Under what circumstances is this rider to the Byrider Franchise Agreement signed?

equiring the application of the laws of another state is void with respect to a claim otherwise enforceable under this Act. To the extent required by applicable law, Rhode Island law will apply to claims arising under the Rhode Island Franchise Investment Act."

VIRGINIA

The following language is added to the end of the "Summary" section of Item 17(e), entitled "Termination by Byrider Franchising Partners without cause":

Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to cancel a franchise without reasonable cause. If any grounds for default or termination stated in the franchise agreement does not constitute "reasonable cause," as that term may be defined in the Virginia Retail Franchising Act or the laws of Virginia, that provision may not be enforceable.

THE FOLLOWING PAGES IN THIS EXHIBIT ARE STATE-SPECIFIC RIDERS TO THE FRANCHISE AGREEMENT

RIDER TO THE FRANCHISE AGREEMENT FOR USE IN ILLINOIS

Section 4 of the Illinois Franchise Disclosure Act provides that any provision in a franchise agreement that designates jurisdiction or venue outside the State of Illinois is void. However, a franchise agreement may provide for arbitration outside of Illinois.

Section 41 of the Illinois Franchise Disclosure Act provides that any condition, stipulation or provision purporting to bind any person acquiring any franchise to waive compliance with the Illinois Franchise Disclosure Act or any other law of Illinois is void.

Your rights upon Termination and Non-Renewal of an agreement are set forth in sections 19 and 20 of the Illinois Franchise Disclosure Act.

No statement, questionnaire or acknowledgement 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 behalf of the Company. This provision supersedes any other term of any document executed in connection with the franchise.

IN WITNESS WHEREOF, the parties have executed and delivered this Rider on the dates noted below, to be effective as of the Effective Date of the Franchise Agreement.

RIDER TO THE FRANCHISE AGREEMENT FOR USE IN MARYLAND

1. RELEASES. The following is added to the end of Sections 5.2(F), 6.1(E), and 14.3(C)(6) of the Franchise Agreement:

However, any release required as a condition of renewal, sale and/or assignment/transfer will not apply to any claims or liability arising under the Maryland Franchise Registration and Disclosure Law.

1. INSOLVENCY. The following sentence is added to the end of Section 16.2(A)(4) of the Franchise Agreement:

This Section 16.2(A)(4) may not be enforceable under federal bankruptcy law (11 U.S.C. Sections 101 et seq.).

1. ARBITRATION. The following paragraph is added to the end of Section 19.1 of the Franchise Agreement:

A Maryland franchise regulation states that it is an unfair or deceptive practice to require the Franchisee to waive its right to file a lawsuit in Maryland claiming a

violation of the Maryland Franchise Law. In light of the Federal Arbitration Act, there is some dispute as to whether this forum selection requirement is legally enforceable.

1. GOVERNING LAW. The following paragraph is added to the end of Section 20.5 of the Franchise Agreement:

Notwithstanding the foregoing, (1) any state law regulating the offer or sale of franchises or governing the relationship of a franchisor and its franchisee will not apply unless its jurisdictional requirements are met independently without reference to this section, and (2) Maryland law will apply to claims arising under the Maryland Franchise Registration and Disclosure Law.

1. CHOICE OF FORUM. The following language is added to the end of Section 20.6 of the Franchise Agreement:

The Franchisee may bring an action in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law.

1. LIMITATION OF ACTIONS. The following sentence is added to the end of Section 20.9 of the Franchise Agreement:

Franchise must bring any claims arising under the Maryland Franchise Registration and Disclosure Law within 3 years after Company grants the Franchisee the franchise.

IN WITNESS WHEREOF, the parties have executed and delivered this Rider on the dates noted below, to be effective as of the Effective Date of the Franchise Agreement.

Source: Item 23 — Receipts (FDD pages 88–335)