What is the effect of a cyber-attack on a party's obligations under the Aira Fitness agreement?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
If a party's default under this Agreement (other than your obligations with respect to insurance and indemnification, to obtain a site and open the Aira Fitness Business within a specified period, and to pay all fees and other amounts due to us and our affiliates under this Agreement and any other agreement between you and us or our affiliates), is caused in whole or in part by a force majeure, such default and any right of the other party to terminate this Agreement for such default is suspended for as long as the default is reasonably caused by such force majeure.
Any suspension is effective only from the delivery of a notice of the force majeure to the other party stating the party's intention to invoke the force majeure.
However, if such suspension continues for longer than six months and the default still exists, either party has the right to terminate this Agreement upon thirty (30) days' notice to the other party.
Events of force majeure are those that cannot be prevented, avoided or removed by the party invoking the force majeure despite the exercise of reasonably diligence, including acts of God, actions of the elements, cyber-attacks, lockouts, strikes, wars, riots, acts of terrorism, civil commotion, and acts of governmental authorities (not including a governmental authority's delaying or refusing to grant building permits, licenses and other permissions and approvals), and except as specifically provided for elsewhere in this Agreement.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to the 2025 Aira Fitness Franchise Disclosure Document, a cyber-attack can impact a party's obligations under the franchise agreement. Specifically, if a party's failure to meet its obligations (excluding obligations related to insurance, indemnification, securing a site, opening the Aira Fitness Business on time, and paying fees) is caused by a cyber-attack, that failure is temporarily excused.
This suspension of obligations lasts as long as the cyber-attack is the reasonable cause of the failure. To activate this suspension, the affected party must notify the other party of the cyber-attack and their intent to invoke the force majeure clause.
However, if the suspension due to the cyber-attack continues for more than six months and the default persists, either Aira Fitness or the franchisee has the right to terminate the agreement with 30 days' notice. This clause protects franchisees from being penalized for circumstances outside their control, while also giving both parties an exit option if the disruption becomes too prolonged.