Does Bhc have an obligation to establish or maintain an Intranet for franchisees?

king media Franchised BHC Restaurant dedicated to marketing the Franchised Business, or (ii) register an Internet domain or social networking media Franchised BHC Restaurant name using any of the Marks.

• (b) Any alternative distribution methods and programs Franchisee would like to use to engage in the Franchised Business, including e-commerce, web sites, Internet sub-dealers, tele sales and telemarketing, or any other non-retail method of distribution, is subject to Franchisor's prior written approval, which approval will be in Franchisor's sole discretion.

8.13 Intranet.

• (a) Franchisor may, at its option, establish and maintain an "Intranet" through which (i) BHC franchisees may communicate with each other, (ii) Franchisor and Franchisee may communicate with each other and (iii) Franchisor may disseminate the Operations Manual, updates thereto and other confidential information. Franchisor has full discretion and control over all aspects of any such Intranet, including the content and functionality thereof. Franchisor will have no obligation to maintain the Intranet indefinitely and may dismantle it at any time without liability to Franchisee.
• (b) If establishes an Intranet, Franchisee must use it in strict compliance with the standards and specifications, protocols and restrictions Franchisor establishes regarding such use. Such standards and specifications, protocols and restrictions may provide, restrict or otherwise relate to (i) the use of abusive, slanderous or otherwise offensive language in electronic communications, (ii) communications between or among BHC franchisees that disparage Franchisor or endorse or encourage breach of any BHC franchise agreement, or other agreement with Franchisor or Franchisor's affiliates, (iii) confidential treatment of materials that Franchisor transmits via the Intranet, (iv) password protocols and other security precautions, including limitations on the number and types of employees who may be granted access to the Intranet, (v) grounds and procedures for Franchisor's suspending or revoking a BHC

franchisee's access to the Intranet, and (vi) a privacy policy governing Franchisor's access to and use of electronic communications that franchisees post to the Intranet. Franchisee acknowledges that, as administrator of the Intranet, Franchisor can access and view any communication that any person posts on the Intranet. Franchisee further acknowledges that the Intranet facility and all communications posted to it are Franchisor's property, free of any claims of privacy or privilege that Franchisee or any other person may assert.

(c) Franchisee must establish and continually maintain (during all times that the Intranet is operational and until the termination of this Agreement) an electronic connection (the specifications of which will be specified in the Operations Manual) with the Intranet that allows Franchisor to send messages to, and receive messages from Franchisee, subject to Franchisor's standards and specifications.

8.14 Franchise Advisory Council.

At this time, there is no advertising council of franchisees that advises us regarding advertising and promotional programs or policies for Franchised BHC Restaurants generally. Franchisor does not currently require Franchisees to participate in a local or regional advertising cooperative. No local or regional advertising cooperative exists in Franchisor's system at this time.

9. PROPRIETARY MARKS

9.1 License of the Marks.

• (a) Franchisor hereby grants Franchisee the right during the term hereof to use and display the Marks in accordance with the provisions contained in this Agreement and in the Operations Manual, solely in connection with Franchisee's operation of the Franchised Business at the Franchised BHC Restaurant, and in the Territory. Neither Franchisee nor any Principal Equity Operator nor any employee, agent, or representative thereof may use, display, or permit the use or display of trademarks, trade names, service marks, insignias, or logo types other than the Marks and other trademarks and service marks approved for use by Franchisor in connection with the Franchised Business. Neither Franchisee nor any Principal Equity Operator nor any employee, agent, or representative thereof may use or display the Marks and Intellectual Property in connection with the operation of any business or other activity that is outside the scope of the Franchised Business. Franchisee may only use the Marks and Intellectual Property on the Internet or other electronic media in the manner and as specifically authorized by Franchisor in the Operations Manual or otherwise in writing. Franchisee agrees to be responsible for and supervise all its employees and agents to insure the proper use of the Marks and Intellectual Property in compliance with this Agreement.

Source: Item 23 — Receipts (FDD pages 52–230)