R, its parents, subsidiaries, affiliates, predecessors and successors and their respective past and present officers, directors, managers, shareholders, members, agents and employees, in their corporate and individual capacities (collectively, "CJR Releasees"), from any and all claims, demands, liabilities and causes of action of whatever kind or nature, whether known or unknown, vested or contingent, suspected or unsuspected (collectively "claims"), which any Releasor now owns or holds or may in the future own or hold based on, arising out of or relating to, in whole or in part, any fact, event, conduct or omission occurring on or before the date of this Agreement, including, without limitation, claims arising

CJR TR Development Agreement – 5/25 Franchisee (Alpha Code) DMA/Area of Development – Number of Restaurants

under federal, state and local laws, rules and ordinances, claims for contribution, indemnity and/or subrogation, and claims arising out of, or relating to this Agreement and all other agreements between any Releasor and any CJR Releasee, the sale of a franchise to any Releasor, the development of any Franchised Restaurant and the development and operation of all other restaurants operated by any Releasor that are or were franchised by CJR or its parents, subsidiaries, affiliates or predecessors. Developer (on behalf of Releasors) expressly agrees that fair consideration has been given by CJR for this release and it fully understands that this is a negotiated, complete and final release of all claims. This release does not include a release of claims arising from representations in the Carl Jr.'s Franchise Disclosure Document provided to Developer in connection with this Agreement or any claims arising under any applicable state or federal franchise laws regulating the offer or sale of the franchise for this Agreement as of the date of this Agreement (including without limitation the FTC Rule on Franchising (16 C.F.R. Part 436).

12. COVENANTS

A. Best Efforts

During the Development Term, Developer and the Development Principal shall devote their best efforts to the development, management and operation of the Franchised Restaurants in the Development Territory.

B. Confidentiality

Developer acknowledges and agrees that: (1) CJR owns all right, title and interest in and to the Carl's Jr. System; (2) the Carl's Jr. System include trade secrets and confidential and proprietary information and know-how that give CJR and its affiliates a competitive advantage; (3) the trade secrets and confidential and proprietary information and know-how derive independent economic value to CJR from not being generally known to and not readily ascertainable by others; (4) CJR and its affiliates have taken all measures appropriate to protect the trade secrets and the confidentiality of the proprietary information and know-how of the Carl's Jr. System; (5) all material or other information now or hereafter provided or disclosed to Developer regarding the Carl's Jr. System is disclosed in confidence; (6) Developer has no right to disclose any part of the Carl's Jr. System to anyone who is not an employee of Developer; (7) Developer will disclose to its employees only those parts of the Carl's Jr. System that an employee needs to know;

Source: Item 23 — RECEIPTS (FDD pages 76–364)