What is the Guarantor's relationship to the Franchisee according to the Aira Fitness Guaranty?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
Attachment C to the Franchise Agreement
PERSONAL GUARANTEE AND AGREEMENT TO BE BOUND PERSONALLY BY THE TERMS AND CONDITIONS OF THE FRANCHISE AGREEMENT
In consideration of the execution of the Franchise Agreement by us, and for other good and valuable consideration, the undersigned, for themselves, their heirs, successors, and assigns, do jointly, individually and severally hereby become surety and guarantor for the payment of all amounts and the performance of the covenants, terms and conditions in the Franchise Agreement, to be paid, kept and performed by the franchisee, including without limitation the arbitration and other dispute resolution provisions of the Agreement.
Further, the undersigned, individually and jointly, hereby agree to be personally bound by each and every condition and term contained in the Franchise Agreement, including but not limited to the non-compete provisions in paragraph 11.D, the dispute resolution provision in Section 13, and agree that this Personal Guarantee will be construed as though the undersigned and each of them executed a Franchise Agreement containing the identical terms and conditions of this Franchise Agreement.
| THIS GUARANTY AND ASSUMPTION OF DEVELOPER'S OBLIGATIONS ("Guaranty") is made as of, 20, in consideration of, and as an inducement to, the execution of the Franchise Agreement by Aira Fitness Franchising LLC, an Illinois limited liability company ("Franchisor"). In consideration thereof, each of the undersigned hereby jointly and severally, personally and unconditionally agrees as follows: |
|---|
| 1. |
| Guaranty. |
| Guarantor(s) hereby unconditionally and absolutely warrants and |
| guarantees to Franchisor that ("Developer") shall punctually pay and perform in full |
| each and every undertaking, agreement and covenant set forth in the Franchise Agreement; |
| 2. |
| Obligations of Guarantor Upon Event of Default. Should a Default (as defined in |
| the Franchise Agreement) occur, Guarantor(s) shall diligently proceed to cure such Default at |
| Guarantor's sole cost and expense; |
| 3. |
| Nature of Guaranty. |
| This Guaranty is an original and independent obligation of |
| Guarantor(s), separate and distinct from Developer's obligations to Franchisor under the Multi-Unit |
| Development |
| Agreement. The obligations of Guarantor to Franchisor under this Guaranty are direct |
| and primary, regardless of the validity or enforceability of the Franchise Agreement. This Guaranty is |
| for the benefit of Franchisor and is not for the benefit of any third party. This Guaranty shall continue |
| until all obligations of Guarantor to Franchisor under this Guaranty have been performed in full. |
| 4. |
| Guarantor's Authorization to Franchisor. |
| Guarantor(s) authorizes Franchisor, |
| without notice or demand and without lessening Guarantor's liability under this Guaranty, from time |
| to time: (a) to make or approve changes to the Franchise Agreement; (b) to repeatedly compromise, |
| renew, extend, accelerate, or otherwise change the time for payment or other terms of the Franchise |
| Agreement; (c) to take and hold security for the payment of amounts due under the Franchise |
| Agreement or this Guaranty, and exchange, enforce, waive, and release any such security, with or |
| without the substitution of new collateral; (d) to determine how, when, and what application of |
| payments and credits shall be made on amounts due under the Franchise Agreement; and (j) to assign |
| or transfer this Guaranty, in whole or in part. |
| 5. |
| Guarantor's Representations and Warranties. |
| Guarantor(s) represents and |
| warrants to Franchisor that: (a) no representations or agreements of any kind have been made to |
| Guarantor which would limit or qualify in any way the terms of this Guaranty; (b) this Guaranty is |
| executed at Developer's request and Franchisor would not execute the Franchise Agreement were it |
| not for the execution and delivery of this Guaranty; (c) Guarantor has not and will not, without the |
| prior written consent of Franchisor, sell, lease, assign, encumber, hypothecate, transfer or otherwise |
| dispose of all, or substantially all, of Guarantor's assets, or any interest therein if any such event would |
| have a material negative effect on Guarantor's ability to perform its obligations under this Guarantor |
| or the Franchise Agreement; (d) neither the execution nor the delivery of this Guaranty, nor compliance |
| with the terms hereof, will conflict with or result in the breach of any law or statute, will constitute a |
| breach or default under any agreement or instrument to which Guarantor may be a party, or will result |
| in the creation or imposition of any charge or lien upon any property or assets of Guarantor; (e) |
| AIRA FITNESS |
| MUDA 2025 |
| - 19 - |
| FRANCHISOR INITIALS |
| DEVELOPER INITIALS |
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, the Guarantor's relationship to the Franchisee is defined within the Personal Guarantee and Agreement. The guarantor agrees to be personally bound by the terms and conditions of the Franchise Agreement. This includes acting as surety for the franchisee's obligations. The guarantor is responsible for ensuring the franchisee pays all amounts and performs all obligations under the Franchise Agreement. This arrangement ensures Aira Fitness has recourse to an individual who is financially and legally committed to the franchisee's performance.
The Personal Guarantee stipulates that the guarantor will be held to the same standards as if they had directly executed the Franchise Agreement themselves. This encompasses all aspects of the agreement, including non-compete clauses and dispute resolution processes. The guarantor's obligations are joint, individual, and several, meaning Aira Fitness can pursue any or all guarantors for the full amount of the franchisee's liabilities. This provides Aira Fitness with a strong safeguard against potential franchisee default or non-compliance.
The Guaranty and Assumption of Developer's Obligations outlines the guarantor's commitment to ensuring the developer (franchisee) fulfills all undertakings, agreements, and covenants within the Franchise Agreement. Should the franchisee default, the guarantor is obligated to cure the default at their own expense. This guaranty is an independent obligation of the guarantor, separate from the franchisee's obligations, and remains in effect until all obligations are fully performed. Aira Fitness is authorized to make changes to the Franchise Agreement without lessening the guarantor's liability.
The guarantor also makes several representations and warranties to Aira Fitness. These include assurances that no agreements limit the terms of the Guaranty, the Guaranty is executed at the franchisee's request, and Aira Fitness would not enter the Franchise Agreement without it. The guarantor also warrants that they will not dispose of assets in a way that would negatively affect their ability to perform their obligations. These provisions are designed to ensure the guarantor's ongoing financial capacity and commitment to fulfilling their obligations under the Guaranty.