For Fly Fitness, what events are included under the definition of 'Termination' of the Franchise Agreement?
Fly_Fitness Franchise · 2024 FDDAnswer from 2024 FDD Document
WHEREAS, Franchisee desires to enter into a franchise agreement with Franchisor for a Fly Fitness business ("Franchise Agreement") which will allow Franchisee to conduct internet-based advertising, maintain social media accounts, and use telephone listings linked to the Fly Fitness brand.
WHEREAS, Franchisor would not enter into the Franchise Agreement without Franchisee's agreement to enter into, comply with, and be bound by all the terms and provisions of this Agreement;
NOW, THEREFORE, for and in consideration of the foregoing and the mutual promises and covenants contained herein, and in further consideration of the Franchise Agreement and the mutual promises and covenants contained therein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Definitions
All terms used but not otherwise defined in this Agreement shall have the meanings set forth in the Franchise Agreement. "Termination" of the Franchise Agreement shall include, but shall not be limited to, the voluntary termination, involuntary termination, or natural expiration thereof.
2. Internet Advertising and Telephone Accounts
- 2.1 Interest in Web Sites, Social Media Accounts and Other Electronic Listings. Franchisee may acquire (whether in accordance with or in violation of the Franchise Agreement) during the term of Franchise Agreement, certain right, title, or interest in and to certain domain names, social media accounts, hypertext markup language, uniform resource locator addresses, access to corresponding internet web sites, and the right to hyperlink to certain web sites and listings on various internet search engines (collectively, "Electronic Advertising") related to the Franchised Business or the Marks.
- 2.2 Interest in Telephone Numbers and Listings. Franchisee has or will acquire during the term of the Franchise Agreement, certain right, title, and interest in and to those certain telephone numbers and regular, classified, internet page, and other telephone directory listings (collectively, the "Telephone Listings") related to the Franchised Business or the Marks.
- 2.3 Transfer. On Termination of the Franchise Agreement, or on periodic request of Franchisor, Franchisee will immediately:
Source: Item 22 — CONTRACTS (FDD pages 44–45)
What This Means (2024 FDD)
According to Fly Fitness's 2024 Franchise Disclosure Document, the definition of "Termination" of the Franchise Agreement includes voluntary termination, involuntary termination, or natural expiration of the agreement. This definition is relevant to the agreement concerning internet-based advertising, social media accounts, and telephone listings linked to the Fly Fitness brand.
Upon termination of the Franchise Agreement, the franchisee must immediately transfer all rights and interests in electronic advertising (domain names, social media accounts, website URLs, etc.) and telephone listings to Fly Fitness. This transfer is required regardless of whether the franchisee acquired these assets in accordance with or in violation of the Franchise Agreement.
This clause ensures that Fly Fitness maintains control over its brand and online presence, even after a franchise agreement ends. A prospective franchisee should understand that they will lose all rights to any online or telephone assets they have built up during the term of the franchise upon termination, regardless of the reason for termination.