What costs and expenses can Aira Fitness's Affiliate recover from the franchisee in the event of a default?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
You agree to indemnify, defend and hold us, our affiliates, and our and our affiliates' shareholders, directors, officers, employees, agents and transferees, harmless against and to reimburse us for: (1) all such obligations, damages, and taxes for which we are held liable and for all costs we reasonably incur in the defense of any such claim brought against us or in any such action in which we are named as a party; (2) any liability, cost or expense we suffer, sustain or incur arising out of or relating to your development and/or operation of your Aira Fitness Business or any of your Owners', managers', employees', or other agents' acts or failure to act in connection therewith; and (3) all cost, expense or loss we incur in enforcing the provisions of this Agreement, in defending our actions taken relating to this Agreement, or resulting from
your breach of this Agreement. This indemnification includes without limitation actual and consequential damages, reasonable arbitrators', attorneys', accountants' and expert witness fees (including those for appeal), costs of investigation and proof of facts, court costs, other litigation expenses and travel and living expenses. We have the right to defend any such claim against us. Your indemnification obligations described above will continue in full force and effect after, and notwithstanding, the expiration or termination of this Agreement.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, in the event of a franchisee's default, Aira Fitness and its affiliates can seek indemnification, which means the franchisee may be responsible for covering various costs and expenses. These include obligations, damages, and taxes for which Aira Fitness or its affiliates are held liable. Franchisees may also have to cover all costs reasonably incurred in defending claims brought against Aira Fitness or its affiliates, or in any action where they are named as a party.
Furthermore, the franchisee may be liable for any liability, cost, or expense Aira Fitness or its affiliates suffer due to the franchisee's development and/or operation of the Aira Fitness Business. This extends to the acts or failures to act by the franchisee's owners, managers, employees, or other agents. The franchisee is also responsible for all costs, expenses, or losses Aira Fitness incurs while enforcing the provisions of the Franchise Agreement, defending actions taken related to the agreement, or resulting from the franchisee's breach of the agreement.
The indemnification covers actual and consequential damages, reasonable arbitrators', attorneys', accountants', and expert witness fees (including those for appeals), costs of investigation and proof of facts, court costs, other litigation expenses, and travel and living expenses. It is important to note that these indemnification obligations remain in effect even after the expiration or termination of the Franchise Agreement. Aira Fitness retains the right to defend any claim made against them.