In the event of a non-compete violation, does Aira Fitness presume unlawful use of confidential information?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
you hereby acknowledge that we may seek to obtain the entry of an injunction prohibiting any conduct by you or your Owners in violation of the terms of the covenants not to compete set forth in this Agreement. You expressly agree that it may conclusively be presumed that any violation of the terms of said covenants not to compete was accomplished by and through your unlawful use of the Confidential Information. Further, you expressly agree that the existence of any claims you may have against us, whether or not arising from this Agreement, shall not constitute a defense to the enforcement by us of the covenants not to compete set forth in this Agreement. You further agree to pay all costs and expenses (including reasonable attorneys' and experts' fees) incurred by us in connection with the enforcement of those covenants not to compete set forth 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, the company presumes that any violation of the non-compete covenants was accomplished through the unlawful use of confidential information. The FDD states that a violation of the non-compete agreement would result in immediate and irreparable injury to Aira Fitness, for which no adequate remedy at law will be available. Therefore, Aira Fitness may seek an injunction prohibiting any conduct by the franchisee or their owners that violates the terms of the non-compete covenants.
This presumption means that if Aira Fitness believes a franchisee is violating the non-compete agreement, the burden may shift to the franchisee to prove they are not using confidential information. This can be a significant hurdle, as it may be difficult to demonstrate that their actions are independent of the knowledge gained from the Aira Fitness franchise. The franchisee also agrees that any claims they may have against Aira Fitness will not be a defense to the enforcement of the non-compete covenants.
Furthermore, the franchisee is responsible for covering all costs and expenses, including reasonable attorneys' and experts' fees, incurred by Aira Fitness in enforcing the non-compete covenants. This could create a substantial financial risk for franchisees who are accused of violating the non-compete agreement, even if they believe they have a valid defense. Prospective franchisees should carefully consider these factors and seek legal counsel to fully understand the implications of the non-compete and confidentiality clauses in the franchise agreement.