What site selection assistance does Chicken Guy provide to the franchisee?

n, the geographic area identified in the attached Data Sheet ("Site Selection Area"). Prior to the site approval deadline set forth in in the attached Data Sheet ("Site Approval Deadline"), Franchisee shall obtain site approval from Chicken Guy for the Franchised Restaurant. If Chicken Guy has not approved a site within this time period, Chicken Guy, at its option, may terminate this Agreement pursuant to Section 22. Franchisee assumes all cost, liability and expense for locating, obtaining and developing a site for the Franchised Restaurant and constructing and equipping the Franchised Restaurant in accordance with Chicken Guy's standards at an approved site. Chicken Guy reserves the right to require Franchisee to engage the services of a real estate broker approved by Chicken Guy to assist Franchisee in identifying and securing a site for the Franchised

Restaurant. Franchisee shall not make any binding commitments to purchase or lease a site until Chicken Guy has approved the site in writing.

• B. Site Selection Assistance. Chicken Guy will provide Franchisee with the following site selection assistance: (1) Chicken Guy's site selection guidelines and, as Franchisee may request, a reasonable amount of consultation with respect thereto; and (2) such on-site evaluation as Chicken Guy may deem advisable as part of its evaluation of Franchisee's request for site approval. Chicken Guy reserves the right to retain the services of third party real estate analysts to evaluate proposed sites for Chicken Guy! Restaurants.
• C. Real Estate Site Application. Franchisee shall submit to Chicken Guy a Real Estate Site Application (containing that information as Chicken Guy may reasonably require) for a proposed site which Franchisee reasonably believes to conform to site selection criteria that Chicken Guy establishes from time to time for demographic characteristics, traffic patterns, parking, character of the neighborhood, competition from other businesses in the area, the proximity to other businesses (including restaurants operated or franchised by Chicken Guy or its affiliates), the nature of other businesses in proximity to the site and other commercial characteristics (including the purchase price, rental obligations and other lease terms for the proposed site) and the size, appearance, other physical characteristics, and a site plan of the premises.
• D. Business Plan. Franchisee shall develop and submit to Chicken Guy, simultaneously with the submission of the Real Estate Site Application, a three-year business plan ("Business Plan") outlining the actions that Franchisee will take to ensure that Franchisee's operation and management of the Franchised Restaurant are in compliance with Chicken Guy's standards. During the term of this Agreement, Franchisee agrees to revise the Business Plan as required by Chicken Guy and further agrees to implement that Business Plan as approved by Chicken Guy.

E. Site Approval

• (1) Within 15 days after Chicken Guy's receipt of the Real Estate Site Application, the Business Plan and any additional information that Chicken Guy may reasonably require, Chicken Guy's Real Estate Review Committee shall review that information, evaluate the proposed site and advise Franchisee in writing whether it has approved a particular site. If Chicken Guy does not respond within that time period, Chicken Guy shall be deemed to have rejected the site. Chicken Guy's approval or rejection of a site may be subject to reasonable conditions as determined in its sole discretion.
• (2) Franchisee acknowledges that, in order to preserve and enhance the reputation and goodwill of all restaurants franchised by Chicken Guy and the goodwill of the Proprietary Marks, all Chicken Guy! Restaurants must be properly developed, operated and maintained. Accordingly, Franchisee agrees that Chicken Guy may refuse to approve a site for a proposed Franchised Restaurant unless Franchisee demonstrates sufficient financial capabilities, in Chicken Guy's sole judgment, applying standards consistent with criteria Chicken Guy uses to establish restaurants in other comparable market areas, to properly develop, operate and maintain the proposed Franchised Restaurant. To this end, Franchisee shall furnish Chicken Guy with such financial statements and other information regarding Franchisee and the development and operation of the proposed Franchised Restaurant, including, without limitation, investment and financing plans for the proposed Franchised Restaurant, as Chicken Guy reasonably may require.
• (3) Chicken Guy's approval of one or more sites is not a representation or a promise by Chicken Guy that a Chicken Guy! Restaurant at the site will achieve a certain sales volume or a certain level of profitability. Similarly, Chicken Guy's approval of one or more sites and

**its refusal to approve other sites is not a representation or a promise that the approved site will have a higher sales volume or be more profitable than a site which Chicken Guy did not approve. Chicken Guy assumes no liability or responsibility for: (a) evaluation of the Franchised Location's soil for hazardous substances; (b) inspection of any structure on the Franchised Location for asbestos or other toxic or hazardous materials; (c) compliance with the Americans with Disabilities Act ("ADA"); or (d) compliance with any other applicable law.

Source: Item 22 — CONTRACTS (FDD page 50)