Can Aira Fitness's Franchisor's Affiliate sell the equipment at a public or private sale?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
similarly situated new Aira Fitness Businesses. For instance, we require that you replace all fitness equipment within three years of the Effective Date of this Agreement. If you choose to purchase the fitness equipment, at the end of each three year period, you may offer your old equipment to anyone, but we have the right of first refusal to buy the equipment on the same terms and conditions as any potential buyer. You must give us seven (7) days' written notice of any potential sale of your old equipment and a reasonable opportunity to match any offer you have that you intend to accept. We are under no obligation to actually exercise our right of first refusal. If you choose to lease the fitness equipment, at the end of each three year period, you must return the old equipment to the designated or approved supplier of the fitness equipment or otherwise per the terms of the equipment lease, which designated or approved supplier may be us or our affiliate. You must then enter into a purchase agreement or lease for replacement equipment with a designated or approved, which may be us or our affiliate.
- H. Relocation. You may not relocate your Aira Fitness Business without our prior written consent.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
Based on the 2025 FDD, Aira Fitness requires franchisees to purchase or lease an initial fitness equipment package from an approved supplier, which may include Aira Fitness, its affiliate, or a third party. When franchisees choose to purchase fitness equipment, they have the option to offer their old equipment to anyone after each three-year period, but Aira Fitness retains the right of first refusal to buy the equipment under the same terms and conditions as any potential buyer.
To exercise this right, Aira Fitness requires the franchisee to provide seven days' written notice of any potential sale of the old equipment, giving Aira Fitness a reasonable opportunity to match any offer the franchisee intends to accept. However, Aira Fitness is not obligated to exercise this right of first refusal. If the franchisee chooses to lease the fitness equipment, the old equipment must be returned to the designated or approved supplier at the end of each three-year period, as per the terms of the equipment lease. This designated or approved supplier may be Aira Fitness or its affiliate.
Upon termination or expiration of the franchise agreement, Aira Fitness also has the option to purchase any or all of the assets used in connection with the operation of the Aira Fitness Business, including equipment. The purchase price for the assets will be determined by a qualified appraiser selected with the consent of both parties.
While the FDD states that Aira Fitness or its affiliate can be the approved supplier for equipment, it does not specify whether Aira Fitness's affiliate can sell the equipment at a public or private sale. A prospective franchisee should seek clarification from the franchisor regarding the specific conditions under which the affiliate can sell equipment, including any restrictions or guidelines that may apply.