Does Bananas Smoothies Frozen Yogurt grant franchisees an exclusive territory?

[Item 12: TERRITORY]

ITEM 12 TERRITORY

We grant you the right to operate one restaurant under the Marks at a specific location to be approved by us. You will not receive an exclusive territory. You may face competition from other franchisees, from outlets that we own, or from other channels of distribution or competitive brands that we control. You have no territorial or exclusive rights and the Franchisor has the unfettered right to own, operate, and license others

to own and operate any of our restaurant concepts anywhere, including in the vicinity and market area of your restaurant. You may not conduct the business of your restaurant at any site other than the premises, or relocate your restaurant without our prior written consent. The Franchise Agreement does not provide you with any options, rights of first refusal, or similar rights to acquire additional franchises.

Except for rights expressly granted to you under the Franchise Agreement, we and our affiliates retain all of our respective rights and discretion with respect to our Marks, the System and our restaurants and restaurant concepts anywhere in the world and to engage in any other business, including the right to:

• (a) operate, and grant others the right to operate, any of our restaurants or restaurant concepts at locations and on terms and conditions we deem appropriate;
• (b) sell any products or services under our Marks or under any other trademarks, service marks or trade dress, through other channels of distribution, such as the Internet, catalog sales, telemarketing, or other direct marketing; and
• (c) operate, and grant to others the right to operate, restaurants identified by trademarks, service marks or trade dress, other than the Marks, under terms and conditions we deem appropriate.

If you require a lease site at an approved location other than an airport or an institutional feeding facility, (including, but not limited to, hospitals, hotels, and corporate or school cafeterias), we will grant you a circular area in which we may not franchise or establish a Franchised Business of the same type as you will operate. You will be provided with a protected area having a radius measured from the front door of the Franchised Business in all directions that is one-tenth of a mile from the Franchised Business or in the case of a Regional Shopping Mall, a protected area limited to the Regional Shopping Mall. This radius will be stated in the Franchise Agreement. Except in certain circumstances on a case by case basis, we do not grant a protected area with regard to airports or institutional feeding facilities. We retain the right, to franchise, operate, and/or distribute by any means services and products of the same type offered at your Franchised Business at these airports or institutional feeding facilities. Except as otherwise provided, we retain the right under the Franchise Agreement to use and franchise others to use the System under which your Franchised Business operates and the proprietary marks associated with that System, limited, of course, to locations outside your protected area. We also reserve the right under the Franchise Agreement, to develop and establish other franchise systems for the same or similar or different products or services under other proprietary marks and to operate a Franchised Business under these systems both within and outside of your protected area without granting you any right. We retain the right to develop, operate, and franchise other fast-food and conventional restaurant businesses using different proprietary marks.

We retain (in our sole discretion) the right to:

• 1. establish and grant to other franchisees the right to establish, franchised units anywhere outside or inside the Development Area, on such terms and conditions as we deem appropriate;
• 1. operate and grant franchises to others to operate businesses, whether inside or outside the Development Area,
• 1. operate and grant franchises to others to operate businesses, or provide other services, whether inside or outside the Development Area, that do not use any of the Marks;
• 1. market and sell, inside and outside of the Development Area, through channels of distribution other than those franchised (like Internet, e-commerce, mail order or grocery, retail or convenience stores or through special purpose sites like airports, stadiums, theme parks, etc.), goods and services competitive with goods and services offered by our franchised units, under the Marks or under trade names, service marks or trademarks other than Marks, without any compensation to you;
• 1. purchase, merge, acquire, be acquired by or affiliate with an existing competitive or noncompetitive franchise or non-franchise network, chain or any other business regardless of the location of that other business facilities, and that following this activity we may operate, franchise or license those other businesses and/or facilities under any names or marks other than, while the Area Development Agreement is in effect, the Marks, regardless of the location of these businesses and/or facilities, which may be within the Development Area or immediately outside its border.

Source: Item 12 — TERRITORY (FDD pages 43–46)