For Aira Fitness, what happens if a proposed transferee does not meet the required qualifications?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
prior written consent and except upon conditions acceptable to us. Any agreement used in connection with a transfer is subject to our prior written approval, which approval will not be withheld unreasonably. Any attempted transfer by you without our prior written consent or otherwise not in compliance with the terms of this Agreement will be void and will provide us with the right to elect either to default and terminate this Agreement or to collect from you and the guarantors a transfer fee equal to two times the transfer fee provided for in Section 12.C.
- C. Conditions of Transfer. We condition our consent to any proposed transfer, whether to an individual, a corporation, a partnership or any other entity upon the following:
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- Transferee Qualifications. The transferee must meet all of our then-current requirements for the franchise we are offering at the time of the proposed transfer.
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- Payment of Amounts Owed. All amounts owed by you to us or any of our affiliates, your suppliers or any landlord for the Aira Fitness Business premises and Authorized Location, or upon which we or any of our affiliates have any contingent liability must be paid in full.
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- Reports. You must have provided all required reports to us in accordance with Section 10.
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- Modernization. You must have complied with the provisions of Section 5.F.
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- Guarantee. In the case of an installment sale for which we have consented to you or any Owner retaining a security interest or other financial interest in this Agreement or the business operated hereunder, you or such Owner, and the guarantors, are obligated to guarantee the performance under this Agreement until the final close of the installment sale or the termination of such interest, as the case may be.
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- Consent to Transfer; General Release. You, each Owner and each guarantor must execute all transfer documents that we require and in the form we designate, which documents will include a general release
of all claims arising out of or relating to this Agreement, your Aira Fitness Business or the parties' business relationship; provided, however, that the release will not be inconsistent with any state law regulating franchising.
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- Training. The transferee must, at your or the transferee's expense, comply with the training requirements of Section 7.B.
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- Financial Reports and Data. We have the right to require you to prepare and furnish to transferee and/or us such financial reports and other data relating to the Aira Fitness Business and its operations as we deem reasonably necessary or appropriate for transferee and/or us to evaluate the Aira Fitness Business and the proposed transfer. You agree that we have the right to confer with proposed transferees and furnish them with information concerning the Aira Fitness Business and proposed transfer without being held liable to you, except for intentional misstatements made to a transferee.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, if a franchisee attempts to transfer their franchise without Aira Fitness's prior written consent or compliance with the agreement's terms, the attempted transfer will be considered void. In such a case, Aira Fitness has the right to either terminate the franchise agreement or demand a transfer fee from the franchisee and any guarantors. This transfer fee is equivalent to two times the standard transfer fee outlined in Section 12.C of the agreement.
To gain Aira Fitness's consent for a transfer, several conditions must be met. Firstly, the proposed transferee must fulfill all of Aira Fitness's then-current requirements for new franchisees. Secondly, all outstanding amounts owed by the franchisee to Aira Fitness, its affiliates, suppliers, or the landlord of the Aira Fitness Business premises must be paid in full. The franchisee must also have submitted all required reports to Aira Fitness as per Section 10 of the agreement and must have complied with the modernization provisions outlined in Section 5.F.
Furthermore, the franchisee, each owner, and each guarantor must execute all required transfer documents, including a general release of claims. The transferee must also comply with the training requirements detailed in Section 7.B, at their own expense. Aira Fitness also has the right to request financial reports and other data related to the Aira Fitness Business to evaluate the proposed transfer. If the transferee is an existing Aira Fitness franchisee, the transfer fee is $5,000; if not, the fee is equal to the then-current initial franchise fee. If the transfer results in a change of control, the transferee must execute Aira Fitness's current franchise agreement and personal guaranty, although no initial franchise fee will be due.