factual

Does the Southern Steer franchise agreement specify that the indemnification provisions survive the termination of the agreement?

Southern_Steer Franchise · 2025 FDD

Answer from 2025 FDD Document

s where Franchisee has used the above items;

  • (f) immediately cease all marketing or advertising which includes any of the Marks and cease using any and all items or materials which bear or include any of the Marks;
  • (g) immediately cancel all fictitious or assumed names or equivalent registrations relating to Franchisee's Southern Steer Business;
  • (h) within five business days of Franchisor's notice, execute additional documentation required by Franchisor to effectuate this Section 21.1;
  • (i) execute the release in a form specified by Franchisor within five business days of Franchisor providing such release to Franchisee;
  • (j) comply with all other applicable provisions of this Agreement, including all other post-term obligations which expressly or by their nature survive the expiration or termination of this Agreement; and
    • (k) alter the Franchised Location in accordance with Section 21.2.
  • 21.2. Alteration of Franchised Location. If this Agreement expires or is terminated for any reason or if the Franchised Location ever ceases to be used for the Franchisee's Southern Steer Business, then within 30 days after the date of the expiration or termination of this Agreement or the date on which the Franchised Location is no longer used for the Franchisee's Southern Steer Business (whichever is applicable), the Franchisee will, at its expense, alter, modify and change both the exterior and interior appearance of the building and the Franchised Location so that it will be clearly distinguished from the standard appearance of a Southern Steer Business. At a minimum, such changes and modifications to the Franchised Location will include, but not be limited to: (a) repainting and, where applicable, recovering both the exterior and interior walls of the Franchised Location with entirely different colors, including removing any distinctive colors and designs from the walls; (b) removing all furniture, fixtures and other decor items associated with Southern Steer Businesses and replacing them with other decor items not of the general type and appearance customarily used in Southern Steer Businesses; (c) removing all exterior and interior Southern Steer signs; and (d) immediately discontinuing use of the approved wall decor items and window decals, and refraining from using any items which may be confusingly similar to those used in Southern Steer Businesses. Franchisee agrees that Franchisor or a designated agent may enter upon the Premises at any time to make such changes at Franchisee's sole risk and expense and without liability for trespass.
  • 21.3. Prohibited Activity. After any termination, expiration, Transfer or cancellation of this Agreement for any reason whatsoever, Franchisee, its Owners, Operating Principal, Guarantor(s) agree:
    • (a) not to directly or indirectly at any time or in any manner identify or do anything to indicate that they (except in resumes or applications in pursuit of employment) or any business are or were a current or former franchisee or are or were otherwise associated with Franchisor;
    • (b) not to use any of the System, Confidential Information, Trade Secrets, Brand Manual, Website, Marks, Franchisor or its Affiliates proprietary materials or colorable imitation thereof or anything confusingly similar thereto;
  • (c) not use any indicia of Franchisor or of the Southern Steer Business in any manner for any purpose;
  • (d) not, at any time or in any manner, disparage or take any action detrimental or disruptive to Franchisor, its Affiliates, owners, officers, directors, members, or any other Southern Steer franchisees, licensees or their products or services; and
  • (e) not conduct or promote any business under any name or in any manner that might tend to give the general public the impression that the Franchisee is continuing to operate as a Southern Steer franchisee.
  • 21.4. Telephone Listings; Social Media Accounts. Upon termination or expiration of this Agreement, or if the Franchisor acquires the Franchisee's Southern Steer Business pursuant to this Agreement, the Franchisor will have the absolute right to notify the telephone company, social media companies, and all listing agencies of the termination or expiration of the Franchisee's right to use all telephone numbers, facsimile numbers, Marks and any classified or other directory listings for the Southern Steer Business and to authorize the telephone company, social media companies and all listing agencies to transfer to the Franchisor or its assignee all telephone numbers, social media accounts pertaining to the Southern Steer Business or containing the Marks and directory listings of the Franchisee's Southern Steer Business.

Source: Item 22 — ITEM. 22 CONTRACTS (FDD pages 61–168)

What This Means (2025 FDD)

According to the 2025 Southern Steer Franchise Disclosure Document, franchisees must comply with all applicable provisions of the Franchise Agreement, including all post-term obligations that expressly or by their nature survive the expiration or termination of the agreement. This means certain obligations continue even after the franchise agreement ends.

Specifically, after termination or expiration of the agreement, the franchisee must immediately cease operating the Southern Steer Business. They must also pay all outstanding fees to Southern Steer, its affiliates, and any approved or designated suppliers within five business days. The franchisee is also required to return the Brand Manual, menus, advertising materials, and all other printed materials pertaining to the Southern Steer Business, confidential information, trade secrets, marks, and the system, including letterhead, signs, stationery, training materials, forms, and invoices, and all copies thereof.

Additionally, the franchisee must immediately notify all callers requesting information about the former Southern Steer Business to direct their inquiries to another phone number specified by Southern Steer. They must also take action to remove all references to the Southern Steer Business, system, confidential information, trade secrets, URLs containing the marks, or any confusingly similar information from all telephone listings, listing agencies, websites, social media, email service providers, the Internet, answering services, and any other organizations where the franchisee has used these items. The franchisee must also cease all marketing or advertising that includes any of the marks and stop using any items or materials that bear or include any of the marks and cancel all fictitious or assumed names or equivalent registrations relating to the Southern Steer Business. Within five business days of Southern Steer's notice, the franchisee must execute additional documentation required by Southern Steer to effectuate these post-termination obligations and execute the release in a form specified by Southern Steer within five business days of Southern Steer providing such release to the franchisee.

Furthermore, if the agreement expires or is terminated, the franchisee must alter the franchised location within 30 days to clearly distinguish it from a standard Southern Steer Business. This includes repainting the interior and exterior with different colors, removing Southern Steer-related furniture and decor, removing all Southern Steer signs, and discontinuing the use of approved wall decor items and window decals. Southern Steer or its agent may enter the premises to make these changes at the franchisee's expense without liability for trespass.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.