If a Basecamp Fitness franchisee is in default, is withholding approval considered reasonable?
Basecamp_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
Wherever our consent or approval is required in this Agreement, unless the provision specifically indicates otherwise, we have the right to withhold our approval in our discretion, for any reason, or for no reason.
When the terms of this Agreement specifically require that we not unreasonably withhold our approval or consent, if you are in default or breach under this Agreement, any withholding of our approval or consent will be considered reasonable.
Source: Item 22 — CONTRACTS (FDD pages 61–62)
What This Means (2025 FDD)
According to Basecamp Fitness's 2025 Franchise Disclosure Document, if a franchisee is in default or breach of the Franchise Agreement, any withholding of approval or consent by Basecamp Fitness will be considered reasonable. Basecamp Fitness retains the right to withhold approval for any reason or no reason, unless specifically indicated otherwise in the agreement. However, when the terms of the agreement specifically require that Basecamp Fitness not unreasonably withhold approval or consent, any withholding of approval or consent will be considered reasonable if the franchisee is in default or breach under the agreement.
This means that if a Basecamp Fitness franchisee fails to meet their obligations under the Franchise Agreement, such as making payments on time or adhering to operational standards, Basecamp Fitness can reasonably deny any requests that require their approval. This could include things like approving a transfer of ownership, a change of location, or any other action that requires the franchisor's consent.
This provision protects Basecamp Fitness by allowing them to maintain control over the franchise system and ensure that franchisees are meeting their obligations. It also incentivizes franchisees to remain in compliance with the Franchise Agreement to avoid having their requests denied. Franchisees should be aware of the conditions that constitute a default or breach of the agreement to avoid potential issues with obtaining approvals or consents from Basecamp Fitness.