Does the Bambu MUD agreement grant exclusive rights to the franchisee?

h shoppes under the terms and conditions contained in this MUD Agreement.

The parties therefore agree as follows:

1. GRANT OF DEVELOPMENT RIGHTS

• 1.1. Development Area. Bambu grants to Franchisee the right to develop and establish the number of shoppes described in the Addendum using Bambu's Marks and Bambū system in the geographic area described in the Addendum attached hereto (the "Development Area"). Except pursuant to Section 4.1 below, Bambu shall not establish, nor shall it license any other party to establish, shoppes using the Marks and Bambū system anywhere within the Development Area for so long as this MUD Agreement is in effect. Notwithstanding the foregoing, there may be existing Franchise Agreements in effect as of the date of this MUD Agreement under which Bambu has granted rights to third parties to operate Bambū shoppes in the Development Area (the "Existing Shoppes"). Franchisee agrees and acknowledges that the Franchise Agreements for such Existing Shoppes may remain in effect, and nothing in this MUD Agreement shall prevent, prohibit, or restrict the operations of such Existing Shoppes. Bambu may renew the Franchise Agreements or enter into successor Franchise Agreements for such Existing Shoppes.
• 1.2. Franchisor's Reservation of Rights. Franchisee acknowledges that the rights granted in this MUD Agreement are non-exclusive and that Bambu, for itself and its affiliates, successors and assigns, reserves the rights, among others:
  • (a) to use the Marks to identify any type of products and services, promotional and marketing efforts or related items, and to identify products and services distributed or otherwise made available through alternative channels of distribution (other than Bambū shoppes), at any

location, and on any terms and conditions as Bambu determines including, but not limited to, sales through channels such as wholesale or retail distribution, Internet marketing and distribution, social media marketing, mail order, catalog, retail store display or made-to-order or pre-packaged product sales in grocery stores, at any location;

• (b) to use and license the use of different proprietary marks or methods (for example, if Bambu acquires or is acquired by another business that provides products and services similar to or the same as a shoppe) in connection with the sale of products and services similar to or the same as those which Franchisee sells, whether in alternative channels of distribution or through owning, developing, operating or franchising stores which are the same as, or similar to, or different from Bambū shoppes, at any location, and on any terms and conditions as determined by Bambu;
• (c) To use and to license others to use the Marks and Bambū system to establish restaurants similar to Bambū shoppes that service walkup and drive-thru customers but without indoor seating (a "Drive-Thru shoppe"), at any location, including in Franchisee's Development Area; provided that if Bambu desires to open or permit someone else to open a Drive-Thru shoppe in Franchisee's Development Area, Bambu will give Franchisee a right of first refusal to participate in the Drive-Thru shoppe with either partial or whole ownership thereof;
• (d) to use and license others to use the Marks and Bambū system to establish shoppes at Institutional Facilities at any location. "Institutional Facilities" means outlets that serve primarily customers located within a captive facility, such as parks charging admission, stadiums, amusement parks, theaters, art centers, airports, transportation facilities, department stores, business and industrial complexes, museums, educational facilities, hospitals, military complexes, buyer club facilities, casinos, resorts, hotels, and convention centers. Bambu, on behalf of itself, its affiliates and designees, reserves the right to contract with Institutional Facilities to develop and operate shoppes within these facilities;

Source: Item 23 — Receipts (FDD pages 52–209)