Is Black Bear Diner obligated to assist me in site selection?

ction 8.6)

Site Selection

If you enter into a Development Agreement with us, we will agree on with you and designate your Development Area. Your Development Agreement will have a schedule by which each Franchised Restaurant to be developed must be approved for commencement of operations. Before or after signing a Franchise Agreement, you and we will agree upon an approved location and protected area for your Franchised Restaurant. We do not determine the site for the first or any additional Franchised Restaurants to be developed under the Development Schedule, but you must receive our prior written consent to the development of a proposed site for the location of each of your Franchised Restaurants. We may, but are not obligated to, assist you in site selection, but you are ultimately responsible for selecting the site.

You are responsible for selecting the site for each of your Franchised Restaurants. In many instances franchisees have a proposed site prior to signing the Franchise Agreement. If you do not have a site which meets our criteria then you must select a site within the geographic area designated in the Franchise Agreement. Though you are solely responsible for selecting the site, we will provide site evaluation assistance at your request. The assistance consists of overall evaluation of alternative sites and at your request one site visit. Our prior approval of the site is required. The factors we consider in approving a site include general suitability, traffic pattern, ease of ingress and egress, visibility, availability of parking, proximity of similar business and the

general lease terms. We will approve or disapprove a proposed site within 15 days of receiving all requested information. Our approval of one or more sites is not a representation or a promise by us that a Franchised Restaurant at the approved site will achieve a certain sales volume or a certain level of profitability. If no acceptable site is found by you and approved by us within 60 days after you sign the Franchise Agreement, we have the right to terminate the Franchise Agreement immediately on notice without any need for a cure opportunity. Once we have approved your site for the Franchised Restaurant, you have 365 days to actually open and begin operating your Franchised Restaurant. If you fail to open and begin operating your Franchised Restaurant within 365 days after we have approved your site for your Franchised Restaurant, we have the right to terminate the Franchise Agreement immediately on notice without any need for a cure opportunity.

The typical length of time between the signing of the Franchise Agreement and the opening of a Franchised Restaurant is approximately 180 to 365 days. The factors that may affect this time include your ability to obtain zoning approval, build-out of the site, weather conditions and other special circumstances.

Marketing & Advertising

Marketing Fund. We have implemented and administer the Black Bear Diner Marketing and Advertising Fund (the "Fund"). You are required to contribute, each week, an amount equal to 1% of your Gross Sales.

Source: Item 11 — Franchisor's Assistance, Advertising, Computer Systems, and Training (FDD pages 28–35)