What business practices are expected of a Care Plus Medical Ucc franchisee?

newal of the insurance coverage, as well as at any time upon request of Care Plus Medical UCC.

• 7.16 Payments to Third Parties. Franchisee shall pay all vendors and suppliers in a timely manner. Franchisee shall pay all taxes when due. If Franchisee borrows money, it shall comply with the terms of its loan and make all loan payments when due. If Franchisee leases the Location, Franchisee shall comply with its lease for the Location and make all rent payments when due.
• 7.17 Public Relations. Franchisee shall not make any public statements (including giving interviews or issuing press releases) regarding Care Plus Medical, the Business, or any particular incident or occurrence related to the Business, without Care Plus Medical UCC's prior written approval, which will not be unreasonably withheld.
• 7.18 Association with Causes. Franchisee shall not in the name of the Business (i) donate money, products, or services to any charitable, political, religious, or other organization, or (ii) act in support of any such organization, without Care Plus Medical UCC's prior written approval, which will not be unreasonably withheld.
• 7.19 No Other Activity Associated with the Business. Franchisee shall not engage in any business or other activity at the Location other than operation of the Care Plus Medical Business. Franchisee shall not use assets of the Business for any purpose other than the Business. If Franchisee is an entity, the entity shall not own or operate any other business except Care Plus Medical businesses.
• 7.20 No Third-Party Management. Franchisee shall not engage a third-party management company to manage or operate the Business without the prior written approval of Care Plus Medical UCC, which will not be unreasonably withheld.
• 7.21 Identification. Franchisee must identify itself as the independent owner of the Business in the manner prescribed by Care Plus Medical UCC. Franchisee must display at the Business signage prescribed by Care Plus Medical UCC identifying the Location as an independently owned franchise.
• 7.22 Business Practices. Franchisee, in all interactions with customers, employees, vendors, governmental authorities, and other third parties, shall be honest and fair. Franchisee shall comply with any code of ethics or statement of values from Care Plus Medical UCC. Franchisee shall not take any action which may injure the goodwill associated with the Marks.

ARTICLE 8. SUPPLIERS AND VENDORS

8.1 Generally. Franchisee shall acquire all Inputs required by Care Plus Medical UCC from time to time in accordance with System Standards. Care Plus Medical UCC may require Franchisee to purchase or lease any Inputs from Care Plus Medical UCC, Care Plus Medical UCC's designee, Required Vendors, Approved Vendors, and/or under Care Plus Medical UCC's specifications. Care Plus Medical UCC may change any such requirement or change the status of any vendor. To make such requirement or change effective, Care Plus Medical UCC shall issue the appropriate System Standards.

• 8.2 Alternate Vendor Approval. If Care Plus Medical UCC requires Franchisee to purchase a particular Input only from an Approved Vendor or Required Vendor, and Franchisee desires to purchase the Input from another vendor, then Franchisee must submit a written request for approval and any information, specifications and/or samples requested by Care Plus Medical UCC. Care Plus Medical UCC may condition its approval on such criteria as Care Plus Medical UCC deems appropriate, which may include evaluations of the vendor's capacity, quality, financial stability, reputation, and reliability; inspections; product testing, and performance reviews. Care Plus Medical UCC will provide Franchisee with written notification of the approval or disapproval of any proposed new vendor within 30 days after receipt of Franchisee's request.
• 8.3 Alternate Input Approval. If Care Plus Medical UCC requires Franchisee to purchase a particular Input, and Franchisee desires to purchase an alternate to the Input, then Franchisee must submit a written request for approval and any information, specifications and/or samples requested by Care Plus Medical UCC. Care Plus Medical UCC will provide Franchisee with written notification of the approval or disapproval of any proposed alternate Input within 30 days after receipt of Franchisee's request.
• 8.4 Purchasing. Care Plus Medical UCC may negotiate prices and terms with vendors on behalf of the System. Care Plus Medical UCC may receive rebates, payments or other consideration from vendors in connection with purchases by franchisees. Care Plus Medical UCC has the right (but not the obligation) to collect payments from Franchisee on behalf of a vendor and remit the payments to the vendor and to impose a reasonable markup or charge for administering the payment program. Care Plus Medical UCC may implement a centralized purchasing system. Care Plus Medical UCC may establish a purchasing cooperative and require Franchisee to join and participate in the purchasing cooperative on such terms and conditions as Care Plus Medical UCC may determine.
• 8.5 No Liability of Franchisor. Care Plus Medical UCC shall not have any liability to Franchisee for any claim or loss related to any product provided or service performed by any Approved Vendor or Required Vendor, including without limitation defects, delays, or unavailability of products or services.
• 8.6 Product Recalls. If Care Plus Medical UCC or any vendor, supplier, or manufacturer of an item used or sold in Franchisee's Business issues a recall of such item or otherwise notifies Franchisee that such item is defective or dangerous, Franchisee shall immediately cease using or selling such item, and Franchisee shall at its own expense comply with all instructions from Care Plus Medical UCC or the vendor, supplier, or manufacturer of such item with respect to such item, including without limitation the recall, repair, and/or replacement of such item.

ARTICLE 9. MARKETING

9.1 Approval and Implementation. Franchisee shall not conduct any marketing, advertising, or public relations activities (including in-store marketing materials, websites, online advertising, social media marketing or presence, and sponsorships) that have not been approved by Care Plus Medical UCC. Care Plus Medical UCC may (but is not obligated to) operate all "social media" accounts on behalf of the System, or it may permit franchisees to operate one or more accounts. Franchisee must comply with any System Standards regarding marketing, advertising, and public

relations, include any social media policy that Care Plus Medical UCC may prescribe. Franchisee shall implement any marketing plans or campaigns determined by Care Plus Medical UCC.

• 9.2 Use by Care Plus Medical UCC. Care Plus Medical UCC may use any marketing materials or campaigns developed by or on behalf of Franchisee, and Franchisee hereby grants an unlimited, perpetual, royalty-free license to Care Plus Medical UCC for such purpose.
• 9.3 Marketing Fund. Care Plus Medical UCC may establish a Marketing Fund to promote the System on a local, regional, national, and/or international level. If Care Plus Medical UCC has established a Marketing Fund:
• (a) Separate Account. Care Plus Medical UCC shall hold the Marketing Fund Contributions from all franchisees in one or more bank accounts separate from Care Plus Medical UCC's other accounts.
• (b)

Source: Item 22 — CONTRACTS (FDD page 41)