What is the exception to the territory restrictions for a Burros Fries franchisee?

If Franchisee is asked to conduct business at an off-site event (such as: community events, consumer shows, festivals, expos, etc.) or perform Services outside its Territory in which there is another franchise or company-owned business, Franchisee must immediately refer that request to the franchisee in that geographical area or directly to us. Franchisee must not conduct business at any off-site event or perform any Services outside its Territory if another franchise or company-owned business is operating in that area. If we (where there is a company-owned business) or the other franchise determines it is in the best interest of the person or business for Franchisee to conduct such off-site event or perform Services, then Franchise can immediately proceed. If there is not a Burros & Fries Business in that other area, then Franchisee can immediately conduct such off-site event and/or perform such Services, however Franchisee must be prepared to refer the off-site event or the person or business receiving Services to another franchisee when the unassigned area is purchased. We and other franchisees and company-owned businesses must refer off-site events, people and businesses that are within Franchisee's Territory to Franchisee and also reserve the same right to conduct off-site events and/or perform Services within Franchisee's Territory if it is determined, to be in the person's or businesses' best interest, by the franchisee of that territory.

If during the term of this Agreement, Franchisee is unable to promptly and properly provide Products or Services to any person or business due to excessive work or other cause; then Franchisee must immediately refer that person or business to another franchise, company-owned business or to us. Failure of Franchisee to: (i) refrain from Target Marketing and/or (ii) refer off-site events and/or person or businesses seeking Services as described herein, will result in us having the right to terminate this Agreement as specified in Section 23.C. For any default of this Agreement which triggers our ability to terminate, then as an alternative to termination, we will have the right, in our sole discretion, to modify or completely eliminate any rights Franchisee may have with respect to the protected area status of the Territory, effective ten (10) days after delivery of written notice to Franchisee.

Source: Item 22 — CONTRACTS (FDD page 53)