What rights does the Guarantor waive under the Aira Fitness Guaranty?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
Guarantor also waives any and all rights or defenses arising by reason of (a) any "one action" or "anti-deficiency" law or any other law which may prevent Franchisor from bringing any action, including a claim for deficiency, against Guarantor, before or after Franchisor's commencement or completion of any foreclosure action, either judicially or by exercise of a power of sale; (b) any election of remedies by Franchisor which, until Developer's indebtedness is paid in full, destroys or otherwise adversely affects Guarantor's subrogation rights or Guarantor's rights to proceed against Developer for reimbursement, including, without limitation, any loss of rights Guarantor may suffer by reason of any law limiting, qualifying, or discharging any payments due to Franchisor under the Franchise Agreement; (c) any disability or other defense of Guarantor, or any other guarantor, or of any other person, or by reason of the cessation of Guarantor's liability from any cause whatsoever, other than payment in full in legal tender of any amount due from Developer to Franchisor; (d) any failure or invalidity of, or any defect in, the Franchise Agreement or Multi-Unit Development Agreement; (e) any right to claim discharge of any amounts due to Franchisor on the basis of unjustified impairment of any collateral for any payments due; or (f) any statute of limitations, if at any time any action or suit brought by Franchisor against Guarantor is commenced there is outstanding payment due to Franchisor by Developer which is not barred by any application statute of limitations.
Until all amounts due and owing to Franchisor by Developer are paid in full, Guarantor further waives and agrees not to assert or claim at any time any deductions to the amount guaranteed under this Guaranty for any claim of setoff, counterclaim, counter demand, recoupment, or similar right, whether such claim, demand, or right, may be asserted by Developer, Guarantor, or both.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to the 2025 Aira Fitness Franchise Disclosure Document, the guarantor waives several rights and defenses related to the franchisee's debt to Aira Fitness. This means the guarantor's obligations are more stringent and provide greater protection to Aira Fitness.
Specifically, the guarantor waives rights related to "one action" or "anti-deficiency" laws, preventing them from hindering Aira Fitness's ability to pursue action against the guarantor, including claims for deficiency, even before or after foreclosure. The guarantor also waives rights related to Aira Fitness's election of remedies if it affects the guarantor's subrogation rights or ability to seek reimbursement from the franchisee. This ensures that Aira Fitness has flexibility in pursuing debt recovery without jeopardizing the guarantor's obligations.
Additionally, the guarantor waives defenses related to their own disability, defenses of other guarantors, or any reason for cessation of liability, except for full payment of the debt. The guarantor also cannot claim discharge based on unjustified impairment of collateral or assert any statute of limitations if an action is brought against them while the franchisee still owes money to Aira Fitness. Furthermore, the guarantor agrees not to assert any deductions from the guaranteed amount based on claims of setoff, counterclaim, or similar rights, whether asserted by the franchisee, the guarantor, or both. These waivers collectively limit the guarantor's ability to avoid or reduce their obligations under the guaranty, making them fully responsible for the franchisee's debt to Aira Fitness.