o any all disputes between Franchisor and any of the Guarantors, as though Guarantor were the "Franchisee" referred to in the Franchise Agreement.

• 6. Miscellaneous. This Agreement will be binding upon the Guarantors and their respective heirs, executors, successors, and assigns, and will inure to the benefit of Franchisor and its successors and assigns.

IN WITNESS WHEREOF, the undersigned Guarantors have caused this Guarantee to be duly executed as of the day and year first above written.

APPENDIX D TO THE FRANCHISE AGREEMENT

LEASE RIDER

WHEREAS, the Franchise Agreement provides that, as a condition to Company's authorizing Franchisee to enter into the Lease, the parties must execute this Lease Rider;

NOW, THEREFORE, in consideration of the mutual undertakings and commitments set forth in this Rider and in the Franchise Agreement, the receipt and sufficiency of which the parties acknowledge, the parties agree as follows:

• 1. During the term of the Franchise Agreement, Franchisee will be permitted to use the Premises for the operation of the Studio and for no other purpose.
• 1. Subject to applicable zoning laws and deed restrictions and to prevailing community standards of decency, Landlord consents to Franchisee's installation and use of such trademarks, service marks, signs, decor items, color schemes, and related components of the beem® Light Sauna system as Company may from time to time prescribe for the Studio.
• 1. Landlord agrees to furnish Company with copies of all letters and notices it sends to Franchisee pertaining to the Lease and the Premises, at the same time it sends such letters and notices to Franchisee. Notice shall be sent to Company by the method(s) as stated in the lease to:

Beem Franchisor LLC Attn: Trevor Lucas, Chief Financial Officer 4000 MacArthur Blvd., Suite 800 Newport Beach, California 92660 Email: trevor@sequelbrands.com

• 1. Company will have the right, without being guilty of trespass or any other crime or tort, to enter the Premises at any time or from time to time (i) to make any modification or alteration it considers necessary to protect the beem® Light Sauna system and marks, (ii) to cure any default under the Franchise Agreement or under the Lease, or (iii) to remove the distinctive elements of the beem® Light Sauna trade dress upon the Franchise Agreement's expiration or termination. Neither Company nor Landlord will be responsible to Franchisee for any damages Franchisee might sustain as a result of action Company takes in accordance with this provision. Company will repair or reimburse Landlord for the cost of any damage to the Premises' walls, floor or ceiling that result from Company's removal of trade dress items and other property from the Premises.
• 1. Franchisee will be permitted to assign the Lease to Company or its designee upon the expiration or termination of the Franchise Agreement. Landlord consents to such an assignment and agrees not to impose any assignment fee or similar change, or to increase or accelerate rent under the Lease, in connection with such an assignment.
• 1. If Franchisee assigns the Lease to Company or its designee in accordance with the preceding paragraph, the assignee must assume all obligations of Franchisee under the Lease from and after the date of assignment, but will have no obligation to pay any delinquent rent or to cure any other default under the Lease that occurred or existed prior to the date of the assignment.
• 1. Franchisee may not assign the Lease or sublet the Premises without Company's prior written consent, and Landlord will not consent to an assignment or subletting by Franchisee without first verifying that Company has given its written consent to Franchisee's proposed assignment or subletting.
• 1. Landlord and Franchisee will not amend or modify the Lease in any manner that could materially affect any of the provisions or requirements of this Lease Rider without Company's prior written consent.
• 1. The provisions of this Lease Rider will supersede and control any conflicting provisions of the Lease.
• 1. Landlord acknowledges that Company is not a party to the Lease and will have no liability or responsibility under the Lease unless and until the Lease is assigned to, and assumed by, Company.

[Signature page follows]

IN WITNESS WHEREOF, the parties have executed this Lease Rider of the date first above written:

| this Guarantee as of the | day of | , | . | |---|---|---|---|

EXHIBIT B TO THE FRANCHISE DISCLOSURE DOCUMENT

Development Agreement

(attached)

DEVELOPMENT AGREEMENT

between

BEEM FRANCHISOR LLC

and

___________

| C U RC Ra E N T A S S E T S | | |---|---| | s h | $ 1 ,0 0 0 ,0 0 0 | | T o ta l a s s e ts | $ 1 ,0 0 0 ,0 0 0 |

TABLE OF CONTENTS

| r r e n t lia b ilitie | $ - | |---|---| Appendix A – Franchisee-Specific Terms

Appendix B – Payment and Performance Guarantee

beem® LIGHT SAUNA DEVELOPMENT AGREEMENT

THIS AGREEMENT (this "Agreement") is made and entered into as of the date set forth on Appendix A of this Agreement (the "Effective Date") (Appendix A and all appendices and schedules attached to this Agreement are hereby incorporated by this reference) between Beem Franchisor LLC, a Delaware limited liability company with its principal place of business at 4000 MacArthur Blvd., Suite 800, Newport Beach, California 92660 ("Franchisor"), and the person or entity identified on Appendix A as the franchisee ("Franchisee") with its principal place of business as set forth on Appendix A. In this Agreement, "we," "us," and "our" refers to Beem Franchisor LLC. "You" and "your" refers to Franchisee.

RECITALS

• A.

Source: Item 23 — RECEIPT (FDD pages 71–230)