Can the Aira Fitness franchisee cancel the Pod lease according to the UCC?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee agrees to give Franchisor's Affiliate prompt notice of any such claim or liability.
- Franchisee's Waivers. To the extent permitted by applicable law, Franchisee hereby waives any and all rights and remedies conferred upon a Franchisee by sections 2A-508 through 12A-522 of the UCC, including but not limited to Franchisee's rights to: (i) cancel this Lease; (ii) repudiate this Lease; (iii) reject the Pod; (iv) revoke acceptance of the Pod; (v) recover damages from Franchisor's Affiliate for any breaches of warranty or for any other reason; (vi) a security interest in the Pod in Franchisee's possession or control for any reason; (vii) deduct all or any part of any claimed damages resulting from Franchisor's Affiliate's default, if any, under this Lease; (viii) accept partial delivery of the Pod; (ix) "cover" by making any purchase, or lease of, or contract to purchase or lease Pod in substitution for those due from Franchisor's Affiliate; (x) recover any general, special, incidental or consequential damages, for any reason whatsoever; and (xi) specific performance, replevin, detinue, sequestration, claim and delivery or the like for any Pod identified to this Lease.
To the extent permitted by applicable law, Franchisee also hereby waives any rights now or hereafter conferred by statute or otherwise,
which may require Franchisor's Affiliate to sell, lease or otherwise use any Pod in mitigation of Franchisor's Affiliate's damages as set forth in Section 12 or which may otherwise limit or modify any of Franchisor's Affiliate's rights or remedies under Section 12 Any claim or action for breach of warranty shall be commenced within one (1) year after any such cause of action accrues.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to the 2025 Aira Fitness Franchise Disclosure Document, franchisees waive rights and remedies conferred upon them by sections 2A-508 through 12A-522 of the UCC (Uniform Commercial Code). This waiver significantly limits a franchisee's ability to cancel or otherwise alter the terms of the Pod lease.
Specifically, the Aira Fitness franchisee waives the right to cancel or repudiate the lease, reject or revoke acceptance of the Pod, or recover damages from Aira Fitness's affiliate for breaches of warranty. The franchisee also cannot claim a security interest in the Pod, deduct damages from payments, or seek specific performance for the Pod lease.
Furthermore, the Aira Fitness franchisee gives up the ability to "cover" by obtaining substitute equipment and waives the right to recover any general, special, incidental, or consequential damages. This means that if the Pod is defective or the affiliate breaches the lease, the franchisee's legal recourse is severely restricted. The franchisee also agrees to bring any action for breach of warranty within one year of when the cause of action accrues.
In essence, Aira Fitness franchisees are entering into a lease agreement with very limited rights to cancel or seek remedies typically available under the UCC. This places a significant risk on the franchisee, as they are bound to the lease terms and have limited legal options if issues arise with the Pod or the leasing company.