If Aira Fitness's Affiliate assigns the lease, does the assignee assume the Affiliate's obligations?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
- Assignment. Tenant has the right to assign all of its right, title and interest in the Lease to Aira Fitness or its successor, or either company's affiliates, at any time during the term of the Lease, including any extensions or renewals, without first obtaining Landlord's consent. No assignment will be effective, however, until Aira Fitness or its successor or designated affiliate gives Landlord written notice of its acceptance of the assignment. If Aira Fitness elects to assume the lease under this paragraph or unilaterally assumes the lease as provided for in subparagraphs 3(c) or 4(a), Landlord and Tenant agree that (i) Tenant will remain liable for the responsibilities and obligations, including amounts owed to Landlord, prior to the date of assignment and assumption, and (ii) Aira Fitness will have the right to sublease the Premises to another AIRA FITNESS franchisee, without further need for Landlord approval, provided the franchisee agrees to operate the Aira Fitness Business as an Aira Fitness Business pursuant to a franchise agreement with Aira Fitness. Aira Fitness will be responsible for the lease obligations incurred after the effective date of the assignment.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
Based on the 2025 Aira Fitness Franchise Disclosure Document, the lease agreement addendum outlines the conditions regarding lease assignments. Specifically, if Aira Fitness elects to assume the lease, the original tenant remains liable for responsibilities and obligations, including amounts owed to the landlord, prior to the date of assignment and assumption. Aira Fitness will be responsible for lease obligations incurred after the effective date of the assignment.
This means that if Aira Fitness or its affiliate assigns the lease to another party, Aira Fitness assumes the lease obligations from the effective date of the assignment forward. However, the original franchisee remains responsible for any liabilities accumulated before the assignment took place. This clause protects the landlord by ensuring that outstanding debts are settled by the original tenant before the lease is fully transferred.
For a prospective Aira Fitness franchisee, this condition is important because it clarifies the financial responsibilities during a lease assignment. If a franchisee plans to sell or transfer their Aira Fitness business, they will need to settle any outstanding lease obligations before Aira Fitness assumes the lease. This provision ensures a clear transition of responsibilities and liabilities, which can impact the franchisee's financial planning during the transfer process.