Does the Southern Steer Franchise Agreement act as a disclaimer of representations made in the Franchise Disclosure Document?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
ARANTOR, FRANCHISEE AFFILIATES, OR CUSTOMERS WILL BE LIMITED TO THE RECOVERY OF ANY ACTUAL DAMAGES SUSTAINED. FRANCHISOR'S SOLE AND EXCLUSIVE LIABILITY FOR ANY CONDITIONS OR WARRANTIES EXTENDED TO FRANCHISEE WILL BE TO REPAIR OR REPLACE, AT FRANCHISOR'S OPTION, ANY OF THE FOOD, BEVERAGES, PRODUCTS, SERVICES AND GOODS SOLD, LICENSED, OR LEASED BY FRANCHISOR TO FRANCHISEE WHICH ARE NOT IN COMPLIANCE WITH SUCH WARRANTY OR CONDITION, IF ANY. UNDER NO CIRCUMSTANCES WILL THE FRANCHISOR INDEMNIFIED PARTIES LIABILITY EXCEED THE DOLLAR AMOUNT OF THE INITIAL FRANCHISE FEE OR THE AMOUNT PAID FOR ANY FOOD, BEVERAGES, PRODUCT, SERVICE OR GOOD THAT IS NOT IN COMPLIANCE WITH SUCH CONDITION OR WARRANTY, IF ANY.
23.3. Disclaimer. The Franchisor expressly disclaims the making of any express or implied representations or warranties regarding the sales, earnings, income, profits, Gross Revenues, economics, business or financial success, or value of the Franchisee's Southern Steer Business except as specifically contained in the Franchise Disclosure Document received by the Franchisee.
24. REPRESENTATIONS, WARRANTIES AND COVENANTS OF FRANCHISEE
Franchisee represents, warrants and acknowledges as follows:
- 24.1. Organization. If the Franchisee is a corporation, limited liability company, partnership or other entity, then the Franchisee and the Owners represent, warrant and covenant that:
- (a) The Franchisee is duly organized and validly existing under the law of the state or territory where formed;
Source: Item 22 — ITEM. 22 CONTRACTS (FDD pages 61–168)
What This Means (2025 FDD)
According to the 2025 Southern Steer Franchise Disclosure Document, the franchise agreement includes clauses where the franchisee acknowledges they are not relying on any representations or warranties made by Southern Steer outside of what is specifically contained in the Franchise Disclosure Document (FDD). This means Southern Steer aims to limit its liability to only what is written in the FDD, and franchisees agree they are not depending on any verbal promises or other assurances.
Southern Steer disclaims any express or implied representations or warranties regarding the potential financial success of the franchisee's business, except as explicitly stated in the FDD. This disclaimer covers sales, earnings, income, profits, gross revenues, economics, business, financial success, or the value of the Southern Steer business. The franchisee is essentially agreeing that Southern Steer is not guaranteeing any specific level of performance or profitability, beyond what is disclosed in the FDD.
Furthermore, the franchisee acknowledges they have conducted their own independent investigation and are aware that the success of the Southern Steer business is speculative and involves financial risk. They recognize that their own abilities, skills, and hard work will significantly impact the business's outcome. This reinforces that Southern Steer is not responsible for the franchisee's success or failure, and the franchisee is entering the agreement with an understanding of the risks involved. This type of clause is common in franchise agreements to protect the franchisor from liability based on potential misinterpretations or overly optimistic expectations.