What costs related to enforcing the Aira Fitness franchise agreement must the franchisee reimburse the franchisor for?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
s, or on us, in connection with the business you conduct, or on any payments you make to us pursuant to this Agreement or any franchise agreement, including but not limited to royalty fees (except for our own income taxes). 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.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, franchisees must indemnify, defend, and hold harmless Aira Fitness, its affiliates, shareholders, directors, officers, employees, agents, and transferees. This means franchisees are responsible for reimbursing Aira Fitness for various costs and expenses in certain situations.
Specifically, franchisees must cover obligations, damages, and taxes for which Aira Fitness is held liable, along with all costs reasonably incurred in defending claims against them. This also includes any liability, cost, or expense Aira Fitness incurs due to the franchisee's development or operation of their Aira Fitness Business, or from the actions or failures to act of the franchisee's owners, managers, employees, or agents. Franchisees are also responsible for all costs, expenses, or losses Aira Fitness incurs while enforcing the franchise agreement, defending actions related to the agreement, or resulting from the franchisee's breach of the agreement.
These reimbursement obligations extend to actual and consequential damages, reasonable fees for arbitrators, attorneys, accountants, and expert witnesses (including appeals), investigation costs, proof of facts, court costs, other litigation expenses, and travel and living expenses. The right to defend any claim against Aira Fitness rests with Aira Fitness, and the franchisee's indemnification obligations remain in effect even after the franchise agreement expires or terminates. This broad indemnification clause means franchisees could face significant financial burdens if Aira Fitness incurs costs due to their actions or breaches of the agreement.