ANYTIME FITNESS FRANCHISE DISCLOSURE DOCUMENT

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ANYTIME FITNESS, INC. NOTES TO FINANCIAL STATEMENTS December 31, 2008 Notes receivable consist of the following: Note 6 FIXED ASSETS Fixed assets consist of the following: Note receivable - former franchisee Less current portion Long-term note receivable Leasehold improvements Equipment Fitness equipment Furniture and equipment Website development costs Backend development costs Total Less: Accumulated depreciation Property and equipment, net 2008 $52,500 (16,334) $36,166 Depreciation expense for the year ended December 31,2008 amounted to $279,738. Note 7 INTANGIBLE ASSETS Intangible assets consist of the following: Trademarks Goodwill Promotional video Total Less: Accumulated amortization Net intangible assets 2008 $152,124 184,470 1,039,756 487,029 48,386 418,413 2,330,178 (987,763) $1,342,415 2008 $28,476 31,071 14,378 73,925 (14,378) $59,547 Amortization of intangible assets for the year ended December 31, 2008 amounted to $1,185. 12
ANYTIME FITNESS, INC. NOTES TO FINANCIAL STATEMENTS December 31, 2008 Note 8 LONG-TERM DEBT Long-term debt consists of the following: 2008 Promissory note payable in 60 monthly installments of $4,868 including interest at 6.29%, maturing in March 2013, payable to Anchor Bank. Secured by assets of the Company. $217,001 Promissory note payable in 60 monthly installments of $3,142 including interest at 6.62%, maturing in November 2013, payable to Anchor Bank. Secured by assets of the Company. 155,249 Note payable to bank - this note is not fulJy funded at December 31,2008. There is a maximum funding of up to $160,000, of which $143,407 is funded at December 31, 2008. The note is due November 2013, payable in 60 monthly instalJments, the amount is to be determined once fully funded; including interest at 6.62%. Secured by assets of the Company. 143,407 Note payable to bank - this note is not fully funded at December 31, 2008. There is a maximum funding of up to $140,000, of which $35,390 is funded at December 31, 2008. The note is due March 2014, payable in 60 monthly installments, the amount is to be determined once fully funded; including interest at 7.34%. Secured by assets of the Company. 35,390 Promissory note payable in 48 monthly installments of $3,491 including interest at 7.10%, maturing in November 201 I, payable to Anchor Bank. Secured by assets of the Company. 109,924 Promissory note payable in 60 monthly installments of $2,471 including interest 7.95%, maturing in August 2012, payable to Anchor Bank. Secured by assets of the Company. 92,152 13
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ANYTIME FITNESS FRANCHISE DISCLOSUR
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ANYTIME FITNESS, LLC FRANCmSE DISCL
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operations and licenses. Many state
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1. Anytime Fitness, Inc. v. Reserve
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If you are an existing franchisee t
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Type of Fee (Note 1) Amount (Note 2
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AMOUNT TYPE OF ANYTIME METHOD TO WH
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(7) We require you have an automate
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We may negotiate preferred vendor c
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Section in Franchise Section in Dev
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Under the personal guaranty, which
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$150,000 per location. Gaia will ty
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ITEM 11. FRANCmSOR'S ASSISTANCE, AD
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Name Subjects Taught Background Deb
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the initial training, will provide
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services to the fund. We will not s
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ITEM 13. TRADEMARKS The Franchise A
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Provision b. Renewal or extension o
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Section in Franchise or Provision O
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Section in Franchise or Provision O
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ACCOUNTANT HAS AUDITED THESE FIGURE
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the third (800 members) column. Bec
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State Year Number of Transfers 2006
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Reacquired Ceased Outlets by the Op
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Outlets Outlets at Reacquired Outle
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Name l City and State Telephone Num
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Name l City and State Telephone Num
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FDD EXHIBIT A LIST OF STATE AGENCIE
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Virginia State Corporation Commissi
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FDD EXHIBITB TABLE OF CONTENTS OF O
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150 -151 152 153 153 154 -160 161 -
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FDD EXHIBITC LIST OF FRANCmSEES AS
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Name Scott & Shelby Mitteer Shane M
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Name Address Telephone GymDay Corp.
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Name Address Telephone Full of Life
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Name Address Telephone Colorado 534
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Name Address Telephone Good Life Ve
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Name Address Telephone H-I02 Inc. 1
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Name Address Telephone Chris Naples
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Name Address Telephone Bill Taylor
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Name Address Telephone Make It Happ
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Name Address Telephone Joe Koeppl 1
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Name Address Telephone Temple Keepe
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Name Address Telephone 7350 West St
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Name Address Telephone 24 Fitness,
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Name Address Telephone Dana Cates H
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Name Address Telephone Metairie Fit
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Name Address Telephone Ultimate Sec
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Name Address Telephone NK Fitness,
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Name Address Telephone FIF, Inc. 65
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Name Address Telephone J Abernethy,
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Name Address Telephone Kenneth & Kr
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Name Miranda Hills Miranda Hills Mi
Page 109 and 110: Name Address Telephone Kenny Stubbl
Page 111 and 112: Name Address Telephone West-Am Fitn
Page 113 and 114: Name Address Telephone 24 Fitness,
Page 115 and 116: Name Address Telephone Clifford Pie
Page 117 and 118: Name Address Telephone Rick Whittin
Page 119 and 120: Name Address Telephone Effects Pers
Page 121 and 122: Name Address Telepbone RL W Enterpr
Page 123 and 124: Name Address Telephone Silent Owl,
Page 125 and 126: Name Address Telephone 2101 Broadwa
Page 127 and 128: Name Address Telephone Dennis Rudni
Page 129 and 130: Name Address Telephone Fitness 180,
Page 131 and 132: Name Address Telephone 1604 N Calab
Page 133 and 134: Name Address Telephone Jerry Greger
Page 135 and 136: Name Address Telephone CM Fitness,
Page 137 and 138: Name Address Telephone Erik Recende
Page 139: Name Address Telephone Helen Wada 1
Page 142: Name Address Telephone Scott Schimm
Page 145 and 146: FDD EXHIBITD FINANCIAL STATEMENTS
Page 147 and 148: ANYTIME FITNESS, INC. FINANCIAL STA
Page 150: - This page intentionally left blan
Page 156 and 157: ANYTIME FITNESS, INC. STATEMENT OF
Page 158 and 159: ANYTIME FITNESS, INC. NOTES TO FINA
Page 166 and 167: ANYTllvIE FITNESS, INC. FINANCIAL S
Page 173: SUPPLEMENTAL DISCLOSURES OF CASH FL
Page 182 and 183: FA 12/09 FRANCHISE AGREEMENT ANYTIM
Page 184 and 185: ANYTIME FITNESS FRANCHISE AGREEMENT
Page 186 and 187: fees and a modification to the Prot
Page 188 and 189: 5. MONTHLY FEE A. Monthly Fee. You
Page 190 and 191: 1. We will have ten (10) business d
Page 192 and 193: containing such Marks as we designa
Page 194 and 195: 1. You acknowledge that the mandato
Page 196 and 197: You will also allow us to visit you
Page 198 and 199: insurance program and waive any cla
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Page 202 and 203: C. Applicable Law. If the provision
Page 204 and 205: 17. YOUR COVENANTS NOT TO COMPETE A
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L. Patriot Act. You represent and w
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1. Effective Date: ________ _ FRANC
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PERSONAL GUARANTY AND AGREEMENT TO
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STATE SPECIFIC ADDENDUM TO FRANCHIS
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IN WITNESS WHEREOF, the undersigned
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STATE SPECIFIC ADDENDUM AS REQUIRED
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ADA 12/09 AREA DEVELOPMENT AGREEMEN
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ANYTIME FITNESS® AREA DEVELOPMENT
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provided, however, that you will no
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1. Effective Date: _______ _ AREA D
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PERSONAL GUARANTY AND AGREEMENT TO
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STATE SPECIFIC ADDENDUM TO DEVELOPM
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FDD EXHIBITG STATE SPECIFIC ADDENDA
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5. The Franchise Agreement contains
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TOGETHER WITH A COPY OF ALL PROPOSE
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exercising a right of first refusal
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6. The following is added in Item 1
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Financing Consultant Agreement You,
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FDD EXHffiITI-l US BANK FINANCE DOC
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FDD AMERIFUND FINANCE DOCUMENTS
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SCBEDULE"A" COLLATERAL For the Fina
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FDD ExmBIT 1-3-2
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REQUEST FOR DRIVER'S LICENSE Please
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FDD EXHIBIT 1-3-3
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(9) Lessee shall have no remedy for
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Purchase Option Lease #: _____ _ Fo
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FDD EXHIBIT 1-4 KLC FINANCIAL, INC.
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GAIA Leasing LLC 50 South Sixth Str
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11. Location, Ownership and Use The
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(b) The failure of Lessee to perfor
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EXHIBIT A EARLY TERMINATION SCHEDUL
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FDD EXHIBIT 1-6 LIFE FITNESS FINANC
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Re: "Obligor" Personal Guaranty To
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EQUIPMENT LEASE AGREEMENT THIS AGRE
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and Lessor. At Lessor's option, all
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(b) Lessee shall fail to make any o
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this Lease inures to the benefit of
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IF LESSEE IS OTHER THAN AN INDIVIDU
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EXHIBIT A AGREEMENT OF UNCONDITIONA
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FDD EXHIBIT J PROVISION SECURITY SO
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e. ProVision Materia/s. In connecti
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Hosting Services Fee = $19.99 Monit
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9. General a. Independent Contracto
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ITEM 23. RECEIPT This Disclosure Do
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ITEM 23. RECEIPT This Disclosure Do
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