An air-conditioning apparatus includes a heat medium side device with plural pumps for circulating the heat medium related to the heating or the cooling of plural intermediate heat exchangers. Plural use side heat exchangers exchange heat between the heat medium and air. Plural flow path switching valves switch the flow path for supplying the heat medium related to a selected system among the heating media circulating in plural systems to each use side heat exchanger. A relay unit side control device controls the flow path switching valves so as to circulate the heat medium between the use side heat exchanger causing the heat medium to absorb the heat and the use side heat exchanger causing the heat medium to emit the preferentially set heat, when it is determined that it is impossible to perform the heating or the cooling of the heat medium by the intermediate heat exchanger.