What section of the Buns On Fire Franchise Agreement is amended, and what does the amendment entail?

requirement that Franchisee execute a General Release: "Provided, however, that all rights enjoyed by Franchisee and any causes of action arising in its favor from the provisions of Article 33 of the General Business Law of the State of New York and the regulations issued thereunder shall remain in force; it being the intent of this proviso that the non-waiver provisions of GBL, Section 687.4 and 687.5 be satisfied."

• 1. Section 4.01 of the Franchisee Agreement shall be amended to add the following language:

"Notwithstanding the foregoing, payment of the Initial Franchise Fee shall be deferred until we have satisfied our pre-opening obligations and you have commenced operation of your Buns on Fire Restaurant."

1. The second sentence of Section 10.3 of the Franchise Agreement is hereby amended to read as follows:

"Accordingly, you consent to the seeking of an injunction prohibiting any conduct by you in violation of the terms of the covenants not to compete set forth in this Agreement."

1. The third and fourth sentences of Section 24.11 of the Franchise Agreement is amended to read as follows:

"You therefore agree that if you engage in this non-compliance, or unauthorized and/or improper use of The Buns on Fire System or Proprietary Marks, during or after the period of this Agreement, we will be entitled to seek both temporary and permanent injunctive relief against you from any court of competent jurisdiction, in addition to all other remedies which we may have at law. You consent to the seeking of these temporary and permanent injunctions."

1. The Franchise Agreement and any documents signed in connection with the franchise are supplemented with the following language:

No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement by any franchisor, franchise seller, or other person acting on behalf of franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

1. The following sections of the Franchise Agreement are hereby deleted: 22.1.1 – 22.1.6, 22.1.8 and

22.1.12. Date: ___________________________________ SMYA VENTURES LLC By: _____________________________________ Name: __________________________________ Title: ___________________________________ Date: ___________________________________ FRANCHISEE By: _____________________________________ Name: __________________________________ Title: ___________________________________

NORTH DAKOTA ADDENDUM TO FRANCHISE AGREEMENT

Notwithstanding anything to the contrary set forth in the Franchise Agreement, the following provisions will supersede and apply:

• 1. The laws of the State of North Dakota supersede any provisions of the Franchise Agreement or Illinois law if such provisions are in conflict with North Dakota law. The Franchise Agreement will be governed by North Dakota law, rather than Illinois law, as stated in Section 28.10.3 of the Franchise Agreement.
• 1. Any provision in the Franchise Agreement which designates jurisdiction or venue or requires the Franchisee to agree to jurisdiction or venue, in a forum outside of North Dakota, is deleted from Franchise Agreements issued in the State of North Dakota. The site of any arbitration will be agreeable to all parties.
• 1. No release language set forth in the Franchise Agreement will relieve the Franchisor or any other person, directly or indirectly, from liability imposed by the laws concerning franchising of the State of North Dakota.
• 1. Covenants restricting competition in the State of North Dakota may be subject to Section 9-08-06 of the North Dakota Century Code.
• 1. Section 4.01 of the Franchisee Agreement shall be amended to add the following language:

"Notwithstanding the foregoing, payment of the Initial Franchise Fee shall be deferred until we have satisfied our pre-opening obligations, and you have commenced operation of your SMYA Ventures Restaurant."

• 1. Section 24.10.4 of the Franchise Agreement ("Venue") is deleted from all Franchise Agreements used in the State of North Dakota.
• 1. The following phrase is deleted from Section 17.04 of all Franchise Agreements used in the State of North Dakota: ", and will entitle us to receive the liquidated damages provided by Section 18.3 (as with any termination of this Agreement by us because of your default or your termination of this Agreement for any other reason)"
• 1. Section 18.3 is deleted from all Franchise Agreements used in the State of North Dakota,
• 1. Section 24.10.5 is deleted from all Franchise Agreements used in the State of North Dakota,
• 1. Section 24.10.1 is deleted from all Franchise Agreements used in the State of North Dakota and the following language is substituted therefor:

"The prevailing party will be entitled to recover from the losing party reasonable attorneys' fees, experts' fees, court costs and all other expenses of litigation, if the prevailing party prevails in any

action instituted against the losing party to secure or protect its rights under this Agreement, or to enforce the terms of this Agreement, or in any action commenced or joined in by the losing party against the prevailing party."

Source: Item 23 — RECEIPTS (FDD pages 49–200)