copy of the Confidential Operations Manual is kept current and up-to-date; and, in the event of any dispute as to the contents of the Confidential Operations Manual, the terms of the master copy of the Confidential Operations Manual maintained by ATFC shall be controlling.

XV. CHANGES TO MANUAL AND SYSTEMS

FRANCHISEE understands and agrees that due to changes in competitive circumstances, presently unforeseen changes in the needs of customers, and/or presently unforeseen technological innovations, the Systems may need to undergo changes in order that it best serve the interests of the FRANCHISEE, ATFC and the franchise system. Accordingly, the FRANCHISEE expressly understands and agrees that ATFC may from time to time change the components of the Systems, including, but not limited to, altering the computer system including software and hardware, services, methods, standards, form, policies and procedures of the Systems; adding to, deleting from, or modifying those products and services which the Agency is authorized to offer; and, changing, improving or modifying the Marks and making changes to the Manual. Such changes may be sent to FRANCHISEE by supplemental bulletins, notices or by e-mail (the "Supplements"), all of which are a part of the Manual. Subject to the other provisions of this Agreement, FRANCHISEE expressly agrees to abide by any such modifications, changes, additions, deletions and alterations and acknowledge that such modifications, changes, additions, deletions and alterations will require further expenditures by FRANCHISEE. Further, FRANCHISEE agrees to execute any and all documents necessary to effectuate changes including but not limited to computer purchase and leases and software license agreements and maintenance agreements. Changes in software programs or other changes in the System will require FRANCHISEE to upgrade its computer system and incur costs in obtaining other or additional computer hardware, equipment, and software. ATFC agrees to impose such requirements and changes in a reasonable, non-discriminatory manner among other franchisees.

XVI. TRANSFERABILITY OF INTEREST

• A. By ATFC. ATFC is free to assign all of its rights and obligations under this Agreement, and upon such assignment ATFC shall be relieved of all liability under this Agreement, and all rights and obligations shall accrue to the successor or assignee.
• B. By FRANCHISEE. ATFC has the right to reasonably disapprove any person or entity that would have actual, legal or effective control over the Agency and shall have the right to approve any Transfer. Consent to a Transfer shall not be deemed a waiver of ATFC's right to consent to any subsequent Transfers. ATFC will approve a sale, Transfer or change in ownership under the following conditions:
• 1. Governmental Compliance.

Source: Item 22 — CONTRACTS (FDD pages 33–34)