Is the Aira Fitness franchisor liable for agreements, representations, or warranties made by the franchisee that are not expressly authorized?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
We will not be obligated by, or have any liability under, any agreements, representations or warranties you make that are not expressly authorized under this Agreement, nor will we be obligated for any damages to any person or property directly or indirectly arising out of your construction, development and/or operation of your Aira Fitness Business, whether or not caused by the negligent or willful action or failure to act on the part of you, the Owners, managers, employees or agents.
We will have no liability for any sales, use, excise, income, gross receipts, property or other taxes, whether levied against you, the Aira Fitness Business or your assets, or on us, in connection with the business you conduct, or on any payments you make to us pursuant to this Agreement or any franchise agreement, including but not limited to royalty fees (except for our own income taxes).
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, Aira Fitness will not be held liable for any agreements, representations, or warranties that a franchisee makes without express authorization within the franchise agreement. This also applies to damages arising from the franchisee's construction, development, or operation of their Aira Fitness business. This protection extends regardless of whether the damages are due to negligence or willful actions or failures by the franchisee, their owners, managers, employees, or agents.
This provision clarifies that franchisees operate as independent entities. Franchisees cannot bind Aira Fitness to obligations beyond what is explicitly stated in the franchise agreement. This is a common arrangement in franchising, designed to protect the franchisor from liabilities arising from the independent actions of its franchisees.
Furthermore, Aira Fitness is not liable for any taxes related to the franchisee's business operations or payments made to Aira Fitness, except for Aira Fitness's own income taxes. This includes sales, use, excise, income, gross receipts, and property taxes. This division of tax responsibilities is standard in franchise agreements, ensuring each party is accountable for their respective tax obligations.