What specific provisions of the Aira Fitness agreement can be enforced through specific performance?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
and orders of specific performance to: (i) enforce the provisions of this Agreement relating to your use of the Marks and the non-disclosure and non-competition obligations under this Agreement; (ii) prohibit any act or omission by Developer or its Owners that constitutes a violation of any applicable law, ordinance or regulation, constitutes a danger to the public, or may impair the goodwill associated with the Marks or the AIRA FITNESS franchises; (iii) prevent any other irreparable harm to our interests; (iv) enforce your obligations upon termination or expiration of this Agreement; and (v) prohibit an assignment or attempted assignment of any interest in this Agreement or Developer in violation of the applicable provisions of this Agreement. If we obtain an injunction or order of specific performance, you agree to pay us an amount equal to the total of our costs of obtaining it, including, without limitation, reasonable attorneys' fees, expert witness fees, costs of investigation and proof of facts, court costs, other litigation expenses and travel and living expenses, and any damages we incur as a result of the breach of any such provision. You further agree to waive any claims for damages in the event there is a later determination that an injunction or specific performance order was issued improperly.
Source: Item 23 — **RECEIPTS (FDD pages 59–254)
What This Means (2025 FDD)
According to the 2025 Aira Fitness Franchise Disclosure Document, Aira Fitness can seek specific performance for certain provisions within the franchise agreement. These include enforcing the franchisee's obligations regarding the use of Aira Fitness's trademarks, as well as the franchisee's non-disclosure and non-competition obligations. This means Aira Fitness can legally compel a franchisee to adhere to these specific terms rather than simply seeking monetary damages.
Aira Fitness can also pursue specific performance to prevent actions by the franchisee or their owners that violate laws, pose a danger to the public, or harm the goodwill associated with the Aira Fitness brand and franchises. Additionally, Aira Fitness can enforce obligations that the franchisee has upon termination or expiration of the franchise agreement. The company can also prevent any unauthorized assignment or attempted assignment of interests in the agreement or the franchise itself.
If Aira Fitness obtains an injunction or order of specific performance, the franchisee is responsible for covering all associated costs. These costs encompass reasonable attorneys' fees, expert witness fees, investigation costs, court costs, other litigation expenses, and travel and living expenses. The franchisee is also liable for any damages Aira Fitness incurs due to the breach of the provision that led to the injunction or specific performance order. The franchisee also agrees to waive any claims for damages if it is later determined that the injunction or specific performance order was issued improperly.
This clause is significant for prospective franchisees as it highlights the areas where Aira Fitness can seek direct legal action to enforce compliance, potentially leading to substantial financial burdens for the franchisee if they fail to meet their contractual obligations. Franchisees should be aware of these specific enforcement provisions and ensure they fully understand and comply with the terms of the franchise agreement to avoid such legal actions.