Under what conditions can Fly Fitness exercise its rights and remedies?
Fly_Fitness Franchise · 2024 FDDAnswer from 2024 FDD Document
- b. Covenantor agrees that in the event of a breach of this Agreement, Franchisor would be irreparably injured and be without an adequate remedy at law.
Therefore, in the event of such a breach, or threatened or attempted breach of any of the provisions hereof, Franchisee is obligated to enforce the provisions of this Agreement and shall be entitled, in addition to any other remedies that are made available to it at law or in equity, to a temporary and/or permanent injunction and a decree for the specific performance of the terms of this Agreement, without the necessity of showing actual or threatened harm and without being required to furnish a bond or other security.
Increase in Coverage.The levels and types of insurance stated herein are minimum requirements.
Franchisor reserves the right to raise the required minimum requirements for any type of insurance or add additional types of insurance requirements as Franchisor deems reasonably prudent to require.
Within thirty (30) days of any such required new limits or types of coverage, Franchisee must submit proof to Franchisor of Franchisee's coverage pursuant to Franchisor's requirements.
- 15.6 Indemnification.
TO THE FULLEST EXTENT PERMITTED BY LAW, FRANCHISEE AGREES TO EXONERATE AND INDEMNIFY AND HOLD HARMLESS FLY FITNESS FRANCHISE, L.L.C., FLY HOLDINGS, LLC, LICENSOR, AND ANY OF THESE COMPANIES' PARENT COMPANY, SUBSIDIARIES, DIVISIONS, AFFILIATES, SUCCESSORS, ASSIGNS AND DESIGNEES AS WELL AS THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SHAREHOLDERS, SUCCESSORS, DESIGNEES AND REPRESENTATIVES (COLLECTIVELY REFERRED TO AS THE "FLY FITNESS INDEMNITEES"), FROM ALL CLAIMS BASED UPON, ARISING OUT OF, OR IN ANY WAY RELATED TO THE OPERATION, CONDITION, OR ANY PART OF FRANCHISEE'S FLY FITNESS FRANCHISE, THE FRANCHISED BUSINESS, THE PRODUCTS, THE PREMISES, OR ANY ASPECT OF THE REAL ESTATE CONNECTED TO FRANCHISEE'S FRANCHISED BUSINESS, WHETHER CAUSED BY FRANCHISEE, FRANCHISEE'S AGENTS OR EMPLOYEES, OR ARISING FROM FRANCHISEE'S ADVERTISING OR BUSINESS PRACTICES.
FRANCHISEE AGREES TO PAY FOR ALL THE FLY FITNESS INDEMNITEES' LOSSES, EXPENSES (INCLUDING, BUT NOT LIMITED TO ATTORNEYS' FEES) OR CONCURRENT OR CONTRIBUTING LIABILITY INCURRED IN CONNECTION WITH ANY ACTION, SUIT, PROCEEDING, INQUIRY (REGARDLESS OF WHETHER THE SAME IS REDUCED TO JUDGMENT OR DETERMINATION), OR ANY SETTLEMENT THEREOF FOR THE INDEMNIFICATION GRANTED BY FRANCHISEE HEREUNDER.
Source: Item 22 — CONTRACTS (FDD pages 44–45)
What This Means (2024 FDD)
According to Fly Fitness's 2024 Franchise Disclosure Document, Fly Fitness has the right to exercise its rights and remedies in the event of a breach or threatened breach of the agreement by the franchisee. Specifically, if the franchisee, or a related party such as a principal, violates the non-compete or confidentiality clauses, Fly Fitness can seek legal recourse. This includes situations where the franchisee attempts to divert business, participates in a competing business, or seeks to employ Fly Fitness's staff.
Fly Fitness is entitled to a temporary or permanent injunction and specific performance of the franchise agreement terms. This means a court order could compel the franchisee to stop the breaching behavior and fulfill their contractual obligations. Fly Fitness does not need to demonstrate actual harm or provide a bond or security to obtain such injunctive relief. This provision is designed to protect Fly Fitness's brand, trade secrets, and customer relationships.
Furthermore, Fly Fitness can increase insurance coverage requirements and add additional types of insurance as deemed reasonably prudent. If Fly Fitness raises the minimum insurance requirements or adds new types of coverage, the franchisee must submit proof of coverage within thirty days. The franchisee is also obligated to indemnify Fly Fitness from claims related to the operation of the franchise, the franchised business, products, premises, or any aspect of the real estate connected to the franchised business, covering losses and expenses, including attorney's fees.
In summary, Fly Fitness has broad rights and remedies to protect its interests, particularly concerning breaches of contract, non-compete violations, and ensuring adequate insurance coverage and indemnification. A prospective franchisee should carefully review these provisions to understand their obligations and the potential consequences of non-compliance.