Who are the parties involved in this addendum to the Multi-Unit Development Agreement for Aira Fitness?

ENT AGREEMENT FOR THE STATE OF NORTH DAKOTA

This Addendum is to a Multi-Unit Development Agreement dated by and between Aira Fitness Franchising, LLC and (Developer) to amend said Agreement as follows:

1. Section 8 of the Multi-Unit Development Agreement on "Transferability; Entity as Developer" is amended by the addition of the following language to the original language that appears therein:

"The execution of a general release upon renewal, assignment or termination shall be inapplicable to franchises operating under the North Dakota Franchise Investment Law."

1. Section 9 of the Multi-Unit Development Agreement on "Post-Termination Covenants" is amended by the addition of the following language to the original language that appears therein:

"Covenants not to compete such as those mentioned above are generally unenforceable in the State of North Dakota."

• 1. Section 12.3 of the Multi-Unit Development Agreement on "Arbitration; Mediation" is revised as follows:
  • "Arbitration shall take place in McHenry County, Illinois at a location agreeable to all parties."
• 1. Section 12.6 of the Multi-Unit Development Agreement on "Governing Law/Consent to Jurisdiction" is deleted in its entirety.
• 1. Section 12.7 of the Multi-Unit Development Agreement on "Waiver of Jury Trial" is deleted in its entirety.
• 1. Section 12.8 of the Multi-Unit Development Agreement on "Limitation of Claims" is deleted in its entirety.
• 1. Section 12.9 of the Multi-Unit Development Agreement on "Limitation of Damages" is deleted in its entirety.
• 1. Section 12.10 of the Multi-Unit Development Agreement on "Costs and Attorneys' Fees" shall be amended as follows:
  • "The prevailing party in any enforcement action is entitled to recover all costs and expenses including attorneys' fees."
• 1. No statement, questionnaire, or acknowledgement signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of: (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on behalf of the Franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
• 1. The North Dakota Securities Department requires the Franchisor or affiliates to defer all initial franchise fees until such time as the Franchisor or affiliates have completed all initial obligations owed to the Franchisee under the Franchise Agreement and the Franchisee has commenced doing business. This deferral of the initial franchise fee is required based on the Franchisor's financial condition.

IN WITNESS WHEREOF, the parties hereto, intending to be legally bound hereby, have duly executed, sealed and delivered this Agreement in duplicate the day and year first above written.

| AIRA FITNESS FRANCHISING, LLC, an Illinois limited liability | DEVELOPER: | |--------------------------------------------------------------|------------------------------------| | company | [Insert individual name or company | | By: | By: | | Its: | Its: | | Date: | Date: |

AIRA FITNESS FRANCHISING, LLC ADDENDUM TO THE FRANCHISE DISCLOSURE DOCUMENT FOR THE STATE OF RHODE ISLAND

1. Item 17 of the Franchise Disclosure Document is amended by the addition of the following:

"Section 19-28.1-14 of the Rhode Island Franchise Investment Act provides that 'A provision in a franchise agreement restricting jurisdiction or venue to a forum outside this state or requiring application of the laws of another state is void with respect to a claim otherwise enforceable under this Act."

AIRA FITNESS FRANCHISING, LLC ADDENDUM TO THE FRANCHISE AGREEMENT FOR THE STATE OF RHODE ISLAND

| This | | eement is by and between Aira Fitness Franchising, LLC and (Franchisee) to amend said Agreement as follows: | |-------|----------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | 1. | | reement on Governing Law/Consent to Jurisdiction is amended by the e to the original language that appears therein: | | | franchise agreement restric | Rhode Island Franchise Investment Act provides that 'A provision in a cting jurisdiction or venue to a forum outside this state or requiring nother state is void with respect to a claim otherwise enforceable under | | 2. | Section 13(A) of the Franchise Ag following language to the original | reement on Agreement to Arbitrate is amended by the addition of the language that appears therein: | | | Investment Act, that any production outside of Rhode Island is | s with respect to a claim enforceable under the Rhode Island Franchise rovision in a franchise agreement which restricts jurisdiction or venue void. Accordingly, arbitration of a claim enforceable under the Act will and unless the franchisee agrees otherwise." | | below | IN WITNESS WHEREOF, this Ago the signatures. | greement has been executed by the Company and Developer on the date | | | A FITNESS FRANCHISING, , an Illinois limited liability | FRANCHISEE: | | comp | • | [Insert individual name or company] | | Ву:_ | | By: | Date: _____

AIRA FITNESS FRANCHISING, LLC ADDENDUM TO THE MULTI-UNIT DEVELOPMENT AGREEMENT FOR THE STATE OF RHODE ISLAND

| This ac | ddendum to the Multi-Unit Developm | ent Agreement is by and between Aira Fitness Franchising, LLC and (Developer) to amend said Agreement as follows: | |---------|---------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | 1. | | elopment Agreement on Governing Law/Consent to Jurisdiction is owing language to the original language that appears therein: | | | franchise agreement restricti | hode Island Franchise Investment Act provides that 'A provision in a ng jurisdiction or venue to a forum outside this state or requiring other state is void with respect to a claim otherwise enforceable under | | 2. | | elopment Agreement on Agreement to Arbitrate is amended by the to the original language that appears therein: | | | Investment Act, that any pro outside of Rhode Island is vo | with respect to a claim enforceable under the Rhode Island Franchise vision in a franchise agreement which restricts jurisdiction or venue id. Accordingly, arbitration of a claim enforceable under the Act will and unless the franchisee agrees otherwise." | | below | IN WITNESS WHEREOF, this Agree the signatures. | eement has been executed by the Company and Developer on the date | | | FITNESS FRANCHISING, an Illinois limited liability | DEVELOPER: | | compa | • | [Insert individual name or company] | | Ву: | | By: | | т. | | To | Date: _____

AIRA FITNESS FRANCHISING LLC ADDENDUM TO THE FRANCHISE AGREEMENT FOR THE STATE OF SOUTH DAKOTA

| This | addendum to the Franchise Agreen | nent is by and between Aira Fitness Franchising LLC (Company) and (Franchisee) to amend said Agreement as follows: | |------------|------------------------------------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------| | 1. | Paragraph 9(A) of the Agreement | on "Initial Franchise Fee" is amended by the addition of the following: | | | Notwithstanding the language in Pais open for business. | ragraph 9(A), payment of the initial franchise fee is deferred until Franchisee | | 2. | Except as expressly modified hereby its terms. | , the Franchise Agreement shall remain in full force and effect in accordance | | with | | | | franc | mencement of the franchise relationshi chise law, including fraud in the induce | knowledgement signed or agreed to by a franchisee in connection with the ip shall have the effect of: (i) waiving any claims under any applicable state ement, or (ii) disclaiming reliance on behalf of the Franchisor. This provision ent executed in connection with the franchise. | | belov | IN WITNESS WHEREOF the part we each signature. | ies hereto have executed, sealed and delivered this Agreement as of the date | | | A FITNESS FRANCHISING, , an Illinois limited liability | FRANCHISEE: | | comp | • | [Insert individual name or company] | | By:_ | | By: | | Its: _ | | Its: | Date: _____

AIRA FITNESS FRANCHISING LLC ADDENDUM TO THE MULTI-UNIT DEVELOPMENT AGREEMENT FOR THE STATE OF SOUTH DAKOTA

AIRA FITNESS FRANCHISING, LLC ADDENDUM TO DISCLOSURE DOCUMENT FOR THE COMMONWEALTH OF VIRGINIA

In recognition of the restrictions contained in Section 13.1-564 of the Virginia Retail Franchising Act, the Franchise Disclosure Document for Aira Fitness Franchising, LLC for use in the Commonwealth of Virginia shall be amended as follows:

Additional Disclosure. The following is added to Item 5:

The Virginial State Corporate Commission's Division of Securities and Retail Franchising requires us to defer payment of the initial franchise fee and other initial payments owned by franchisees to the franchisor until the franchisor has completed its pre-opening obligations under the franchise agreement.

The following statements are added to Item 17.h.:

Under Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to cancel a franchise without reasonable cause.

Source: Item 17 — **RENEWAL, TERMINATION,TRANSFER AND DISPUTE RESOLUTION THE FRANCHISE RELATIONSHIP (FDD pages 48–54)