• "Brand Protection Agreement" means our form of Brand Protection Agreement, the most current form of which is attached to this Agreement as Attachment "E".

ATTACHMENT "E"

TO BODY & BRAIN FRANCHISE AGREEMENT

BRAND PROTECTION AGREEMENT

[See Attached]

BRAND PROTECTION AGREEMENT

This Agreement (this "Agreement") is entered into by the undersigned ("you") in favor of Body and Brain Center, LLC, an Arizona limited liability company, and its successors and assigns ("us"), upon the terms and conditions set forth in this Agreement.

1. Definitions. For purposes of this Agreement, the following terms have the meanings given to them below:

"Competitive Business" means any business competitive with us (or competitive with any of our affiliates or our franchisees) that provides brain based education, Yoga, Taichi or Qi-Gong.

"Copyrights" means all works and materials for which we or our affiliate have secured common law or registered copyright protection and that we allow Body & Brain franchisees to use, sell or display in connection with the marketing and operation of a Body & Brain Center, whether now in existence or created in the future.

"Franchisee" means the Body & Brain franchisee for whom you are an employee, director, officer, member, partner or independent contractor.

"Improvements" means any additions, modifications or improvements to (i) the goods or services offered by a Body & Brain business; (ii) the method of operation of a Body & Brain Center; or (iii) any marketing or promotional ideas relating to a Body & Brain Center, whether developed by you, Franchisee or any other person.

"Intellectual Property" means, collectively or individually, our Marks, Copyrights, Know-how, Improvements and System.

"Know-how" means all of our and our affiliates' trade secrets and other proprietary information relating to the development or operation of a Body & Brain Center, including, but not limited to, methods, techniques, specifications, procedures, marketing strategies and information comprising the System and the Manual.

You must ensure that all of your employees, officers, directors, partners, members, independent contractors and other persons associated with you or your Business who may have access to our Know-how sign and send us a Brand Protection Agreement before having access to our Know-how.

You must use your best efforts to ensure that these individuals comply with the terms of the Brand Protection Agreements and you must immediately notify us of any breach that comes to your attention.

You agree to reimburse us for all reasonable expenses that we incur in enforcing a Brand Protection Agreement, including reasonable attorneys' fees and court costs.

Source: Item 23 — RECEIPT (FDD pages 43–178)