In the Technology Agreement, who is the agreement between besides Big O Tires, LLC?

OLOGY AGREEMENT

RECITALS

• A. Big O, together with certain of its franchisees, has currently selected Sparkplug Studios LLC dba Tekmetric ("Tekmetric") and its cloud based automotive services software system ("Software System") as the Approved Point-of-Sale Vendor and software system for Big O franchisees to use in their Big O Tires store businesses, and Big O authorizes the Big O franchisees to utilize such Software System under the terms set forth in the Software as a Service End User Agreement ("SaaS User Agreement").
• B. Pursuant to a Software as a Service Agreement entered into between Tekmetric and Big O, Tekmetric is licensing to Big O the Software System for use in Big O stores, and will assist with the development of an interface between the Software System and a Big O Consumer Database.
• C. Franchisee is a franchisee of Big O pursuant to one or more Franchise Agreements.
• D. Contemporaneously with the execution of this Agreement, Franchisee is executing an SaaS User Agreement with Big O, pursuant to the terms of which, among other things, Big O will sublicense the Software System and related services to Franchisee for its Big O Tires retail tire and automotive service store(s).
• E. In consideration of Big O's authorization for Franchisee to utilize the Software System and services as set forth in the Saas User Agreement, Franchisee has agreed to perform the obligations set forth in this Agreement.
• F. This Agreement is being executed by Big O and Franchisee for the purpose of acquiring repository data as outlined in the Shared Information - Schedule A defined herein.
• G. Capitalized terms set forth in these Recitals shall have the same meaning ascribed to them in the SaaS User Agreement unless otherwise expressly set forth below.

AGREEMENT

NOW, THEREFORE, the parties hereby agree as follows:

• 1. Certain Definitions. The following terms shall have the meaning set forth below:
• (a) APPROVED POINT-OF-SALE VENDOR means the vendor and/or Point-of-Sale system Big O management designates that franchisees must use. Big O management may, at its sole discretion, change the Approved Point-of-Sale Vendor. In the event that Big O changes the Approved Point-of-Sale Vendor, all references herein to Tekmetric shall be deemed to refer to the new Approved Point-of-Sale Vendor.

• (b) COMPETING REGIONAL STORE means a Big O Tires Store that has an address, which includes a U.S. Postal zip code containing the same first three digits of the U.S. Postal zip code included in the address of the Designated Location.
• (c) CONSUMER DATABASE means the software and data repository developed and to be developed by Big O and its third party vendors that provides, by way of example, consumer and transactional data to improve (i) certain Big O retail processes as conceptually described in the Manuals (e.g., consistent mailing of customer thank you cards and reminder notices, processing of customer warranty claims, etc.); (ii) analysis of consumer purchasing trends; (iii) suggestion of retail store inventories to meet anticipated retail demand; and (iv) Big O's understanding of customer and market trends so it can meet the demands and inventory needs of Franchisee, other franchisees of Big O and their customers.
• (d) DESIGNATED LOCATION(S) shall mean the location(s) of Franchisee's Big O Tires store(s) for which it is licensing the Software System as set forth in the SaaS User Agreement.
• (e) EFFECTIVE DATE shall have the same meaning as set forth in the SaaS User Agreement.
• (f) FRANCHISE ADVISORY COUNCIL means a group of franchisee representatives elected by the franchisees of Big O, which meets periodically with Big O's management to review aspects of Big O's strategic plans as may be presented from time to time by Big O and to discuss issues of concern to franchisees of Big O. The function of this group is more fully described in Big O's Franchise Disclosure Document.

Source: Item 23 — RECEIPTS (FDD pages 102–535)