What is the relationship between the B Bops franchisee's obligation to maintain the restaurant's appearance (Item 9) and the franchisor's standards for the Licensed Marks (Item 13)?

| | RECITALS: | |

WHEREAS, Company is engaged in the business of licensing the operation by others of double drive-through fast food restaurants known as "B-Bop's", which sell, among other items, hamburgers, french fries and beverages (hereinafter referred to as a "B-Bop's Restaurant"); and

WHEREAS, Company has designed a distinctive system for establishing, operating and promoting a B-Bop's Restaurant, which system includes, but is not limited to, a unique and readily recognizable design, color scheme, decor, layout and signage for the business premises, equipment selection and installation, accounting methods, advertising and promotional techniques, personnel training and a confidential manual of operating procedures containing specially designed methods for operation of a B-Bop's Restaurant (hereinafter collectively referred to as the "Licensed System"); and

WHEREAS, each B-Bop's Restaurant is operated in connection with and through use of the "B-Bop's" name and through the use of certain related logos (hereinafter collectively referred to as "Licensed Marks"); and

WHEREAS, Company and its affiliates have made a substantial investment in developing and perfecting the Licensed System and in advertising and promoting the Licensed Marks, both of which are recognized as representing the highest standards of quality and service; and

WHEREAS, Franchisee desires to establish and operate a B-Bop's Restaurant at the location hereinafter designated, to use in connection therewith the Licensed System and the Licensed Marks and to derive the benefits of Company's information, experience, advice, guidance and customer goodwill; and

WHEREAS, Franchisee recognizes the importance to Company and to the public of maintaining the integrity, qualities and attributes of products associated with the Licensed Marks and is willing to adhere to certain uniform standards, policies and procedures to maintain such integrity, qualities and attributes.

NOW, THEREFORE, in consideration of the foregoing recitals and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. GRANT AND ACCEPTANCE OF FRANCHISE. Company hereby grants to Franchisee, and Franchisee hereby accepts from Company, a nonexclusive right, license and franchise to establish and operate a B-Bop's Restaurant (the "Franchise") at the following location only:

(the "Franchise Premises"), and to use only in connection therewith the Licensed System and Licensed Marks, together with such other confidential and valuable information and trade secrets as may now or hereafter exist and constitute a portion of the Licensed System, all upon the terms and conditions set forth in this Agreement. Franchisee agrees to establish, maintain, operate and promote the Franchise in compliance with the provisions of this Agreement and with Company's standards, policies and procedures as prescribed from time to time by Company in the confidential operations manual provided by Company (the "Operations Manual"). Franchisee may not directly or indirectly subfranchise, sublicense or in any other manner authorize any other person to own or operate a B-Bop's Restaurant or to utilize in any manner all or any portion of the Licensed System or the Licensed Marks. Franchisee acknowledges that the rights granted hereunder are limited to operation of a B-Bop's Restaurant on the Franchise Premises exclusively and that Franchisee shall have no right to operate a B-Bop's Restaurant at any other location, whether on a permanent or temporary basis.

• 1. TERM.