Does the choice of law in the Aira Fitness Franchise Agreement constitute a waiver of any rights conferred upon the franchisee by Article 33 of the General Business Law of the State of New York?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
- Paragraph 13(C) of the Franchise Agreement on Governing Law/Consent to Jurisdiction shall be amended by the addition of the following language to the original language that appears therein:
"The foregoing choice of law shall not be considered a waiver of any right conferred upon the Franchisee by the provisions of Article 33 of the General Business Law of the State of New York."
No statement, questionnaire or acknowledgement signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of: (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on behalf of the Franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
Source: Item 17 — **RENEWAL, TERMINATION,TRANSFER AND DISPUTE RESOLUTION THE FRANCHISE RELATIONSHIP (FDD pages 48–54)
What This Means (2025 FDD)
According to the 2025 Aira Fitness Franchise Disclosure Document, the choice of law in the Franchise Agreement does not constitute a waiver of any rights conferred upon the franchisee by the provisions of Article 33 of the General Business Law of the State of New York. This protection is explicitly stated in an addendum to the Franchise Agreement for franchisees in New York. This addendum modifies Paragraph 13(C) of the Franchise Agreement, which addresses Governing Law/Consent to Jurisdiction, to ensure that the choice of law does not waive any rights under Article 33. This addendum is designed to comply with the non-waiver provisions of GBL Sections 687.4 and 687.5.
Furthermore, the Aira Fitness addendum specifies that no statement, questionnaire, or acknowledgment signed by a franchisee in connection with starting the franchise can waive claims under any applicable state franchise law, including claims of fraud in the inducement, or disclaim reliance on the franchisor. This provision supersedes any other conflicting terms in any document related to the franchise agreement, reinforcing the protection of franchisee rights under New York law.
In practical terms, this means that if a dispute arises, New York franchisees retain their rights under Article 33 of the General Business Law, regardless of the governing law specified in the main Franchise Agreement. This provides an additional layer of security for franchisees operating in New York, ensuring that they are not inadvertently relinquishing their legal rights through standard contractual clauses. Aira Fitness includes this addendum to ensure compliance with New York state law and to protect the rights of its franchisees within the state.