In the event of a force majeure, which of the franchisee's obligations to Aira Fitness are NOT suspended?
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 Aira Fitness's 2025 Franchise Disclosure Document, a force majeure event will not suspend certain franchisee obligations. Specifically, the obligations concerning insurance and indemnification, securing a site and opening the Aira Fitness business within the specified timeframe, and paying all fees and other amounts owed to Aira Fitness and its affiliates remain in effect.
This means that even if a force majeure event occurs, such as a natural disaster or government action, the franchisee must still maintain insurance coverage, protect Aira Fitness from liabilities, find a location and open their business as planned, and continue to pay all required fees. Failure to meet these obligations, even during a force majeure, could result in penalties or termination of the franchise agreement.
It is important to note that the suspension of other obligations is contingent upon providing notice to Aira Fitness of the force majeure event. Additionally, if the suspension lasts longer than six months and the default continues, either party has the right to terminate the agreement with 30 days' notice. This clause provides some protection to both the franchisee and Aira Fitness in the event of prolonged disruptions caused by unforeseen circumstances.