; (d) the scope or validity of this Agreement or any other agreement between the Parties relating to the Southern Steer Business or the relationship of the Parties hereto or any provision thereof (including the validity and scope of the arbitration obligation, which Multi-Unit Developer and Controlled Entity (if any) and Franchisor acknowledge will be determined by an arbitrator and not a court, unless the arbitrator invalidates the Arbitration provision in its entirety, in which case, wither party has the right to appeal such invalidation to a court of competent jurisdiction).
Source: Item 5 — and 7 of the FDD, Section 3.1 of the Franchise Agreement and Section 4.1 of the Multi-Unit Development Agreement are hereby amended to state that payment of the initial franchise fee and development fee will be deferred until We have satisfied Our pre-opening obligations, and You have commenced business operations. (FDD pages 168–290)
What This Means (2025 FDD)
According to the 2025 Southern Steer Franchise Disclosure Document, a 'Dispute' encompasses a wide range of disagreements or claims that may arise between the involved parties. These parties include Southern Steer itself, its affiliates, shareholders, owners, officers, directors, agents, employees, and attorneys, as well as the Multi-Unit Developer, any Controlled Entity, their Operating Principal, Owners, Guarantors, Designated Manager(s), affiliates, officers, directors, agents, and employees. This definition is subject to Section 14.4 of the agreement.
The definition of 'Dispute' specifically includes disagreements, controversies, or claims that: arise from or relate to the Franchise Agreement or any other agreement between the parties concerning the Southern Steer business or their relationship; pertain to the relationship between the parties; concern the Multi-Unit Developer or Controlled Entity's development of Southern Steer Businesses; or involve the scope or validity of the agreement or any of its provisions. This also includes disputes over the validity and scope of the arbitration obligation, which Southern Steer and the Multi-Unit Developer agree will be determined by an arbitrator, unless the arbitrator invalidates the entire arbitration provision, in which case either party can appeal to a court.
This broad definition means that virtually any conflict related to the franchise relationship or the agreements governing it could be subject to the dispute resolution process outlined in the Franchise Agreement, potentially including mediation or arbitration. Prospective franchisees should carefully review Section 14.4 and the arbitration clauses to understand the full implications of this definition and the dispute resolution process. Understanding what constitutes a 'Dispute' is crucial for franchisees to be aware of their rights and obligations should a disagreement arise with Southern Steer.