In the event of a legal proceeding to enforce the Aira Fitness franchise agreement, what specific costs and expenses can the prevailing party be reimbursed for?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
The prevailing party in any action or proceeding arising under, out of, in connection with, or in relation to this Agreement or other dispute between the parties, any lease or sublease for the Aira Fitness Business or Authorized Location, or the business will be entitled to recover its reasonable attorneys' fees and costs.
If any party initiates litigation in violation of this arbitration provision and the other party successfully moves to compel arbitration, the party moving to compel arbitration will be entitled to reimbursement of its attorneys' fees and costs incurred in connection with defending the litigation and compelling arbitration.
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.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, the prevailing party in any legal action related to the franchise agreement, a lease or sublease for the Aira Fitness Business, or the business itself is entitled to recover reasonable attorneys' fees and costs. This means that if Aira Fitness or the franchisee wins a lawsuit or other legal proceeding, the losing party may have to pay the winner's legal expenses.
Additionally, if a party initiates litigation in violation of the arbitration provision within the franchise agreement and the other party successfully compels arbitration, the party that successfully moved to compel arbitration will be reimbursed for their attorneys' fees and costs incurred in defending the litigation and compelling arbitration. This encourages parties to adhere to the agreed-upon dispute resolution methods, such as arbitration, before resorting to litigation.
Furthermore, Aira Fitness includes an indemnification clause in its franchise agreement. Franchisees agree to indemnify, defend, and hold harmless Aira Fitness from various liabilities, damages, and costs. This includes reimbursement for obligations, damages, and taxes for which Aira Fitness is held liable, costs incurred in defending claims, liabilities arising from the franchisee's business operation, and costs incurred by Aira Fitness in enforcing the franchise agreement or defending actions related to it. This indemnification extends to 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. This obligation remains in effect even after the franchise agreement expires or is terminated.