Who bears the cost if Aira Fitness determines that a trademark infringement action requires changes to the marks?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
If we determine that a trademark infringement action requires changes or substitutions to the Marks, you must make the changes or substitutions at your own expense.
Your use of the Marks and any goodwill is to our and our affiliate's exclusive benefit and you retain no rights in the Marks. You are not permitted to make any changes or substitutions of any kind in or to the use of the Marks unless we direct in writing. We may change the System presently identified by the Marks including the adoption of new Marks, new program offerings, new equipment or new techniques and you must adopt the changes in the System, as if they were part of the Franchise Agreement at the time of its execution. You must comply, at your cost, within a reasonable time if we notify you to discontinue or modify your use of any Mark. We will have no liability or obligation as to your modification or discontinuance of any Mark.
Source: Item 13 — **TRADEMARKS (FDD pages 45–46)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, if Aira Fitness determines that a trademark infringement action requires changes or substitutions to the Marks, the franchisee must make these changes or substitutions at their own expense. This means that if Aira Fitness decides to modify its trademarks due to legal challenges, the financial burden of implementing those changes, such as updating signage or marketing materials, falls on the franchisee.
This requirement places a potentially significant financial risk on Aira Fitness franchisees. Trademark disputes can arise unexpectedly, and the costs associated with rebranding can be substantial. Franchisees need to be prepared for the possibility of incurring these expenses, which are in addition to their initial investment and ongoing operating costs. It is also important to note that Aira Fitness "will have no liability or obligation as to your modification or discontinuance of any Mark."
In addition, the FDD notes that the U.S. Patent and Trademark Office has refused registration of the Aira Fitness word mark and logo based on the existence of a third party mark, "Aire Fitness." Aira Fitness is investigating whether the marks can coexist and whether they can obtain a service mark registration for their marks, but the outcome is currently unknown. If Aira Fitness's right to use their trademark is challenged, franchisees may have to change to an alternative mark, which may increase their expenses.
Prospective Aira Fitness franchisees should carefully consider this potential expense and factor it into their financial planning. They may also want to inquire about the likelihood of future trademark changes and any potential support Aira Fitness might offer to mitigate these costs. It is also important to note that the franchisee must comply, at their cost, within a reasonable time if Aira Fitness notifies them to discontinue or modify their use of any Mark.