What state's laws govern the Aira Fitness MUDA, and is there any exception to this?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
Illinois law governs the Franchise Agreement and Multi-Unit Development Agreement. In conformance with Section 4 of the Illinois Franchise Disclosure Act, any provision in a franchise agreement that designates jurisdiction and venue in a forum outside of the State of Illinois is void. However, a franchise agreement may provide for arbitration to take place outside of Illinois.
Source: Item 17 — **RENEWAL, TERMINATION,TRANSFER AND DISPUTE RESOLUTION THE FRANCHISE RELATIONSHIP (FDD pages 48–54)
What This Means (2025 FDD)
According to the 2025 Aira Fitness Franchise Disclosure Document, the Multi-Unit Development Agreement (MUDA) is generally governed by Illinois law. Specifically, the addendum for Illinois states that Illinois law governs both the Franchise Agreement and the Multi-Unit Development Agreement. This means that in most situations, legal matters related to the MUDA will be interpreted under Illinois statutes.
However, there are exceptions to this rule. The Illinois Franchise Disclosure Act stipulates that any provision in a franchise agreement that designates jurisdiction and venue in a forum outside of Illinois is void. This means Aira Fitness cannot force franchisees to resolve disputes in another state. However, the agreement may still allow for arbitration to occur outside of Illinois, providing some flexibility in dispute resolution.
Furthermore, addenda for other states like New York and Rhode Island include stipulations that the governing law should not waive rights conferred to the franchisee by those states' franchise laws. For example, New York's addendum specifies that the choice of law should not waive any rights under Article 33 of the General Business Law of New York. Similarly, Rhode Island's addendum states that any provision restricting jurisdiction or venue to a forum outside of Rhode Island or requiring the application of another state's laws is void with respect to claims enforceable under the Rhode Island Franchise Investment Act. Therefore, while Illinois law generally governs the MUDA, these exceptions ensure that franchisees' rights under their respective state laws are protected.