Does Beyond Juicery Eatery grant exclusive territories to franchisees?

ory. Your Development Territory is not dependent upon achievement of a certain sales volume, market penetration, or any other contingency. 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.

Your Franchise Agreement gives you the right to operate a Restaurant and utilize our Trademarks and System at a single location in the designated area described in Attachment 1 of the Franchise Agreement ("Designated Area"). The Designated Area will typically range from a minimum area of zero (limited to your Restaurant property) to a maximum area of 1 mile. In certain instances, such as the existence of physical boundaries like rivers, multi-landed highways, and the like, the size of the Designated Area will not exceed one half (1/2) mile as measured by us. We negotiate with you on the size of the Designated Area based on various factors such as population and development density,

demographics, traffic patterns, existing locations and viability of those locations, competition, proximity to shopping centers, and market feasibility.

Within your Designated Area, neither we nor our affiliates have or will grant franchises or operate company-owned or affiliate-owned brick and mortar Restaurants using our Trademarks. Notwithstanding the foregoing, under the Franchise Agreement, enclosed malls, institutions (such as without limitation, hospitals, schools, military bases, or convention centers), airports, parks (including theme parks), casinos, and sports arenas will be excluded from your Designated Area and we may open other Restaurants, or franchise the right to open Restaurants to other persons, at any of these locations, regardless of where they are located and regardless of the name under which they operate. As a result, you do not receive an "exclusive" territory since we and our affiliates also have the right, in our sole discretion, to grant or operate other franchises outside of your Designated Area even if they compete for or deliver to customers within your Designated Area. If the Restaurant is located in an enclosed mall, institution, airport, casino, park, or sports arena, then the Franchisee's Designated Area will be limited to the confines of that enclosed mall, institution, airport, casino, park, or sports arena. You may face competition from other franchisees, from outlets that we own, or from other channels of distribution or competitive brands that we control.

Except as expressly limited by the preceding paragraphs, we and our affiliates retain all rights with respect to Beyond Juicery + Eatery Restaurants, the Trademarks, the sale of similar or dissimilar products and services, and any other activities we deem appropriate whenever and wherever we desire, including, but not limited to:

• 1. The right to establish and operate, and to grant to others the right to establish and operate similar business or any other businesses offering similar or dissimilar products and services through similar or dissimilar channels of distribution, at any locations inside or outside your Territory or Designated Area under trademarks or service marks other than the Trademarks and on any terms and conditions we deem appropriate;
• 1. The right to provide, offer and sell, and to grant others the right to provide, offer, and sell, goods and services that are identical or similar to and/or competitive with those provided at Beyond Juicery + Eatery Restaurants, whether identified by the Trademarks or other trademarks or service marks, through dissimilar channels of distribution (including, without limitation, retail manufacturing and distribution, ghost kitchens, mobile food trucks or trailers, off-site catering, vending, cleanses, subscription, and other sales and programs through co-branded locations and internet or similar electronic media) both inside and outside your Territory or Designated Area and on any terms and conditions we deem appropriate;
• 1. The right to establish and operate, and to grant to others the right to establish and operate, businesses offering dissimilar products and services, both inside and outside your Territory or Designated Area under the Trademarks and on any terms and conditions we deem appropriate;
• 1. The right to operate, and to grant others the right to operate, Beyond Juicery + Eatery Restaurants located anywhere outside your Territory or Designated Area under any terms and conditions we deem appropriate and regardless of the proximity to the Restaurant;
• 1. The right to acquire the assets or ownership interests of one or more businesses providing products and services similar to those provided at Beyond Juicery + Eatery Restaurants, and franchising, licensing, or creating similar arrangements with respect to these businesses once acquired, wherever these businesses (or the franchisees or licensees of these businesses) are located or operating (including in your Territory or Designated Area); and
• 1. The right to be acquired (whether through acquisition of assets, ownership interests or otherwise, regardless of the form of transaction) by a business providing products and services similar to those provided at Beyond Juicery + Eatery Restaurants, or by other business, even if such business operates, franchises, and/or licenses competitive businesses in your Territory or Designated Area.
• 1. Modify your Delivery Area in our sole and absolute discretion and allow third-party delivery service providers to make deliveries inside your Designated Area.

We are not required to pay you if we exercise any of the rights specified above inside your Territory or Designated Area. Nor are we responsible for any loss in sales due to a modification of your Delivery Area.

You must receive our approval before relocating your Restaurant within your Designated Area. In determining whether to allow you to relocate your unit, we consider the same factors we would consider in initially approving a site for your Restaurant. In addition, we consider such factors as whether you have:

• 1. Removed all obligations from the previous location (e.g., land or building lease, land contract, property, or sales taxes);
• 1. Previously violated your Franchise Agreement, any health codes, or other state or local ordinances, or regulations;
• 1. Made full payment of all monies owed to us; and
• 1. Received prior approval, from us, for the proposed location.

You may not relocate your Restaurant outside of your Designated Area. You may not establish additional outlets within or outside of your Designated Area without purchasing an additional franchise from us.

You are not restricted from soliciting sales or accepting orders from outside of your Designated Area, however, with the exception of making deliveries within your Delivery Area, if any, you may not use any alternative channels of distribution which are expressly reserved to us. You acknowledge that customers may submit orders through third-party mobile applications and delivery services. We reserve the right to allow third-party delivery service providers to make deliveries in your Designated Area. Continuation of your Designated Area is not dependent upon your achievement of a certain sales volume, market penetration, or other contingency and there are no conditions under which your Designated Area or income may be altered by us.

On renewal or transfer of a franchise, the Designated Area may be modified.

Source: Item 12 — TERRITORY (FDD pages 42–45)