If the Franchisee terminates the Southern Steer Franchise Agreement, what remedies does the Franchisor have?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee until it has cured all defaults, (c) require Designated Suppliers to stop selling and/or providing any goods/services to the Franchisee until it has cured all defaults, (d) suspend performance of all or certain services to Franchisee; and/or (e) suspend Franchisee's right to use the System and Website. No such action by the Franchisor will be a constructive termination of this Agreement, change in competitive circumstances or similarly characterized, and the Franchisee agrees that it will not be relieved of any obligations under this Agreement because of any such action.
20.5. Other Remedies. Nothing in this Section 20 will preclude the Franchisor from seeking other remedies or Damages under any state or federal law, common law, or under this Agreement against the Franchisee including, but not limited to, attorneys' fees and injunctive relief. If this Agreement is terminated by the Franchisor pursuant to this Section 20, or if the Franchisee breaches this Agreement by a wrongful termination or a termination that is not in strict compliance with the terms and conditions of this Agreement, then the Franchisor will be entitled to seek recovery of all Damages that the Franchisor has sustained and will sustain in the future as a result of the Franchisee's breach of this Agreement.
20.6. No Equity Upon Termination. The Franchisee's rights regarding the Southern Steer Business will be controlled by the provisions of this Agreement. The Franchisee will have no equity or any other continuing interest in the Southern Steer Business, any goodwill associated with the Southern Steer Business or the Marks, or any right to compensation or refunds upon the expiration and/or termination of this Agreement.
20.7. Continuing Obligations. If this Agreement is terminated by the Franchisee or because of a default by the Franchisee, the Franchisee will not be released or discharged from its obligations, including payment of all Fees then due and other amounts which would have become due under this Agreement if the Franchisee had continued the operation of the Southern Steer Business for the full Initial Term of this Agreement. The Franchisor's remedies will include (but are not limited to) the right to collect the present value of these amounts and to receive the benefit of its bargain with the Franchisee, as well as to accelerate the balances of any promissory notes owed and to receive any other unpaid amounts owed to the Franchisor or any Affiliates of the Franchisor. The Franchisee acknowledges and agrees that it would be commercially unreasonable and damaging to the integrity of the System if a franchisee or developer could default and then escape the financial consequences of its contractual commitment to meet payment obligations for the term of a franchise agreement. The Franchisee will sign a general release in favor of the Franchisor if the Franchisor chooses to waive its rights to collect any amounts that would have become due if the Franchisee had continued in business for the Initial Term of this Agreement.
20.8. Franchisor's Right to Acquire the Southern Steer Business. In addition to all of the other rights granted to Franchisor in this Section 20 upon termination of this Agreement, Franchisor has the right to acquire all right, title and interest in the assets of the Franchisee's Southern Steer Business, including all real property owned by Franchisee or its Affiliates (if Franchisee has opened the Southern Steer Business pursuant to an Multi-Unit Development Agreement between Franchisee's Affiliate and Franchisor) from which the Southern Steer Business is operated. Franchisor must notify Franchisee of its intention to acquire the Southern Steer Business at the time Franchisor sends the final notice of termination and must comply with all other provisions related to the acquisition set forth in the Brand Manual. In addition, the parties agree that the purchase price for the Southern Steer Business will be calculated in accordance with the terms and procedures set forth in the Brand Manual.
20.9. Franchisee's Termination. A termination of this Agreement by Franchisee or any action by Franchisee to convert its Southern Steer Business to another business in violation of this Agreement will be deemed to be a termination without cause and a breach hereof, by Franchisee and (a) such actions will not relieve Franchisee of, or release Franchisee from, any of its obligations under this Agreement; (b) Franchisee's obligations under this Agreement will remain in full force and effect; and (c) Franchisee will be obligated to fully perform all terms and conditions of this Agreement until such time as this Agreement expires or is terminated in accordance with the provisions of this Agreement and applicable law.
20.10. Set Off. Franchisee agrees that Franchisee will not, on grounds of an alleged nonperformance by the Franchisor of any of its obligations or any other reason, withhold payment of any amount due to Franchisor whatsoever or set off amounts owed to Franchisor under this Agreement against any monies owed to Franchisor, which right of set off is hereby expressly waived by Franchisee. The Franchisor will have the right to deduct from amounts payable to the Franchisee by the Franchisor or an Affiliate any Fees or other payments owed to the Franchisor, an Affiliate or a third party.
Source: Item 22 — ITEM. 22 CONTRACTS (FDD pages 61–168)
What This Means (2025 FDD)
According to the 2025 Southern Steer Franchise Disclosure Document, if a franchisee terminates the Franchise Agreement, Southern Steer has several remedies available. Southern Steer can seek damages under state or federal law, common law, or the Franchise Agreement, including attorney's fees and injunctive relief. If the franchisee's termination is considered wrongful or not in strict compliance with the agreement, Southern Steer is entitled to recover damages sustained and expected to be sustained in the future due to the breach.
Upon termination by the franchisee or due to a franchisee default, the franchisee remains obligated to fulfill all obligations, including payments of fees and other amounts that would have been due had the business continued for the full initial term. Southern Steer can collect the present value of these amounts, receive the benefit of their bargain with the franchisee, accelerate balances on promissory notes, and receive any other unpaid amounts owed to Southern Steer or its affiliates. The franchisee will not have any equity or continuing interest in the Southern Steer business, goodwill, or the marks, and will not be entitled to compensation or refunds upon termination.
Southern Steer also has the right to acquire the assets of the franchisee's Southern Steer business, including real property, by providing notice of intent to acquire at the time of the final termination notice and complying with the acquisition provisions in the Brand Manual. Furthermore, a franchisee's termination or any action to convert their Southern Steer business to another business in violation of the agreement will be deemed a termination without cause and a breach of the agreement, not relieving the franchisee of their obligations.
Following termination, the franchisee must alter the franchised location within 30 days to clearly distinguish it from a standard Southern Steer business, including repainting, removing Southern Steer-related furniture, fixtures, signs, and decor. Southern Steer or its agent may enter the premises to make these changes at the franchisee's expense without liability for trespass. The franchisee must also execute a release in a form specified by Southern Steer within five business days of receiving it and comply with all post-term obligations that survive the termination.