[Item 11: FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING]

ITEM 11 FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING

Except as listed below, we are not required to provide you with any assistance.

CJR's Pre-Opening Obligations

Before you open your Franchised Restaurant, we will:

• 1. Provide you with the following site selection assistance: (A) CJR's site selection guidelines and, as you may request, a reasonable amount of consultation with respect thereto; and (B) such on-site evaluation as we may deem advisable as part of our evaluation of your request for site acceptance. (Development Agreement, § 5.B.)
• 2. We will advise you in writing within 30 days after receipt of all documents that we require whether we have accepted a particular site; however, we have no obligation to review any development proposal if you or your affiliates are not in full compliance with all agreements with us or our affiliates. If we do not respond within that time period, we will be deemed not to have accepted the site. (Development Agreement, § 5.D.)
• 3. Provide you with any training we require. (Development Agreement, § 5.F.; Franchise Agreement, §6.A. & 6.I.)
• 4. Loan you one copy of CJR's Development Guide and OPM, which contain mandatory specifications and standards relating to construction of Carl's Jr. Restaurants and information relating to your other obligations under the Development Agreement and Franchise Agreement. (Development Agreement, § 6; Franchise Agreement, §9)

[Item 11: FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING]

We will review the construction plans for the proposed Franchised Restaurant and notify you within 30 days after we receive the plans, or such longer period as we require, whether the plans are approved. (Franchise Agreement, §4.B.).

• 6. Provide you with a final inspection of the Franchised Restaurant, if we choose to conduct one, and provide you with express written authorization to open the Franchised Restaurant if you have complied with all conditions. (Franchise Agreement, §4.K.)
• 7. Provide you electronic access to our confidential and proprietary OPM, which contains information and knowledge that is unique, necessary and material to the Carl's Jr. System. The OPM remains our property. We may revise the contents of the OPM and you agree to comply with each new or changed section. (Franchise Agreement, §9). We will permit you to inspect a copy of the OPM before you purchase a franchise, if you first sign a Confidentiality Agreement, which is attached as Exhibit F.
• 8. Provide you with consultation and advice at no additional cost with regard to construction or renovation and operation of the Franchised Restaurant, building layout, furnishings, fixtures and equipment plans and specifications, training, purchasing and inventory control and those other matters as we deem appropriate. (Franchise Agreement, §12.A.)
• 9. Provide you with assistance, upon your request, in opening the Franchised Restaurant and in training your employees as we deem appropriate in light of your needs and the availability of our personnel. We have the right to charge you a fee for the opening training support team, depending on the level of support needed to open the Franchised Restaurant (as determined by us). (Franchise Agreement, §11.B.)
• 10. Provide the FMTP to up to 8 individuals. The details of the FMTP are described later in this Item. (Franchise Agreement, §11.A.).

CJR's Obligations During Operation of the Franchise

During the operation of your Franchised Restaurant, we will:

[Item 11: FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING]

• 3. We may change or modify the Carl's Jr. System, including modifications to the OPM, the menu and menu formats, the required equipment, the signage, the building and premises of the Franchised Restaurant (including the trade dress, décor and color schemes), the presentation of the Proprietary Marks, the adoption of new administrative forms and means of reporting and of payment of any monies owed to CJR (including electronic means of reporting and payment) and the adoption and use of new or modified Proprietary Marks or copyrighted materials. (Franchise Agreement, §10.A.)
• 4. Provide additional training to you, if we decide to offer any additional training. We reserve the right to require you to pay a tuition fee for these additional training programs, and you will be required to pay all travel, living and other expenses incurred by your employees while attending the training. (Franchise Agreement, §11.B.)
• 5. Provide periodic advice and consultation to you in connection with the operation of the Franchised Restaurant as we deem appropriate or necessary. We will provide to you, as we deem appropriate or necessary, our knowledge and expertise regarding the Carl's Jr. System and pertinent new developments, techniques and improvements in the areas of restaurant design, management, food and beverage preparation, sales promotion, service concepts and other areas. We may provide these services through visits by our representatives to the Franchised Restaurant or your offices, the distribution of printed or filmed material or electronic information, meetings or seminars, telephone communications, email communications or other communications. (Franchise Agreement, §12.C.)
• 6. Conduct inspections of the Franchised Restaurant and evaluations of the products sold and services rendered as we deem appropriate or necessary. (Franchise Agreement, §12.D.; Co-Brand Location Addendum, § 7)

Advertising

[Item 11: FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING]

In addition, if you do not currently operate a Franchised Restaurant or if you have not opened a new Franchised Restaurant in the last 2 years, your Operating Principal must attend another franchisee's (or a company) new restaurant opening no more than 12 months before your Franchised Restaurant opens.

Any training that we may provide to any of your employees will be limited to training or guiding the employees regarding the delivery of approved products to customers in a manner that reflects the customer service standards of the Carl's Jr. System. You are, and will remain, the sole employer of your employees at all times, including during all training programs, and you are solely responsible for all employment decisions and actions related to your employees. You are solely responsible for ensuring that your employees receive adequate training.

TRAINING PROGRAM

The following chart summarizes the subjects taught during the FMTP in the operation of a Carl's Jr. Restaurant:

General Manager Training:

[Item 11: FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS, AND TRAINING]

Time Between Agreement Signing and Opening

The typical length of time between the Property Control Date and the opening of the Franchised Restaurant is between 12 and 18 months. Factors affecting the length of time needed to open the Franchised Restaurant usually include your ability to obtain adequate financing, weather, local requirements and procedures for necessary permits and zoning, shortages or delayed installation of equipment, signs and fixtures and special circumstances affecting construction in a particular area, none of which are within our control.

Training

We may require those individuals who will have a 10% or greater interest in the franchisee entity to attend a 10-Day Operations Overview before we will commit to enter into any other agreement with you. The 10-Day Operations Overview will be conducted at those locations specified by us. As described in Item 5, we may charge a fee for this program, and you will be required to pay all travel, living and other expenses incurred in attending this program. The persons participating in the 10-Day Operations Overview will be required to execute the Preliminary Agreement.

We currently provide, at no charge for you, your Operating Principal (if not previously trained), your General Manager and 6 other employees who you have hired as Shift Leaders, the FMTP, provided the training takes place within 2 years of your signing the Franchise Agreement, in the operation of a Carl's Jr. Restaurant at those times and places designated by us. We reserve, however, the right to modify or waive the training required based on individual's or your experience. As described in Item 5, a fee is charged to provide the FMTP to additional individuals. The FMTP will include in-restaurant training at a Carl's Jr. Restaurant designated by us, classroom instruction and training at a designated training facility in Anaheim, CA or Franklin, TN, and online training.