What does the All County Franchise Agreement define as the 'Advertising Fund'?

• "Advertising Fund" means the pool of money controlled by All County Property Management Franchise Corp. for the purpose of advertising, marketing and other promotional activities to promote ALL COUNTY® businesses.

17.1. Advertising Fund. We may establish an advertising fund ("Advertising Fund") for such advertising, marketing and public relations programs and materials as we deem necessary or appropriate in our sole business judgment. The Advertising Fund is intended to maximize recognition of the Marks and patronage of ALL COUNTY® businesses**.** We will endeavor to utilize the Advertising Fund to develop advertising and marketing materials and programs and to place

advertising that will benefit all ALL COUNTY® businesses. You will be required to contribute to the Advertising Fund as set forth in this Agreement.

• 17.1.1. Contribution. Each Accounting Period during the Term of the Agreement, you agree to contribute to the Advertising Fund an amount which shall be calculated as either the greater of one percent (1%) of Gross Revenue the Business derived during the respective Accounting Period or One Hundred Ninety Five Dollars ($195) (the "Ad Fee").

The Ad Fee shall be payable monthly at the same time and in the same manner as the Royalty due hereunder.

• 17.1.2. Control. We will direct and control all programs financed by the Advertising Fund, with sole business judgment over the creative concept materials and endorsements used therein and the geographic market and media placement and allocation thereof.

We may do the marketing and advertising or we may elect to outsource the marketing and advertising to an agency.

• 17.1.3. Purpose of Advertising Fund. The Advertising Fund may be used to pay the costs of maintaining, administering, directing, conducting and preparing advertising, marketing, public relations, and/or promotional programs and materials, and any other activities which we believe will enhance the image of the System, including, among other things, the costs of preparing and conducting radio, cable television and print advertising campaigns; developing, maintaining, and updating a Website on the Internet; direct mail advertising; marketing surveys; employing advertising and/or public relations agencies to assist therein; purchasing promotional items; and providing promotional and other marketing materials and services to the businesses operating under the System.

The Advertising Fund will furnish you with samples of advertising, marketing formats, promotional formats and other materials at no additional cost to you when we deem appropriate.

Multiple copies of such materials will be furnished to you at our direct cost of producing them plus any related shipping, handling and storage charges.

• 17.2. Accounting of Advertising Fund.

The Advertising Fund will be accounted for separately from our other funds and will not be used to defray any of our general operating expenses, except for such reasonable salaries, administrative costs, travel expenses and overhead as we may incur in activities related to the administration and operation of the Advertising Fund and its programs.

Nor are we under any obligation to ensure that any ALL COUNTY® business will benefit directly or in proportion to its Ad Fees paid to the Advertising Fund from the development of advertising and marketing materials or the placement of advertising.

Source: Item 23 — Receipts (FDD pages 43–157)