Which state's laws govern the Southern Steer Associate Agreement?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
- Governing Law; Severability. Except to the extent governed by the United States Trademark Act of 1946 (Lanham Act, 15 U.S.C. §1051 et seq.), this Agreement and the relationship between the Franchisor and the Multi-Unit Developer will be governed by the laws of the State of Florida, unless applicable state law specifically provides to the contrary; and further provided that the parties expressly agrees that this Agreement is not intended to confer on any Franchisee that is not operating a Southern Steer Business in, or a resident of, the State of Florida the benefit of the Florida franchise law or any other Florida law providing specific protection to franchisees residing in or operating in the State of Florida. The provisions of this Agreement which conflict with or are inconsistent with applicable governing law will be superseded and/or modified by such applicable law only to the extent such provisions are inconsistent. All other provisions of this Agreement will be enforceable as originally made and entered into upon the execution of this Agreement by the Multi-Unit Developer and the Franchisor.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)
What This Means (2025 FDD)
According to the 2025 Southern Steer Franchise Disclosure Document, the Associate Agreement is related to the Franchise Agreement, and Section 19 of the Multi-Unit Developer Agreement states that the laws of Florida govern the agreement between the franchisor and the multi-unit developer, unless state law provides otherwise. However, this is only applicable to the Multi-Unit Developer Agreement, not the Associate Agreement. The document does not specify which state's laws govern the Associate Agreement.
Since the FDD does not explicitly state which state's laws govern the Southern Steer Associate Agreement, prospective franchisees should seek clarification from Southern Steer regarding this matter. Understanding the governing law is crucial, as it dictates the legal framework under which any disputes related to the Associate Agreement will be resolved.
It is common practice in franchising for the Franchise Agreement to specify the governing state law. This ensures clarity and predictability in legal matters. The absence of this information in the provided excerpts suggests that prospective franchisees should prioritize this question during their due diligence process with Southern Steer.