Does the Basecamp Fitness owner have liability with respect to the selection of the equipment?
Basecamp_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
OWNERSHIP OF EQUIPMENT: Owner has purchased the Equipment at the direction of Customer. Owner shall at all times have sole ownership and title to the Equipment. Customer warrants that the Equipment shall at all times remain personal property; the Equipment is removable from and is not essential to any premise upon which it is located regardless of attachment to realty, and Customer agrees to take such action at its expense as may be necessary to prevent any third party from acquiring any interest in the Equipment. This Agreement is a "true lease" and not a loan or installment sale. If this Agreement is held by a court not to be a "true lease" to the realty of the rent or other payments hereunder shall be deemed interest and such interest exceeds the highest rate permitted by applicable law, such excess interest shall be applied to your obligations to us or refunded if no obligations remain. Customer hereby authorizes Owner for file UCC financing statements as We deem necessary to protect Our interest, and Owner may charge a fee to cover related costs or at Owner's discretion a non-filing protection fee. The parties further agree that this Agreement is a "finance lease" under Article 2A of the Uriform Commercial Code ("UCC") and notwithstanding any determination to the contrary. Owner will have the rights and remedies of a lessor as if the Agreement were a "finance lease" under Article 2A of the UCC. To the extent permitted by applicable law, Customer hereby waives any and all rights conferred upon a lessee under UCC Article 2A-508 through 336.2A-522 whether o
AND DISCLAIM ANY RELIANCE UPON ANY STATEMENTS OR REPRESENTATIONS MADE BY OWNER. OWNER SHALL HAVE NO LIABILITY FOR THE INSTALLATION OR PERFORMANCE OF THE EQUIPMENT OR TO PERFORM ANY SERVICES, OR WITH RESPECT TO THE SELECTION, INSTALLATION, TESTING, PERFORMANCE, QUALITY, MAINTENANCE, OR SUPPORT OF THE EQUIPMENT. THE SUPPLIER IS NOT AN AGENT OF OWNER'S AND NO REPRESENTATION BY SUPPLIER SHALL IN ANY WAY AFFECT CUSTOMER'S DUTY TO PAY THE RENTAL PAYMENTS AND PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT.
Source: Item 23 — RECEIPTS (FDD pages 62–248)
What This Means (2025 FDD)
According to Basecamp Fitness's 2025 Franchise Disclosure Document, the franchisee (referred to as 'Customer' in this context) may have some liability regarding the equipment. While the 'Owner' (likely referring to a leasing company or the franchisor in some contexts) purchases the equipment at the direction of the Customer, the document explicitly states that the Owner "SHALL HAVE NO LIABILITY...WITH RESPECT TO THE SELECTION...OF THE EQUIPMENT." This suggests that Basecamp Fitness franchisees bear the responsibility for choosing suitable equipment.
Furthermore, the franchisee is responsible for insuring the equipment and indemnifying the Owner against any claims arising from the use, operation, or maintenance of the equipment. The franchisee must maintain property damage and liability insurance, naming Geneva Capital, LLC (or its assigns) as a loss payee and additional insured. This requirement underscores the franchisee's responsibility for potential risks associated with the equipment.
In practical terms, a prospective Basecamp Fitness franchisee should carefully consider their equipment choices and ensure they are appropriate for their studio's needs and comply with any specifications provided by Basecamp Fitness. They should also secure adequate insurance coverage and understand their indemnification obligations to protect themselves from potential liabilities related to the equipment. It is important to note that the franchisee cannot rely on any statements or representations made by the Owner regarding the equipment, further emphasizing the franchisee's due diligence in equipment selection.