Does the Southern Steer franchisee understand that they are bound by non-compete covenants, both during and after the term of the franchise?

r Trade Secrets.

4. Covenant Not to Compete.

• (a) In-Term Covenant Not to Compete. During the Initial Term of the Franchise Agreement, any Interim Period and any Successor Term, neither the Franchisee or any of the Owners, or the Recipients will, on their own account or as an employee, principal, agent, franchisee, independent contractor, consultant, affiliate, licensee, partner, officer, director, shareholder, member, manager, or owner of any other person or Entity, directly or indirectly, own, operate, lease, franchise, conduct, engage in, be connected with, have any interest in, or assist any person or Entity engage in any Competitive Activity or Competitive Business, except with the prior written consent of the Franchisor, which consent may be withheld in Franchisor's sole discretion.
• (b) Post-Term Covenant Not to Compete. For a period of 24 months after the later of (i) the termination, transfer, assignment or expiration of this Agreement; or (ii) the entry of a final order by an arbitrator or a court of competent jurisdiction enforcing this covenant, neither the Franchisee, the Owners, or the Recipients will, on their own account or as an employee, principal, agent, franchisee, independent contractor, consultant, affiliate, licensee, partner, officer, director, shareholder, member, manager, or owner of any other person or Entity, own, operate, lease, franchise, conduct, engage in, be connected with, have any interest in or assist any person or Entity engaged in any Competitive Business or Competitive Activity within:
  • (i) the Franchised Location;
  • (ii) the Protected Area;
  • (iii) within 50 miles of the outer boundaries of the Protected Area;
  • (iv) within 50 miles from the Franchised Location;
  • (v) within 50 miles of any other Southern Steer Business, or (vi) within any Protected Area or territory granted by the Franchisor pursuant to a Multi-Unit Development Agreement, franchise agreement, license agreement or other territorial agreement.

(c) Acknowledgements.

• (i) The Franchisee, and each Owner, and the Recipients expressly agree that the nature of the Franchisor's Southern Steer Business is such that if they were to directly or indirectly own or operate a Competitive Business or engage in Competitive Activity it would be virtually impossible for the Franchisee, the Owner or the Recipients to not to rely on or use the Confidential Information and Trade Secrets.
• (ii) The Franchisee, each Owner, and the Recipients agree that the limitations of time, geography, and scope of the prohibited activity are reasonable because, among other things, (i) Franchisor is engaged in a highly competitive industry, (ii) Franchisee, and each Owner, and the Recipients will have access to the Confidential Information and Trade Secrets, including Franchisor's confidential and proprietary Brand Manual, (iii) these limitations are necessary to protect Franchisor's Confidential Information, Trade Secrets, goodwill and the goodwill of its other franchisees and developers, (iv) that this covenant not to compete is necessary to give the Franchisor the opportunity to resell and/or develop a new Southern Steer Business at or in the area near the Franchised Location, and (v) Franchisee, each Owner, and the Recipients are able to engage in lawful trade and business in a suitable and satisfactory manner without violating the terms of this Agreement. The Franchisee, each Owner, and the Recipients further agree that these provisions are necessary to protect the legitimate business interests of the Franchisor, including protecting the integrity of the System and preventing duplication of the System by unauthorized third parties.
• (d) The Franchisee, each Owner, and the Recipients also agree that money damages alone cannot adequately compensate the Franchisor if there is a breach of this Agreement by the Franchisee, any of the Owners, or the Recipients, and that injunctive relief against the Franchisee, Owners, and/or the Recipients is essential for the protection of the Franchisor and its franchisees and developers. The Franchisee and each Owner, and the Recipients agree therefore that, if the Franchisor alleges that the Franchisee, any of the Owners, or any of the Recipients breach this Agreement, then the Franchisor will have the right to petition a court of competent jurisdiction for injunctive relief against the Franchisee, each Owner and the Recipients, in addition to all other remedies that may be available to the Franchisor.

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)