What is the relationship between this rider and the Central Bark Doggy Day Care Franchise Agreement?

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• B. We desire to expand and develop the Central Bark brand in the Multi-unit Territory, and you wish to open and operate Central Bark Facilities in the Multi-unit Territory, upon the terms and conditions as set forth in this Agreement.

The parties therefore agree as follows:

ARTICLE 1. GRANT OF MULTI-UNIT FRANCHISE RIGHT

1.1 Grant of Multi-Unit Franchise Right

• (a) Upon the terms and subject to the conditions of this Agreement, we hereby grant to you, and you hereby accept, the right and obligation, during the Term, to open Central Bark Facilities solely at Venues within the Multi-unit Territory. Each Central Bark Facility shall be operated according to the terms of an individual Franchise Agreement. An increase or decrease in the size of the cities, counties or political subdivisions, if any, included within the Multi-unit Territory will have no effect on the Multiunit Territory as it is described in Addendum 1.
• (b) No right or license is granted to you hereunder to use any Marks, trade dress or designs owned by us or our Affiliate, such right and license being granted solely pursuant to Franchise Agreements. Nothing in this Agreement will permit you to own or operate a Central Bark Facility, except pursuant to a valid Franchise Agreement. You shall not use the Marks in any manner or for any purpose, including in connection with any offering of securities or any request for credit, without our prior express written approval.

1.2 Exclusivity

• (a) During the Term of this Agreement, we and our Affiliates will not operate or grant a license or franchise to any other person to operate Central Bark Facilities at any Venue within the Multiunit Territory.

• (b) Except as provided in Section 1.2(a), we expressly reserve all other rights, including but not limited to the exclusive, unrestricted right, in its discretion, directly and indirectly, through its employees, Affiliates, representatives, licensees, assigns, agents and others:

  • (i) To use, and to license other persons to use, the Marks and System for the operation of Central Bark Facilities at any location other than in the Multi-unit Territory, regardless of proximity to the Multi-unit Territory, and regardless of whether such other businesses draw customers from the Multi-unit Territory;

• (ii) To use, license and franchise the use of trademarks or service marks other than the Marks, whether in alternative channels of distribution or otherwise, at any location, including a location or locations inside of the Multi-unit Territory, in association with operations that are different from Central Bark Facilities;

• (iii) To offer Authorized Products and Services, or grant others the right to offer the Authorized Products and Services, whether using the Marks or other trademarks or service marks, through channels of distribution that are different from Central Bark Facilities, including, without limitation, by Internet commerce (e-commerce), mail order or otherwise, regardless of whether it is inside or outside of the Multi-unit Territory;

• (iv) To maintain any websites utilizing a domain name incorporating the Marks or derivatives. We retain the sole right to advertise and market on the Internet and use the Marks on the Internet, including all use of websites, domain names, URL's, directory addresses, metatags, linking, advertising, and co-branding and other arrangements;

• (v) To establish, operate and allow other to establish and operate businesses that may offer products and services which are identical or similar to the products and services offered by Central Bark Facilities, under trade names, trademarks, service marks and commercial symbols which are different from the Marks at any location (including in the Multi-unit Territory);

• (vi) To operate or grant any third party the right to operate any Central Bark Facility that we or our designee acquire as a result of the exercise of a right of first refusal or purchase right that we have under this Agreement or any Franchise Agreement, including inside the Multi-unit Territory;

• (vii) To acquire, merge, or combine with businesses that are the same as or similar to Central Bark Facilities and operate such businesses regardless of where such businesses are located, including inside the Multi-unit Territory, and to be acquired by any third party which operates businesses that are the same as, or similar to, Central Bark Facilities, regardless of where such businesses are located, including inside the Multi-unit Territory; and.

  • (viii) To engage in any activities not expressly prohibited under this Agreement.

ARTICLE 2. FRANCHISEE'S DEVELOPMENT OBLIGATION

2.1 Development Obligation

Within each Development Period specified in Addendum 2 (the "Development Schedule"), you must construct, equip, open and thereafter continue to operate at, and only at, locations within the Multiunit Territory, not less than the cumulative number of Central Bark Facilities required by the Development Obligation for that Development Period. The Development Obligation is not our representation, express or implied, that the Multi-unit Territory can support, or that there are or will be sufficient sites for, the number of Central Bark Facilities specified in the Development Schedule, or during any particular Development Period.

2.2 Timing of Execution of Franchise Agreements

Simultaneously with signing this Agreement, you or an approved Affiliate must sign and deliver to us a Franchise Agreement and related documents for the first Central Bark Facility you are obligated to acquire under this Agreement. You or your approved Affiliate must thereafter open and operate a Central Bark Facility according to the terms of that Franchise Agreement. Thereafter, subject to Article 6, for each additional Central Bark Facility you must open and operate under the Development Schedule, notwithstanding anything to the contrary contained herein, on or before the date which is 240 days before the end of each Development Period, you or an approved Affiliate must have executed (in accordance with this Agreement) our then-current form of Franchise Agreement and related documents, the terms of which, except as provided hereunder, may differ substantially from the terms contained in the Franchise Agreement in effect on the Effective Date, and paid the required Initial Franchise Fee due under such Franchise Agreement. Notwithstanding anything to the contrary in this Agreement, the royalty fee due under each Franchise Agreement you enter into pursuant to this Agreement will not exceed six percent (6%) of Gross Sales (as that term is defined in the Franchise Agreement).

2.3 You May Not Exceed The Development Obligation

Unless we shall otherwise consent in writing, you may not construct, equip, open and operate more than the total number of Central Bark Facilities comprising the Development Obligation.

2.4 Business Plan and Reporting

Within 60 days after the Effective Date, you must prepare and give us a business plan including a projected schedule for Central Bark Facility development and detailed cost and revenue projections for your activities under this Agreement.

Source: Item 1 — Franchisee shall have paid all Royalty Fees, advertising fund contributions, LAC contributions, amounts owed for purchases by Franchisee from Franchisor, or Franchisor's affiliates, and all other amounts owed to Franchisor, Franchisor's affiliates, and third-party creditors, and shall have submitted to Franchisor all required reports and statements; (FDD pages 106–233)