What rights expire upon the expiration of the Aira Fitness Development Agreement?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
rtunity to cure the default effective immediately upon delivery to you of a written notice from us;
- (b) Reduce the number of Aira Fitness Centers which you have the right to establish and open pursuant to this Agreement; or
- (c) Exercise any other rights and remedies which we may have under applicable law.
- 7.4 Upon termination or expiration of this Agreement, all remaining rights granted to you to establish and open Aira Fitness Centers under this Agreement for which a Franchise Agreement has not been executed shall automatically be null and void. You shall have no right to establish, open or operate any Aira Fitness Centers for which a Franchise Agreement has not been executed by us prior to the date of termination or expiration of this Agreement. Upon termination or expiration of this Agreement, we will have the right to establish ourselves or through an affiliate or grant to a third party the right to establish a Aira Fitness Center within the Development Territory as long as there is no violation of the territorial protections granted to you under existing individual Franchise Agreements.
- 7.5 No default under this Agreement shall constitute a default under any Franchise Agreement between the parties hereto. The terms and conditions of each Franchise Agreement must be complied with by you or your affiliate as franchisee thereunder and shall control in determining whether any default exists under such Franchise Agreement.
| AIRA FITNESS | | | |---------------------|-------|--------------------| | MUDA 2025 | - 7 - | | | FRANCHISOR INITIALS | | DEVELOPER INITIALS |
7.6 No right or remedy herein conferred upon or reserved to Franchisor is exclusive of any other right or remedy provided or permitted by law or equity.
8. TRANSFERABILITY; ENTITY AS DEVELOPER
- 8.1 This Agreement is fully assignable by us and will inure to the benefit of any assignee or other legal successor to the interest of the Franchisor herein.
- 8.2 You understand and acknowledge that the rights and duties set forth in this Development Agreement are personal to you and are granted in reliance upon your personal, business and financial qualifications. You have represented and hereby represent to us that you are entering into this Development Agreement with the intention of complying with its terms and conditions and not for the purpose of resale of the developmental or option rights hereunder.
- 8.3 Neither you nor any Owner shall, without our prior written consent, directly or indirectly sell, assign, transfer, convey, give away, pledge, mortgage or otherwise encumber any interest in this Development Agreement, the development rights granted to you hereunder, or in you. Any such proposed assignment occurring by operation of law or otherwise, including any assignment by or to any trustee in bankruptcy, without our prior written consent, shall be a material default of this Development Agreement.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to Aira Fitness's 2025 Franchise Disclosure Document, upon the expiration of the Development Agreement, the franchisee loses all remaining rights to establish and open Aira Fitness centers in the designated development area for which a Franchise Agreement has not yet been executed. This means the franchisee can no longer develop new locations within their exclusive territory unless individual franchise agreements were already in place. The franchisee also loses any and all rights in the Development Area granted to them under the Development Agreement.
However, the expiration of the Development Agreement does not affect the terms and conditions of any existing Franchise Agreements. The franchisee must continue to comply with each individual Franchise Agreement, which will govern the operation of those established Aira Fitness centers. The franchisor retains the right to establish Aira Fitness centers themselves, through an affiliate, or by granting rights to a third party within the former Development Territory, provided this does not violate any territorial protections in existing individual Franchise Agreements.
Furthermore, upon completion of the Development Schedule and termination of exclusive rights to the Development Area, the franchisee may have a right of first refusal. If Aira Fitness seeks to establish or license others to establish a Aira Fitness Center within the Development Area, they must first offer the franchisee the option to establish the additional Franchised Business under the then-current terms and conditions. The franchisee has thirty (30) days from receipt of the notice to exercise the option by executing the Franchise Agreement and paying the initial fee. Failure to do so forfeits the right to establish or operate the additional Franchised Business.