Can Southern Steer terminate the Notice of Intent to Purchase for any reason during the due diligence period?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
The Franchisor will have the absolute and unconditional right to terminate the Notice of Intent to Purchase and any obligation to purchase the Southern Steer Business or Major Assets from the Franchisee for any reason and at any time during the 90-day due diligence review period by giving the Franchisee written notice.
Source: Item 22 — ITEM. 22 CONTRACTS (FDD pages 61–168)
What This Means (2025 FDD)
According to Southern Steer's 2025 Franchise Disclosure Document, Southern Steer has the right to terminate the Notice of Intent to Purchase for any reason during the 90-day due diligence review period. After receiving a Franchisee's Offer, Southern Steer has 30 days to provide the franchisee with a Notice of Intent to Purchase. Following this notice, Southern Steer then has 90 days from the date the franchisee receives the Notice of Intent to Purchase to conduct a due diligence review.
During this 90-day period, Southern Steer has the "absolute and unconditional right" to terminate the Notice of Intent to Purchase. This means Southern Steer is not obligated to purchase the Southern Steer business or major assets from the franchisee if they choose to terminate the notice. To do so, Southern Steer must provide the franchisee with written notice of the termination.
If Southern Steer does not terminate the Notice of Intent to Purchase, both parties are expected to negotiate in good faith to agree on the terms and conditions for purchasing the Southern Steer business or its major assets. The closing date for the sale must occur within 120 days after the initial Notice Date. If Southern Steer terminates the Notice of Intent to Purchase during the due diligence period, the franchisee then has the right to sell the Southern Steer business or major assets to another purchaser.