Under what legal circumstances can the Southern Steer franchisor disclose information?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
obtain is derived from Franchisor's and/or its Affiliates Confidential Information and Trade Secrets; and
- (g) Communication among Franchisee, its Operating Principal, Owners, Designated Managers, Franchisor, its Affiliates and Franchisor's other franchisees and licensees will be chilled if it is perceived that Franchisee, its Operating Principal, owners, Designated Managers, and/or those persons defined in Section 16.3 are violating this Section 16.
- 16.6. Disclosure by the Franchisor. Notwithstanding anything contained herein to the contrary, the Franchisee acknowledges and agrees that the Franchisor may disclose information related to or concerning this Franchise Agreement, the Leases, the Franchisee, Owner(s), the Designated Manager(s), and Financial Records of the foregoing parties, even if such information is marked or otherwise designated as "confidential", in Franchisor's commercially reasonable discretion, including but not limited to as follows:
- (a) to attorneys, accountants, bankers, financial advisors, consultants, advisors, agents and related personnel in connection with: (i) a merger, acquisition, reorganization or consolidation; (ii) any private or public offering of the securities of Franchisor or any Affiliate; (iii) incurrence of any indebtedness by Franchisor or any Affiliate; (iv) a sale of all or substantially all of Franchisor or any Affiliate's assets or Southern Steer Business; or (v) any other change of control or ownership of Franchisor or any Affiliate;
Source: Item 22 — ITEM. 22 CONTRACTS (FDD pages 61–168)
What This Means (2025 FDD)
According to Southern Steer's 2025 Franchise Disclosure Document, the franchisor can disclose information related to the Franchise Agreement, leases, franchisee, owners, designated managers, and financial records under certain circumstances. This includes disclosures made in their commercially reasonable discretion.
Specifically, Southern Steer may disclose information to attorneys, accountants, bankers, financial advisors, consultants, advisors, agents, and related personnel in connection with a merger, acquisition, reorganization, consolidation, or any private or public offering of securities. Disclosure is also permitted for incurring indebtedness, selling assets, or any change of control or ownership.
Additionally, Southern Steer can disclose information if required by applicable law or regulation, including stock exchange rules, or if legally required by a court or agency with competent jurisdiction. Any disclosure made by Southern Steer must be for reasonable business purposes, and these rights survive the transfer, termination, or expiration of the Franchise Agreement. This means that even after the franchise relationship ends, Southern Steer retains the right to disclose certain information under the specified conditions.