Does the Alloy franchise agreement specify that the Trademarks are licensed to the franchisee?

RECITALS

• A. We and our affiliates have developed a business offering personal training in a group setting delivered by certified instructors under the name "ALLOY";
• B. Our affiliate Alloy Personal Training Solutions, LLC ("Affiliate") owns the ALLOY Trademark and other trademarks ("Trademarks" as defined below) and has licensed to us the right to sublicense the Trademarks used in connection with the operation of an ALLOY facility;
  • D. You desire to develop and operate an ALLOY facility; and
  • E. We have agreed to grant you a franchise subject to the terms and conditions of this Agreement.

In consideration of the foregoing and the mutual covenants and consideration below, you and we agree as follows:

DEFINITIONS

• 1. For purposes of this Agreement, the terms below have the following definitions:

• A. "Business" or "Facility" means the ALLOY Facility you develop and operate pursuant to this Agreement.

• B. "Gross Sales" means the total gross revenue from the provision of all products and services sold or performed in, at, from or away from the Facility, or through or by means of the Business, whether from cash, check, credit card, debit card, barter or exchange, or other credit transactions, and regardless of collection, and including (a) class fees, membership fees, initiation fees, enrollment fees, processing fees, paid-in-full dues, renewal fees, corporate/third party payer fees, monthly dues and any fees or revenue generated and derived during any pre-sales; (b) fees and charges for optional services such as personal training, small group training and other optional programs we design; (c) fees charged to non-members using the Facility's services; and (d) revenue derived from merchandise and product sales. Sales taxes, use taxes, and other similar taxes added to the sales price and collected from the customer and paid to the appropriate taxing authority are deducted from Gross Sales.

• C. "Manual" or "Operations Manual" means any collection of written, video, audio and/or software media (including materials distributed electronically), regardless of title and consisting of various subparts and separate components, all of which we or our agents produce and which contain specifications, standards, policies, procedures and recommendations for your ALLOY Facility, all of which we may change from time to time.

• D. "Owner" means any person or entity who, now or hereafter, directly or indirectly owns an interest in the franchisee when the franchisee is a corporation, limited liability company, or a similar entity other than a partnership entity. If the franchisee is a partnership entity, then each general partner is an Owner, regardless of the percentage of ownership interest. If the franchisee is one or more individuals, each individual is an Owner of the franchisee. Your Owner(s) are identified on the Data Sheet. Every time there is a change in the persons who are your Owners, you must, within 10 days from the date of each such change, update the Data Sheet. As used in this Agreement, any reference to Owner includes all Owners. You must designate in the Data Sheet one of your Owners as your Operating Partner. Your Operating Partner will be our primary contact for your Business, and we may communicate with and rely on the decisions made by your Operating Partner.

• E. "System" means the ALLOY System, which consists of specific equipment, fixtures, furnishings, materials and supplies; methods, uniform standards, specifications and procedures for operations; procedures for management; training and assistance; and merchandising, advertising and promotional programs and other proprietary information, all of which we may change, improve and further develop. The System is identified by the Trademarks. The System includes a proprietary software application (the "Alloy App"). The Alloy App will provide a franchisee with tools to manage and communicate with coaches and clients through a personal profile.

• F. "Trademarks" means the ALLOY Trademark that has been registered in the United States and elsewhere and the trademarks, service marks and trade names set forth in the Manual, as we may modify and change from time to time, and the trade dress and other commercial symbols used in the Facility.

Source: Item 23 — RECEIPTS (FDD pages 69–245)