What are Training Fees for Bft?

The Parties agree and acknowledge that: (i) Franchisee or, if Franchisee is an entity, at least one (1) of Franchisee's operating principals (an "Operating Principal") must complete the "Owner/Operator Module" and Franchisor's proprietary initial training program (the "Initial Training Program"), as described in more detail in the Learning Management System; and (ii) each instructor that Franchisee engages to provide any of the Approved Services at its Studio must complete Franchisor's proprietary training program that is designed to provide instructors with additional guidelines and instruction for providing the Approved Services in accordance with the System (the "Pre-Opening Instructor Training"). Franchisor may, at its option, conduct any training program virtually via live or prerecorded modules. Fees for attendance and participation in a training program (each a "Training Fee") may be assessed as described below.

• A. Initial Training Program; Owner/Operator Training. Except as provided below, Franchisee will not be required to pay any Training Fee or tuition in connection with individuals that attend the Initial Training Program prior to the Studio's Soft Opening, provided such individuals all attend at the same time. For those individuals that wish to complete the Initial Training Program at a time other than when Franchisee (or, if applicable, its Operating Principal) attends the Initial Training Program, Franchisor

may charge such individuals its then-current Training Fee. Franchisee may also designate a third-party individual that Franchisor approves to manage the day-to-day operations of the Studio (a "Designated Manager"), but any such individual must at least complete the Designated Manager Module of the Initial Training Program prior to assuming any management responsibilities at the Studio (with Franchisee paying the Training Fees associated therewith, if any). If Franchisee is acquiring and assuming an existing BFT Studio from another System franchisee, it will be required to pay Franchisor's then-current Training Fee for persons required to attend Franchisor's Initial Training Program as necessary to satisfy the requirements of this Section.

• B. Designated Manager; Designated Manager Training Program. If Franchisee (or one of its Operating Principals) is not or does not intend to be on-site at the Studio during normal business hours to manage the day-to-day operations of its Studio (including, for example, where Franchisee owns or is affiliated with owners of multiple open BFT Studios), then Franchisee must appoint a "Designated Manager" for the Studio who will be responsible for the day-to-day operation of, and only for, the Studio. Each Designated Manager must attend and complete, to Franchisor's satisfaction, Franchisor's designated manager training program prior to assuming the Designated Manager responsibilities (the "Designated Manager Training Program"). Franchisor does not charge a Training Fee for Franchisee's initial Designated Manager's participation in the Designated Manager Training Program.
• C. Pre-Opening Instructor Training for Initial and Subsequent Instructors. Every instructor that provides any of the Approved Services at Franchisee's Studio must, prior to providing such instruction, complete the Pre-Opening Instructor Training and related testing, as described in the Learning Management System. The Pre-Opening Instructor Training will typically be provided (a) virtually, (b) on-site at a BFT Studio that is owned by another franchisee, or (c) at the Studio of one of Franchisor's affiliates; however, at least a portion of the Pre-Opening Instructor Training designed to provide individuals with guidelines and information on how to provide the Approved Services in accordance with Franchisor's current System Standards will be held virtually (the "Fundamentals Training Program"). In the event that an instructor completes the Pre-Opening Instructor Training on-site at a BFT Studio, Franchisor reserves the right to review the instructor's testing results before approving that individual to provide Approved Services from the Studio. Franchisor will assess a Training Fee for each trainee for participation in the Pre-Opening Instructor Training, and Franchisee will cover the related costs and expenses associated with all personnel attending and completing the Pre-Opening Instructor Training, including the Fundamentals Training Program. An instructor that has completed the Pre-Opening Instructor Training in its entirety and is authorized to provide Approved Services at Franchisee's Studio is considered an "Authorized Instructor."

The Fundamentals Training Program is provided virtually to Franchisee and the individuals that attend the Pre-Opening Instructor Training. During such Pre-Opening Instructor Training, Franchisee will be pay Franchisor's then-current fee for Pre-Opening Instructor Training, which shall cover as many trainees as Franchisee is able to hire prior to Franchisor conducting the Pre-Opening Instructor Training, plus reasonable costs and expenses for the attendance of a head coach provided by Franchisor. Franchisee will also pay Franchisor's then-current fee for the Fundamentals Training Program, which is assessed per trainee, following the opening of the Studio.

Following the opening of the BFT Studio, if any new or additional Authorized Instructors are hired, they will complete the Pre-Opening Instructor Training with a Head Coach, as opposed to a head coach provided by Franchisor. The Fundamentals Training Program will continue to be provided virtually.

D. Ongoing/Refresher and Other Additional Training. Franchisor may provide or request that Franchisee and certain of its management personnel attend and complete up to five (5) days of additional/refresher training each year, but Franchisor will not charge Franchisee a Training Fee in connection with such required training.

• E. No Training Fee for Minor, Day-to-Day Assistance. Franchisor will not charge Franchisee a Training Fee in connection with minor, day-to-day assistance that Franchisor provides remotely over the phone, via email/fax or other electronic channel of communication, which Franchisee understands and acknowledges will be provided subject to the availability of Franchisor's personnel.
• F. Costs and Expenses. Franchisor will not, under any circumstances, be responsible for, and the indemnities provided in Section 11.2 shall apply to, costs and expenses (including wages, benefits, and travel-related expenses) incurred by or owed to Franchisee or its personnel in or as a result of attending or participating in any training program described in this Agreement or otherwise provided by Franchisor or its designee.
• G. Training Fee for Certain Training. Franchisor may charge its then-current Training Fee in connection with training that (a) Franchisee requests Franchisor provide (other than in connection with Pre-Opening Instructor Training that is provided by Franchisor personnel at Franchisor's headquarters), or (b) Franchisor provides on-site at Franchisee's Studio.
• 5.6 Fund Contribution. Franchisor (and its affiliates) have established a creative brand development fund to promote the System, Marks and brand with which the Studio is associated generally (the "Fund"). Franchisee shall contribute to the Fund, as directed by Franchisor from time to time, two percent (2%) of the Gross Sales of its Studio (the "Fund Contribution"), commencing once the Studio starts generating revenue from its business operations of its Studio. The Fund Contribution will typically be paid in the same manner and at the same interval that the Royalty Fee is collected (based on the Gross Sales of the Studio over the immediately preceding reporting period). Franchisor has the right, at any time and on notice to Franchisee, to change the amount of the Fund Contribution in accordance with Section 9.1 below.
• 5.7 Technology Fee. Franchisor may charge Franchisee a recurring technology fee, the amount of which may change from time to time during the Term, in Franchisor's discretion, to pay for certain aspects of Franchisee's computer system and/or software used in the operation of the Studio ("Technology Fee"). Franchisor reserves the right to designate and/or change the amount, scope, interval, or manner of payment of the Technology Fee, including the party to whom payment is made, at any time upon providing reasonable written notice to Franchisee; provided, however , Franchisor will not increase the Technology Fee by more than 10% annually. The Technology Fee may be collected by Franchisor at the same time as the Royalty Fees due hereunder.
• 5.8 Music Licensing Fee. Franchisor may charge Franchisee its then-current music licensing fee (the "Music Licensing Fee") as consideration for costs incurred in connection with obtaining licensing rights to music and playlists Franchisee will use in connection with the provision of Approved Services at the Studio.

Source: Item 23 — RECEIPTS (FDD pages 79–265)