What are the events that cause the expiration of the Development Territory rights for Basecamp Fitness franchisees?
Basecamp_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
elopment and operation of each Basecamp Studio in accordance with the Development Schedule.
Each Basecamp Studio must be developed and operated by you pursuant to a separate Franchise Agreement that you enter into with us.
- C. Unless otherwise indicated in the Rider and except as set forth in Section D below, if you are in compliance with the Development Schedule set forth in the Rider, we will not develop or operate or grant anyone else a franchise to develop and operate a Basecamp Studio from any location in the Development Territory prior to the earlier of (i) the expiration or termination of this Agreement; (ii) the date on which your last Basecamp Studio must be open pursuant to the terms of the Development Schedule; or (iii) the date on which the Protected Territory for your final Basecamp Studio is determined; except that if the Development Territory covers more than one city, county or designated market area, the protection for each particular city, county or designated market area will expire upon the earliest of (1) any of the foregoing events or (2) the date when the Protected Territory for your final Basecamp Studio to be developed in such city, county or designated market area under this Agreement is determined. Notwithstanding anything in this Agreement, upon the earliest occurrence of any of the foregoing events (i) the Development Territory will expire and (ii) we will be entitled to develop and operate, or to franchise others to develop and operate, Basecamp Studios from locations in the Development Territory, except as may be otherwise provided under any Franchise Agreement that has been signed between us and you and that has not been terminated.
- D. You acknowledge and agree that (i) we and our affiliates have the right to grant other franchises or operate company or affiliate owned fitness studios/businesses (including Basecamp Studios) at locations outside the Development Territory even if they compete with your Basecamp Studios for customers or members; (ii) we and our affiliates have the right to grant other franchises or licenses and to operate company or affiliate-owned fitness studios/businesses (including Basecamp Studios) within private establishments located within the Development Territory, provided that access to those centers is limited to employees of the business, or transient guests of the business, in either case who would not have any reciprocity with any other Basecamp Studio as a result of their use or membership in this private studio; and (iii) we and our affiliates have the right to operate, and to grant franchises or licenses to others to operate fitness studios/businesses, or any other business within and outside the Development Territory under trademarks other than the Marks, all without compensation to you.
-
- Development Fee. You must pay us a Development Fee in the amount set forth in the Rider. This fee is nonrefundable and is payable in full when you sign this Agreement and is fully earned by us at that time. However, you will not be required to pay an Initial Franchise Fee for any of the Basecamp Studios you develop under this Agreement.
- A. You will sign the Franchise Agreement for your first Basecamp Studio concurrently with this Agreement. A separate Franchise Agreement must be signed, on our then-current form, for each such Basecamp Studio. Upon the execution of each Franchise Agreement, the terms and conditions of that Franchise Agreement control the establishment and operation of such Basecamp Studio.
- B. The Development Fee is consideration for this Agreement and not consideration for any Franchise Agreement.
-
- Development Schedule. The following provisions control with respect to your development rights and obligations:
- A. You must comply with the Development Schedule requirements regarding: (i) the date of execution of the Franchise Agreements and site approval requests; (ii) the opening date for each Basecamp Studio; and (iii) the cumulative number of Basecamp Studios to be open and continuously operating for business in the Development Territory.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 51–55)
What This Means (2025 FDD)
According to Basecamp Fitness's 2025 Franchise Disclosure Document, a franchisee's development territory rights can expire under several circumstances. These include the expiration or termination of the Development Agreement itself, or the date on which the last Basecamp Fitness studio must be opened according to the Development Schedule, whichever comes first. Additionally, the development territory expires when the protected territory for the final Basecamp Fitness studio is determined. If the development territory spans multiple cities, counties, or designated market areas, the protection for each specific area expires upon the earliest of the aforementioned events or when the protected territory for the final studio to be developed in that area is determined.
Upon the occurrence of any of these events, the development territory rights expire immediately. Basecamp Fitness then has the right to develop and operate, or franchise others to develop and operate, Basecamp Fitness studios within the former development territory. This is with the exception of any rights that may still be in effect under a separate Franchise Agreement that has been signed between Basecamp Fitness and the franchisee and that has not been terminated.
Furthermore, the agreement can be terminated by Basecamp Fitness with written notice and without an opportunity to cure if the franchisee becomes insolvent, takes any action related to insolvency, or files any insolvency petition. Termination can also occur if a receiver is appointed for the franchisee's property, the franchisee makes an assignment for the benefit of creditors, or a final judgment against the franchisee remains unsatisfied for 30 days or more. Other causes for termination include execution levied against the business or property, failure to meet obligations in the Development Schedule, opening a Basecamp Fitness studio before signing a Franchise Agreement, or failure to comply with any agreement with Basecamp Fitness or its affiliates, subject to certain cure periods. The term of the Development Agreement expires when the franchisee signs the Franchise Agreement for the last Basecamp Fitness studio scheduled to be opened under the Development Schedule.