What are the specific training-related failures that could result in the termination of the Bonchon franchise agreement?

hall not be unreasonably withheld, delayed or conditioned), you may not permit any mortgage, lien, pledge or other security interest in respect of any of your business entity's shares, equity interests or other ownership interests. Any violation of this restriction will give us the right to terminate this Agreement immediately upon notice to you. .

9.05 Best Efforts; Cooperation with Us

You agree to act in good faith and use your best efforts to comply with your obligations under this Agreement, and to cooperate with us in accomplishing the purposes of this Agreement.

9.06 Your Participation in Operations; Area Managers

You agree to devote your full time and efforts to the performance of your duties under this Agreement, and a failure to do so will constitute a material breach of this Agreement, which, unless cured as provided in Section 15.03 of this Agreement, will result in this Agreement being terminated in accordance therewith.

Prior to you (or your affiliate) opening your third Bonchon Business, you must designate in writing to us an "Area Manager" who will have the obligation to oversee operations of each Bonchon Restaurant that you and/or your affiliates own and operate. Prior to engaging the services of an Area Manager, you must identify such individual to us. The Area Manager must be certified to manage multi-unit operations. Your Area Manager must also have first attended, received and hold a current Bonchon approved nationally accredited food manager certification in addition to any safe food handling courses required by the local municipality in which the subject Restaurant is located. Once your Area Manager has obtained its Bonchon approved nationally accredited food manager certification, then your Area Manager must attend and successfully complete our Initial Training Program and such additional training that we may require (as described in the first Franchise Agreement we sign for your first Bonchon Business, attached hereto as Exhibit B) prior to the opening of your third Bonchon Business. Your Area Manager may not hold any other position in your organization or business entity or in any of your Bonchon Businesses or Restaurants while he/she is serving as your Area Manager. The requirement to designate an Area Manager prior to the opening of your third Bonchon Business applies whether the development of your third Bonchon Business is (i) pursuant to the Development Schedule in Section 6.01 above, (ii) you (or your affiliate) entering into separate unrelated unit franchise agreements, (iii) your (or your affiliate's) acquisition of existing Bonchon Businesses or (iv) some combination of the foregoing.

Upon the death, disability or termination of employment of the Area Manager, for any cause or reason, you shall immediately notify us, and designate and obtain our prior written approval of an interim or acting Area Manager and, no later than 90 days following the death, disability or termination of the predecessor Area Manager, you must designate a successor Area Manager. Each

successor Area Manager must be certified to manage multi-unit operations, obtain a Bonchon nationally accredited food manager certification from the National Restaurant Association and attend and successfully complete our next scheduled Initial Training Program (as described in the first Franchise Agreement we sign for your first Bonchon Business, attached hereto as Exhibit B). The failure to employ and train a successor Area Manager shall constitute a material breach of this Agreement.

9.07 Anti-Terrorism; Anti-Corruption

You represent and warrant to us that, as of the date of this Agreement and at all times during the Term hereof, and to your actual or constructive knowledge, neither you, any affiliate of yours, any individual or entity having a direct or indirect ownership interest in you or any such affiliate (including any shareholder, general partner, limited partner, member or any type of owner), any officer, director or management employee of any of the foregoing, nor any funding source you utilize is or will be identified on the list of the U.S. Treasury's Office of Foreign Assets Control (OFAC);

Source: Item 23 — RECEIPTS (FDD pages 92–536)