ate Fish Coffee business.

"Required Vendor" means a supplier, vendor, or distributor of Inputs which Chocolate Fish Franchising requires franchisees to use.

"System Standards" means, as of any given time, the then-current mandatory procedures, requirements, and/or standards of the System as determined by Chocolate Fish Franchising, which may include without limitation, any procedures, requirements and/or standards for appearance, business metrics, cleanliness, customer service, design (such as construction, decoration, layout, furniture, fixtures and signs), equipment, inventory, marketing and public relations, operating days, operating hours, presentation of Marks, product and service offerings, quality of products and services (including any guaranty and warranty programs), reporting, safety, technology (such as computers, computer peripheral equipment, smartphones, point-of-sale systems, back-office systems, information management systems, security systems, video monitors, other software, backup and archiving systems, communications systems (including email, audio, and video systems), payment acceptance systems, and internet access, as well as upgrades, supplements, and modifications thereto), uniforms, and vehicles.

"Territory" means the territory stated on the Location Acceptance Letter.

"Transfer" means for Franchisee (or any Owner) to voluntarily or involuntarily transfer, sell, or dispose of, in any single or series of transactions, (i) substantially all of the assets of the Business, (ii) this Agreement, (iii) any direct or indirect ownership interest in the Business, or (iv) control of the Business.

ARTICLE 2. GRANT OF LICENSE

• 2.1 Grant. Chocolate Fish Franchising grants to Franchisee the right to operate a Chocolate Fish Coffee business solely at the Location. If no Location is stated on the Summary Page when this Agreement is signed, then the parties will determine the Location in accordance with Section 6.1. Franchisee shall develop, open and operate a Chocolate Fish Coffee business at the Location for the entire term of this Agreement.
• 2.2 Protected Territory. Chocolate Fish Franchising shall not establish, nor license the establishment of, another business within the Territory selling the same or similar goods or services under the same or similar trademarks or service marks as a Chocolate Fish Coffee business. Chocolate Fish Franchising retains the right to:
  • (i) establish and license others to establish and operate Chocolate Fish Coffee businesses outside the Territory, notwithstanding their proximity to the Territory or their impact on the Business;
  • (ii) operate and license others to operate businesses anywhere that do not operate under the Chocolate Fish Coffee brand name; and
  • (iii) sell and license othersto sell products and services in the Territory through channels of distribution (including the internet) other than Chocolate Fish Coffee outlets.
• 2.3 Franchisee Control. Franchisee represents that it will identify each owner, officer and director of Franchisee, and describes the nature and extent of each owner's interest in Franchisee.

Source: Item 23 — RECEIPTS (FDD pages 41–119)