What is the purpose of the Beggars Pizza Site Selection Addendum?

tain trade secret food ingredients for use in the System including, without limitation, pizza dough, spaghetti and pizza sauces, sausage, and secret spice blends, and may develop additional trade secret food ingredients during the term hereof from time to time;

WHEREAS, Franchisee desires to enter into the business of operating a Beggars Pizza® restaurant under the System and Proprietary Marks, and wishes to enter into an agreement with Franchisor for that purpose, and to receive the training and other assistance provided by Franchisor in connection therewith; and

WHEREAS, Franchisee understands and acknowledges the importance of Franchisor's high standards of quality, cleanliness, appearances, and service and the necessity of operating the business franchised hereunder in conformity with Franchisor's standards and specifications.

NOW, THEREFORE, in consideration of the terms and conditions hereinafter set forth, and other good and valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, agree as follows:

1. GRANT

• 1.1 Grant of Franchise. Franchisor grants to Franchisee the right and Franchisee undertakes the obligation, upon the express terms and conditions set forth in the Agreement, to establish and operate a Beggars Pizza® restaurant under the Proprietary Marks and System (the "Restaurant") and to use the Proprietary Marks and the System, as they may be changed and improved from time to time at Franchisor's sole discretion, solely in connection therewith.Approved Location. Franchisee must operate the Restaurant only at the location identified in Exhibit A (the "Approved Location"). If, at the time of execution of the Agreement, a location for the Restaurant has not been obtained by Franchisee and approved by Franchisor, Franchisee must lease or acquire a location within ninety (90) days after the date of the Agreement, subject to Franchisor's approval, as provided for in the Site Selection Addendum attached hereto as Exhibit B. Franchisee will not relocate the Restaurant without the prior written approval of Franchisor. Franchisor may withhold approval of relocation in Franchisor's sole discretion.
• 1.3 Franchisee's Territory. Except as otherwise provided in the Agreement, Franchisor will not establish or operate, nor license any other person to establish or operate, a Beggars Pizza® restaurant under the System and the Proprietary Marks at any location within the territory described in Exhibit A ("Franchisee's Territory"), during the term of the Agreement. Franchisor and its affiliates further retain the rights, among others, on any terms and conditions Franchisor deems advisable, and without granting Franchisee any rights therein:
• 1.3.1 To establish and operate, and license others to establish and operate, a Beggars Pizza® restaurant under the System and the Proprietary Marks at any location outside Franchisee's Territory;
• 1.3.2 To accept delivery orders and deliver, and allow other franchisees to accept delivery orders and deliver, any products (including, without limitation, products sold at the Restaurant) in Franchisee's Territory;
• 1.3.3 To establish and operate, and license other parties to establish and operate, Beggars Pizza® restaurants under the System and Proprietary Marks in Franchisee's Territory at any existing or future (a) shopping malls, (b) airports, (c) bus and train depots and other transportation terminals, (d) entertainment facilities (including, without limitation, sports stadiums) and theme parks, and (e) rest stops, plazas, and similar locations accessible from limited access highways;
• 1.3.4 To directly or indirectly sell or distribute, or license others to sell or distribute, products that are the same as or similar to those offered under the System and any other products or services at any location other than a Beggars Pizza® restaurant (notwithstanding its proximity to the Approved Location) whether within or outside Franchisee's Territory under the same or different Proprietary Marks including, without limitation, sales made at supermarkets,

convenience stores, markets, and grocery stores, and over the Internet and/or other on-line networks and other communications methods now or hereafter devised of any nature whatsoever;

• 1.3.5 To acquire and operate any business or store of any kind under different proprietary marks at any location (notwithstanding its proximity to the Approved Location) whether located within or outside Franchisee's Territory; and
• 1.3.6 To acquire, merge with, or otherwise affiliate with, and thereafter own and operate, and franchise or license others to own and operate, any business of any kind including, without limitation, any business that offers products the same as or similar to those offered under the System or that uses the Proprietary Marks or any other system or marks within and outside Franchisee's Territory notwithstanding any other provision hereof.
• 1.4 Supplementing the System. Franchisee acknowledges that the System may be supplemented, improved, and otherwise modified from time to time by Franchisor. Franchisee must comply with all reasonable requirements of Franchisor in that regard including, without limitation, offering and selling new or different products or services as specified by Franchisor.

**2.

Source: Item 22 — CONTRACTS (FDD page 39)