What are the conditions under which Buona will not establish or grant another the right to establish a Buona Restaurant within the Protected Area?

s or any of our affiliates. Our approval for relocation is based on the same standards we use to approve new Buona Business sites.

For the single brand Buona Business, you will be granted an exclusive territory, referred to as the "Protected Area." During the term of the Franchise Agreement, provided Franchisee or any of its affiliated companies is not in default of the Franchise Agreement or any agreement with us, a parent, subsidiary or affiliate, we will not establish, nor grant another the right to establish a Buona Restaurant within the Protected Area that will be described in Exhibit C to the Franchise Agreement. Once the Approved Location has been determined, we shall complete Exhibit A to the Franchise Agreement with the description of the Protected Area. The Protected Area will be a ½ mile radius from the Approved Location in an urban area, and otherwise will have a minimum population of 60,000.

If you are establishing a Dual Brand Business, you will have a Protected Area of a ½ mile radius from the Approved Location in an urban area, and otherwise will have a minimum population of 60,000 for the Buona Business. You will not be granted a Protected Area for The Original Rainbow Cone. For the Original Rainbow Cone business, you will not receive an exclusive territory. You may face competition from other franchisees, from outlets that we own, or from other channels of distribution or competitive brands that we control.

You may not use other channels of distribution, such as the internet, catalog sales, telemarketing, or other direct marketing, to make sales outside of and apart from your Buona Business without our prior written consent, which we may withhold in our sole discretion. You must focus your marketing and promotion of the Franchised Business within the Protected Area and must not conduct targeted marketing outside of the Protected Area. Otherwise, you are not prohibited from accepting order from customers outside of your Protected Area, except that we will establish guidelines and standards for delivery and catering services, including restricting the area within which these services may be offered. The permitted area for delivery and catering services is not necessarily the same as the Protected Area.

We do not pay compensation for soliciting or accepting orders inside your Protected Area.

We retain the rights, among others, without any compensation to you:

• 1. To use, and to license others to use, the Marks and the System for the operation of Buona Businesses at any location outside of your Protected Area;
• 1. To establish ourselves or through an affiliate or grant a franchise for a Buona Business at a Non-Traditional Site within your Protected Area;
• 1. establish company-owned or franchisee-operated businesses that sell similar products and/or services under different trade names or trademarks other than the Marks or System;
• 1. to sell products or services under the Marks, or any other marks, through any other wholesale or retail outlets;

Source: Item 12 — TERRITORY (FDD pages 46–48)