How does Budget's Item 8 requirement for franchisees to comply with the Budget Rent A Car Administration Manual relate to the assistance Budget provides before opening, as outlined in Item 11?

[Item 8: RESTRICTIONS ON SOURCES OF PRODUCTS AND SERVICES]

Standards.

To maintain a uniformly high standard of performance among all Budget Rent A Car businesses, you must develop and operate your Budget Franchise in strict compliance with the Budget License Agreement and all standards, specifications, and operating procedures that Budget designates, including but not limited to the Budget Rent A Car Administration Manual (the "Manual"), as Budget may periodically modify them (the "Standards"). If Budget requires, your Budget Franchise must use the vehicle models that Budget periodically specifies in the Standards or otherwise in writing. Budget does not currently specify makes or models for the vehicles that Budget Franchises rent, but you must maintain all vehicles in a clean and presentable condition and maintain the quality standards that Budget periodically specifies for vehicles. Standards also govern the letter and number symbols you must use for communicating rental rates, vehicle types, credit cards, and other similar information related to rental transactions. Budget formulates and modifies its Standards based on its and other Network members' experience in developing and operating Budget Rent A Car businesses. Budget will notify you in the Manual and in other written or electronic communications of the Standards (and modifications to the Standards).

[Item 11: FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING]

Except as listed below, Budget need not provide you with any assistance.

Before the Opening of Your Budget Franchise.

Before you open your business, Budget will:

1. Approve the trade name for your Budget Franchise (the Budget License Agreement, initial recital of parties).

• 1. Designate your territory.

Your authorization to operate a Budget Franchise is limited to an authorized geographic area (the Budget License Agreement, paragraph 1.5, the Summary Pages) (see Item 12).

• 1. Furnish your General Manager and other employees Budget approves with instruction on the operation of a Budget Franchise, as further described in this Item (the Budget License Agreement, paragraphs 4.1 and 4.2).
• 1. Calculate your Initial License Purchase Fee (the Budget License Agreement, paragraph 7.1 and the Summary Pages) (see Item 5).
• 1. Establish minimum annual License Fees based on your territory and the expected business demand in that territory (the Budget License Agreement, paragraph 7.2) (see Item 6).
• 1. Establish a minimum number of rental offices for your territory, based on the expected business demand and any needs of the airport and central business district in your territory (the Budget License Agreement, paragraph 8.1 and the Summary Pages).
• 1. Establish the deadline for you to open your Budget Franchise.

If you fail to find a location that Budget approves and open and begin operating your Budget Franchise within the time period Budget specifies, Budget may terminate your Budget License Agreement (the Budget License Agreement, paragraph 8.4 and the Summary Pages).

• 1. Approve your selection of one or more locations that meet Budget's criteria, which must be within your licensed territory (see Item 12).

In approving the location(s) for your Budget Franchise, Budget's Licensee Relations Department will consult with and assist you, but Budget does not own or lease the locations at which Budget Franchises operate.

[Item 11: FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING]

• 1. Budget will lend you one copy of the Manual and any other manuals Budget provides for franchisees.

The Manual is confidential and remains Budget's property.

Budget may modify the Manual as Budget determines useful to preserve or enhance the efficient operation, image, or goodwill of Budget's Proprietary Marks and Budget Franchises, but any modification will not alter your status or rights under the Budget License Agreement.

You may view the Manual in confidence if you sign and return a Confidentiality Agreement to Budget (See Exhibit D).