do 80202 and | | | , | a | | , | having | its | principal | business | address | | at ("Franchisee"). | | | | | | | | |

INTRODUCTION

• A. BNC is the exclusive licensee in the United States of America, including its territories and possessions (collectively, the "Territory") of all proprietary and other property rights and interests in and to certain trade names, service marks and/or trademarks, including BENIHANA®, BENIHANA OF TOKYO®, and the "Flower" symbol (collectively, the "Marks").
• B. BNC owns, operates, sponsors, franchises, and licenses the Marks for use at a system of restaurants utilizing the Marks and operating under the name BENIHANA (the "BENIHANA Restaurants"); and the BENIHANA Restaurants offer distinctive products and services utilizing a distinctive business format, including color schemes, designs, signage, equipment, layouts, operating systems, methods, procedures, standards, techniques and proprietary information, and marketing and advertising standards and formats, all of which have been and may be modified, amended, supplemented or further developed from time to time (the "BENIHANA System"); and
• C. As part of the BENIHANA System, BNC has and continues to establish specific operating standards for various aspects of the BENIHANA System, including the location, physical characteristics and operating procedures and business processes of BENIHANA Restaurants; the BENIHANA menu; products sold; product specifications; qualifications of suppliers; qualifications, organization and training of franchisees and their personnel; marketing of products and the BENIHANA System in use at BENIHANA Restaurants; and all other things affecting the experience of consumers who patronize BENIHANA Restaurants (the "BENIHANA Standards").
• D. BNC has expended time, effort and money to acquire experience and skill in the development of the BENIHANA System and the BENIHANA Standards, and BNC continues to develop, use and control the use of the Marks in order to identify for the public the source of services and products marketed and offered at BENIHANA Restaurants, and to represent the high standards of quality, cleanliness, appearance and service that are part of the BENIHANA System as represented by the BENIHANA Standards.
  • E. Franchisee understands and acknowledges the importance of the BENIHANA Standards

relating to product quality, cleanliness, appearance and customer service that are part of the BENIHANA System, and Franchisee acknowledges the necessity of operating the BENIHANA Restaurant franchised under this Agreement in conformity with all requirements of the BENIHANA System, including the BENIHANA Standards.

F. Franchisee desires to acquire a license to use the Marks and the BENIHANA System in connection with the operation of a BENIHANA Restaurant at a single location specified in this Agreement.

AGREEMENT

NOW, THEREFORE, in consideration of the mutual covenants and agreements hereinafter contained and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

ARTICLE 1. GRANT OF FRANCHISE; FRANCHISE TERM

• 1.1 The Introduction paragraphs set forth above are hereby incorporated in this Article 1 by reference as if set forth fully herein.
• 1.2 BNC hereby grants to Franchisee and Franchisee accepts a non-exclusive license to operate a single quick-service retail food location, with a limited menu and requiring limited equipment, branded as a BENIHANA® outlet (the "Restaurant") at the location identified in the accompanying Contract Data Sheet attached as Exhibit A hereto (the "Location"), using the Marks and the BENIHANA System solely in accordance with the BENIHANA Standards and the particular terms of this Agreement.

Source: Item 22 — CONTRACTS (FDD pages 73–74)