What happens if I default on the Aira Fitness agreement and it results in premature termination?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
ide or suspend any other services that we or our affiliates provide to you under this Agreement or any other agreement; and/or - (3) remove your Aira Fitness Business from any website we manage.
- F. Liquidated Damages. In the event of any default by you that results in a premature termination of this Agreement (regardless of which party actually terminates this Agreement), without prejudice to any other remedy we may have under the terms of this Agreement or otherwise, you must pay us, as liquidated damages and not as a penalty, an amount equal to thirty-six (36) times the Royalty owed to us over the past twelve (12) month period immediately preceding the date of termination (or if you have been in business less than twelve (12) months, then during the entire period you have been in business). The parties acknowledge and agree that such amount represents
a reasonable estimate of the damages we will incur as a result of such default and premature termination.
15. POST-TERM OBLIGATIONS
A. Reversion of Rights; Discontinuation of Trademark Use. All of your rights to the use of the Marks and all other rights and licenses granted in this Agreement and the right and license to conduct business under the Marks at the Authorized Location will revert to us without further act or deed of any party. All of your right, title and interest in, to and under this Agreement will become our property. You must immediately comply with the postterm non-compete obligations under Section 11.D, cease all use and display of the Marks and of any proprietary material (including the Manual) and of all or any portion of promotional materials furnished or approved by us, assign all right, title and interest in the telephone numbers for the Aira Fitness Business and cancel or assign, at our option, any assumed name rights or equivalent registrations filed with authorities. You must pay all sums due to us, our affiliates or designees and all sums you owe to third parties that have been guaranteed by us or any of our affiliates. You must immediately return to us, at your expense, all copies of the Manuals then in your possession or control or previously disseminated to your employees and continue to comply with the confidentiality provisions of Section 6.I. You must promptly at your expense and subject to Section 15.B, remove or obliterate all Aira Fitness Business signage, displays or other materials in your possession at the Authorized Location or elsewhere that bear any of the Marks or names or material confusingly similar to the Marks and so alter the appearance of the Aira Fitness Business as to differentiate the Aira Fitness Business unmistakably from duly licensed Aira Fitness Businesses identified by the Marks. If, however, you refuse to comply with the provisions of the preceding sentence within thirty (30) days, we have the right to enter the Authorized Location and remove all Aira Fitness Business signage, displays or other materials in your possession at the Authorized Location or elsewhere that bear any of the Marks or names or material confusingly similar to the Marks, and you must reimburse us for our costs incurred. You are responsible for reimbursing members for all pre-paid services not rendered. Notwithstanding the foregoing, in the event of expiration or termination of this Agreement, you will remain liable for your obligations pursuant to this Agreement or any other agreement between you and us or our affiliates that expressly or by their nature survive the expiration or termination of this Agreement.
B. Option to Assume Lease;
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to the 2025 Aira Fitness Franchise Disclosure Document, if a franchisee defaults and the agreement is prematurely terminated, Aira Fitness has specific remedies. The franchisee must pay liquidated damages, which are calculated as thirty-six times the Royalty owed to Aira Fitness over the twelve-month period immediately preceding the termination date. If the business has been operating for less than twelve months, the calculation will be based on the entire period of operation. Aira Fitness states that this amount is considered a reasonable estimate of the damages they will incur due to the default and premature termination.
In addition to liquidated damages, all rights to use Aira Fitness's trademarks and conduct business under those marks at the authorized location revert back to Aira Fitness. The franchisee must immediately cease using the marks and any proprietary material, including the manual and promotional materials. The franchisee is also obligated to assign all rights to telephone numbers associated with the Aira Fitness business and cancel any assumed name rights or equivalent registrations.
Furthermore, the franchisee is responsible for paying all outstanding sums due to Aira Fitness, its affiliates, or designees, as well as any debts to third parties guaranteed by Aira Fitness or its affiliates. All copies of the manuals must be returned at the franchisee's expense, and the franchisee must continue to comply with confidentiality provisions. The franchisee must also remove all Aira Fitness signage and materials from the location to differentiate it from licensed Aira Fitness businesses. If the franchisee fails to do so within thirty days, Aira Fitness has the right to enter the location and remove the signage at the franchisee's expense. The franchisee is also responsible for reimbursing members for any pre-paid services that have not been rendered. These obligations survive the termination of the agreement, meaning the franchisee remains liable even after the agreement ends.