ement does not waive any liability Franchisor may have under the Washington Investment Protection Act, RCW 19.100, and the rules adopted thereunder.

[SIGNATURE PAGE TO FOLLOW]

IN WITNESS WHEREOF, the parties have executed and delivered this Rider to be effective as of the effective date of the Multi-Unit Agreement.

BFT FRANCHISE SPV, LLC, a Delaware limited liability company [NAME OF DEVELOPER] Capacity: THE FOLLOWING PAGES IN THIS EXHIBIT ARE STATE-SPECIFIC RIDERS TO THE FRANCHISE AGREEMENT

RIDER TO THE BFT FRANCHISE SPV, LLC FRANCHISE AGREEMENT FOR USE IN ILLINOIS

THIS RIDER (this "Rider") is made and entered into by and between BFT FRANCHISE SPV,

• 1. No Disclaimer. No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
• 1. Waiver of Jury Trial; Class Actions. The following is added to the end of Sections 16.8 (Waiver of Jury Trial) and 16.9 (Waiver of Class Actions) of the Franchise Agreement:

Nothing contained in this section shall constitute a condition, stipulation, or provision purporting to bind any person to waive compliance with any provision of the Illinois Franchise Disclosure Act or any other law of the State of Illinois, to the extent applicable.

1. Limitation of Actions. Section 16.12 (Limitation of Actions) of the Franchise Agreement is amended by adding the following:

However, nothing contained in this section shall constitute a condition, stipulation, or provision purporting to bind any person to waive compliance with any provision of the Illinois Franchise Disclosure Act or any other law of the State of Illinois, to the extent applicable.

1. Illinois Franchise Disclosure Act. The following language is added to the end of the Franchise Agreement:

Except for the U.S. Federal Arbitration Act and other federal laws in the U.S., the laws of the State of Illinois will govern this Agreement.

Section 4 of the Illinois Franchise Disclosure Act provides that any provision in a franchise agreement that designates jurisdiction or venue outside the State of Illinois is void. However, a franchise agreement may provide for arbitration outside of Illinois.

Section 41 of the Illinois Franchise Disclosure Act provides that any condition, stipulation or provision purporting to bind any person acquiring any franchise to waive compliance with the Illinois Franchise Disclosure Act or any other law of Illinois is void.

Franchisee's rights upon termination and non-renewal of a franchise agreement are subject to sections 19 and 20 of the Illinois Franchise Disclosure Act.

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IN WITNESS WHEREOF, the parties have executed and delivered this Rider to be effective as of the effective date of the Franchise Agreement.

RIDER TO THE BFT FRANCHISE SPV, LLC FRANCHISE AGREEMENT FOR USE IN MARYLAND

| THIS RIDER (this "Rider") is made and entered into by and between | BFT FRANCHISE SPV, | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-------------------------------------------------------| | LLC, a Delaware limited liability company with its principal business address at 17877 Von Karman Ave., | | | Suite 100 Irvine, CA 92614 | ("Franchisee"). | | ("Franchisor"), and, | | | whose principal business address is | | | | | | 1. | are parties to that certain Franchise Agreement dated | | Background. Franchisor | | | and Franchisee | | | , 20 (the "Franchise Agreement") that has been signed concurrently | | | with the signing of this Rider. This Rider supersedes any inconsistent or conflicting provisions of the | | | Franchise Agreement. Terms not otherwise defined in this Rider have the meanings as defined in the | | | Franchise Agreement. | | | This Rider is annexed to and forms part of the Franchise Agreement. This Rider is | | | being signed because (a) Franchisee is a resident of the State of Maryland; or | (b) the Studio that Franchisee | | operates | (c) the offer to | | under its Franchise Agreement is or will be operated in the State of Maryland; or | | | sell the franchise was | (d) the offer to buy the franchise was | | made in the State of Maryland; or | accepted in | | the State of Maryland. | | | | | | 2. | and 14.2 | | Releases. The following is added to the end of Sections 3.2.C (Successor Franchise) | | | (Conditions for Approval of Transfer) | | | of the Franchise Agreement: | | | Pursuant to COMAR 02.02.08.16L, any release required as a condition of renewal and/or | | | assignment/transfer will not apply to claims arising under the Maryland Franchise | | | Registration and Disclosure Law. | | | 3. | 15.1.A(2) and (3) (Termination of | | Insolvency. The following is added to the end of Sections | | | Franchise by Franchisor) | | | of the Franchise Agreement: | | | This Section | | | might not be enforceable under federal bankruptcy law (11 U.S.C. Sections | | | 101 et seq.). | | | 4. | | | Governing Law; Consent to Jurisdiction. The following is added to the end of Sections 16.1 | | | (Governing Law) | | | and 16.6 (Consent to Jurisdiction) | | | of the Franchise Agreement: | | | ; provided, however, Franchisee | | | may bring a lawsuit in Maryland for claims arising under | | | the Maryland Franchise Registration and Disclosure Law. | Maryland law will apply to | | claims arising under the Maryland Franchise Registration and Disclosure Law. | | | | | | 5. Mediation; Mandatory Binding Arbitration. Sections | 16.3 (Mediation) and 16.4 | | (Mandatory Binding Arbitration) | supplemented by adding the following | | of the Franchise Agreement are | | | to the end of the Section: | | enforceable.

A Maryland franchise regulation states that it is an unfair or deceptive practice to require a franchisee to waive its right to file a lawsuit in Maryland claiming a violation of the Maryland Franchise Registration and Disclosure Law. In light of the Federal Arbitration Act, there is some dispute as to whether this forum selection requirement is legally

1. Waiver of Jury Trial, Class Actions; Limitation of Actions. The following is added to the end of Sections 16.8 (Waiver of Jury Trial),16.9 (Waiver of Class Actions) and 16.12 (Limitation of Actions) of the Franchise Agreement:

Any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within 3 years after the grant of the franchise.

1. Acknowledgments. Section 18.3 and the third sentence of Section 18.4 of the Franchise Agreement are deleted in their entirety.

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IN WITNESS WHEREOF, the parties have executed and delivered this Rider to be effective as of the effective date of the Franchise Agreement.

RIDER TO THE BFT FRANCHISE SPV, LLC FRANCHISE AGREEMENT FOR USE IN MINNESOTA

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 57–66)