What happens to the remaining provisions of the Southern Steer Associate Agreement if any provision is determined to be unenforceable?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
Only those portions of the arbitration clause with respect to such claim or claims as are necessary to comply with applicable law will be invalid and considered severable, but the remainder will be enforced.
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 Southern Steer's 2025 Franchise Disclosure Document, if any part of the arbitration clause is deemed invalid due to applicable law, only the necessary portions will be considered severable and invalid. The remainder of the arbitration clause will still be enforced. This ensures that as much of the original agreement as possible remains in effect, even if specific parts are found to be unenforceable.
This clause is included to maintain the integrity of the agreement and ensure that the core intentions are upheld. By enforcing the remaining provisions, Southern Steer aims to preserve the overall contractual relationship and protect its interests as much as possible under the law. This approach is fairly standard in franchise agreements, as franchisors seek to maintain the agreement's enforceability to the greatest extent possible.
For a prospective Southern Steer franchisee, this means that even if a specific clause is successfully challenged, the rest of the agreement remains binding. This provides a level of certainty and predictability in the franchise relationship, as it limits the potential impact of legal challenges to specific provisions. Franchisees should be aware of this severability clause and understand that they cannot invalidate the entire agreement based on a single unenforceable provision.