What happens if a Bojangles franchisee's right to the restaurant premises is terminated prematurely?

In order to maintain continuous operation of the Restaurant and to promote the best interests of the System, in the event this Agreement is terminated, Franchisor shall have the right immediately upon termination to enter and take possession of and operate the Restaurant.

Nothing herein contained in Paragraph XIV.E shall be intended to give Franchisor control of Franchisee's employees.

• F.

In the event that this Agreement is terminated and Franchisee contests the validity of the termination, the party that operates the Restaurant during the period commencing with the date that notice of termination was given and ending with the date upon which a final notice and nonappealable judgment resolving the issue is entered, shall operate the Restaurant for the benefit of the prevailing party in such contest, and shall account for, and pay over, any profits earned during said period to the other party, if such other party is the party that prevails.

NOW THEREFORE, in consideration of mutual covenants set forth herein, the execution and delivery of the Lease, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Franchisee hereby agree as follows:

• 1. Landlord shall deliver to Franchisor a copy of any notice of default or termination of the Lease at the same time such notice is delivered to Franchisee.
• 1. Franchisee hereby assigns to Franchisor, with Landlord's irrevocable and unconditional consent, all of Franchisee's rights, title and interests to and under the Lease upon any termination, expiration, or non-renewal of the Franchise Agreement, but no such assignment shall be effective unless: (a) the Franchise Agreement is terminated, not renewed, or expires without renewal or Franchisor has exercised its option to purchase the Restaurant under the Franchise Agreement, as applicable; and (b) Franchisor notifies Franchisee and Landlord in writing that Franchisor assumes Franchisee's obligations under the Lease.
• 1. Franchisor shall have the right, but not the obligation, upon giving written notice of its election to Franchisee and Landlord, to cure any breach of the Lease and, if so stated in the notice, to also succeed to Franchisee's rights, title and interests thereunder.
• 1. Terms of the Lease that relate to or impact this Addendum may not be modified without Franchisor's prior written consent. The Lease may not be assigned by Franchisee without Franchisor's prior written consent.
• 1. Franchisee and Landlord acknowledge and agree that Franchisor shall have no liability or obligation whatsoever under the Lease unless and until Franchisor assumes the Lease in writing pursuant to Section 2 or Section 3, above.
• 1. If Franchisor assumes the Lease, as provided above, Franchisor may, without Landlord's prior consent, further assign the Lease to (a) an affiliate of Franchisor or as part of Franchisor's financing or refinancing of its assets; or (b) to an approved franchisee of Franchisor to operate the Bojangles restaurant at the Premises provided that the following

criteria are met: (a) Franchisor has an established franchising program for Bojangles restaurants; and (b) the proposed franchisee has met Franchisor's applicable requirements and has executed a franchise agreement with Franchisor. Upon such assignment to a franchisee of Franchisor, Franchisor shall be released from any further liability under the terms and conditions of the Lease.

• 1. Landlord and Franchisee acknowledge that if the Franchise Agreement expires (without renewal) or is terminated or not renewed, Franchisee is obligated to de-identify the Premises as a Bojangles restaurant, at its sole cost and expense. Landlord and Franchisee shall permit Franchisor, its employees or agents, to enter the Premises and remove signs (both interior and exterior), décor and materials displaying any marks, designs or logos owned by Franchisor in the event Franchisee fails to timely do so.

Source: Item 22 — CONTRACTS (FDD page 82)