Under what conditions must Aira Fitness provide approval for a transfer by a franchisee?
Aira_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
ISE AGREEMENT FOR THE STATE OF NORTH DAKOTA
This Addendum is to a Franchise Agreement dated by and between Aira Fitness Franchising, LLC and (Franchisee) to amend said Agreement as follows:
- Section 4.B. of the Franchise Agreement on "Renewal Term and Conditions of Renewal" and Section 12.C. of the Franchise Agreement on "Conditions of Transfer" are 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."
- Section 11.D.3. of the Franchise Agreement on "Non-Compete Covenants – After Termination" 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."
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- Section 13.A. of the Franchise Agreement on "Arbitration; Mediation" is revised as follows:
- "Arbitration shall take place in the Chicago metropolitan area at a location agreeable to all parties."
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- Section 13.C. of the Franchise Agreement on "Governing Law/Consent to Jurisdiction" is deleted in its entirety.
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- Section 13.E. of the Franchise Agreement on "Waiver of Jury Trial" is deleted in its entirety.
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- Section 13F. of the Franchise Agreement on "Waiver of Punitive Damages" is deleted in its entirety.
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- Section 14.E. of the Franchise Agreement on "Liquidated Damages" is deleted in its entirety.
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Source: Item 17 — **RENEWAL, TERMINATION,TRANSFER AND DISPUTE RESOLUTION THE FRANCHISE RELATIONSHIP (FDD pages 48–54)
What This Means (2025 FDD)
Based on the 2025 Aira Fitness Franchise Disclosure Document, specific conditions for Aira Fitness's approval of a franchise transfer are not detailed in the provided excerpts. However, the FDD includes addenda that address franchise transfers within specific states, namely North Dakota and New York.
For franchisees in North Dakota, Section 12.C of the Franchise Agreement, which pertains to "Conditions of Transfer," is amended. The addendum states that "The execution of a general release upon renewal, assignment or termination shall be inapplicable to franchises operating under the North Dakota Franchise Investment Law." This means that Aira Fitness franchisees in North Dakota are not required to sign a general release to transfer their franchise.
For franchisees in New York, Paragraph 12(C) of the Franchise Agreement, which also concerns "Conditions to Transfer," is amended. The addendum specifies that "All rights enjoyed by the Franchisee and any causes of action arising in its favor from the provisions of Article 33 of the General Business law of the State of New York and the regulations issued thereunder shall remain in force; it being the intent of this proviso that the non-waiver provisions of GBL Section 687.4 and 687.5 be satisfied." This ensures that New York franchisees retain their rights and causes of action under New York law during a transfer. Additionally, Paragraph 12(F) is amended to state that Aira Fitness "shall not assign its rights and obligations to a transferee unless in its reasonable judgment, the transferee is able to fulfill the Franchisor's obligations under its Franchise Agreements."
Because the specific conditions for Aira Fitness's approval of a transfer are not fully detailed in the provided excerpts, prospective franchisees should consult the full FDD and direct specific questions about transfer requirements to Aira Fitness. This will help ensure they understand all obligations and conditions related to transferring their franchise.