Does Basecamp Fitness have the right to change the standards of quality and service for Basecamp Fitness studios?
Basecamp_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
T RIGHTS | 25 | | 13 ASSIGNMENT OF FRAN | CHISE AGREEMENT | 25 | | 14. OUR TERMINATION RI | GHTS | 27 | | 15. YOUR TERMINATION I | RIGHTS: NOTICE REQUIRED | 30 | | 16. YOUR OBLIGATIONS U | JPON TERMINATION OR EXPIRATION | 30 | | 17. YOUR COVENANTS NO | OT TO COMPETE | 32 | | 18. ENFORCEMENT | | 33 | | 19. RIGHT OF FIRST REFU | SAL | 36 | | 20. MISCELLANEOUS | | 36 | | | `S | | RIDER 40
BASECAMP FITNESS FRANCHISE AGREEMENT
THIS FRANCHISE AGREEMENT ("Agreement") is made as of the Effective Date set forth in the Rider attached to this Agreement (the "Rider") between BASECAMP FITNESS FRANCHISOR LLC, a Delaware limited liability company ("we" or "us") and the person or persons named in the Rider as "Franchisee" ("you").
RECITALS:
- A. We along with our predecessors have developed a system of operating boutique interval training fitness studios under the "Basecamp" and "Basecamp Fitness" service marks that offer short, high intensity guided workouts that combine strength, cardio and core training in a fast-paced, high-energy environment. We grant franchises to qualified candidates for the establishment and operation of these studios. We license our trademark rights in "Basecamp" and "Basecamp Fitness" and may in the future adopt, use and license additional or substitute trademarks, service marks, logos and commercial symbols in connection with the operation of Basecamp Fitness studios (collectively, the "Marks"). These studios use our methods, procedures, standards, specifications and the Marks, all of which we may improve, further develop or otherwise modify from time to time (all of which are collectively referred to as the "System").
- B. You acknowledge that the Basecamp Fitness concept is a relatively new concept. As such, the methods of operation for a Basecamp Fitness studio continue to evolve. These businesses and the System will evolve over time, and such evolution will likely result in numerous changes to the System, some of which may require additional investment by you.
- C. You acknowledge that you have had an adequate opportunity to be thoroughly advised of the provisions of this Agreement and our Franchise Disclosure Document and have had sufficient time and opportunity to evaluate and investigate the System and the procedures and financial requirements associated with the System, as well as the competitive market in which it operates.
- D. You desire to operate a Basecamp Fitness franchise that will conform to our uniform requirements and quality standards as established from time to time by us.
AGREEMENTS:
1. GRANT OF FRANCHISE; FRANCHISED LOCATION
- A. Grant of Franchise. Subject to the provisions stated below, we license to you a personal franchise to operate a Basecamp Fitness studio (your "Basecamp Studio") in conformity with our System at the location described on the Rider (the "Franchised Location"). You accept the license and undertake the obligation to operate your Basecamp Studio using the System and in compliance with our standards. Your Basecamp Studio may only be operated at the Franchised Location. If you would like to open a second or subsequent location, you must sign a new franchise agreement on our then-current form for each location, and pay the applicable franchise fees for each location.
- B. Protected Territory. Included in the Rider is a map or description of an area surrounding the Franchised Location (the "Protected Territory"). Except as specified in this Section, in Section 2.B, or in the Rider, during the term of this Agreement, we will not operate or license to anyone else the right to operate a Basecamp Fitness studio physically located in the Protected Territory. You acknowledge and agree that: (i) 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 Fitness studios) at locations outside the Protected Territory even if they compete with your Basecamp Studio for customers or members;
Source: Item 22 — CONTRACTS (FDD pages 61–62)
What This Means (2025 FDD)
According to Basecamp Fitness's 2025 Franchise Disclosure Document, Basecamp Fitness retains significant rights to modify the standards and operations of its franchise system. The agreement states that the methods of operation for a Basecamp Fitness studio continue to evolve and such evolution will likely result in numerous changes to the System, some of which may require additional investment by the franchisee. This indicates that Basecamp Fitness can implement changes to the system, potentially requiring franchisees to adapt and invest further in their studios.
Basecamp Fitness has the right to protect and maintain all rights to the Marks against encroachment, misuse or unauthorized use and against all challenges to any rights of its use, as it deems appropriate. If it becomes advisable at any time, in Basecamp Fitness's sole discretion, to modify or discontinue use of any Mark, or to discontinue using any Mark, or if there is an adjudication by a court of competent jurisdiction that any party's rights to any of the Marks are superior to theirs, then upon written notice from Basecamp Fitness, the franchisee will, at their sole expense, immediately adopt and use the changes and amendments to the Marks that are specified by Basecamp Fitness in writing. This includes the right to modify or discontinue the use of any mark, and franchisees must comply with these changes at their own expense.
Furthermore, franchisees must operate their Basecamp Studio in conformance with all mandatory provisions of the Manual, which Basecamp Fitness has the right to revise at any time or add additional manuals. Franchisees must incorporate all revisions into the Manual, and at all times any hard copies of the Manual (including any additional manuals) will remain on the premises of their Basecamp Studio. This gives Basecamp Fitness the power to change operational procedures and standards through updates to the manual, which the franchisee is obligated to implement. Basecamp Fitness also arranges a mystery shopping service to periodically assess a franchisee's Basecamp Studio member/customer experience during the term of the Agreement and will provide those results to the franchisee so that they can make any changes necessary to improve the service experience for their members and other customers. This allows Basecamp Fitness to monitor service quality and mandate improvements.