What is the relationship between the terms of the Cicis Addendum and the New Franchise Agreement?

ty to that certain franchise agreement dated (as amended, the "Original Franchise Agreement") which governs your ownership and operation of a Cicis® Restaurant located at bearing # (the "Restaurant"). | | C. | The Original Franchise Agreement is set to expire on [], and, | | operate the Restaurant. | pursuant to Section 3.B. of the Original Franchise Agreement, you wish to renew your right to |

• D. As required under the Original Franchise Agreement, you and we have entered into that certain franchise agreement, dated as of the Effective Date (the "New Franchise Agreement"), which will govern your ownership and operation of the Restaurant from and after the Effective Date.
• E. We and you desire to amend certain provisions of the New Franchise Agreement, as described herein, in recognition of the fact that the New Franchise Agreement governs the operation of an operating Restaurant.

AGREEMENT

NOW, THEREFORE, the parties, in consideration of the mutual undertakings and commitments set forth herein, the receipt and sufficiency of which are acknowledged, agree as follows:

1. Acknowledgment of Expiration of Original Franchise Agreement. The parties acknowledge and agree that, as of the Effective Date, the Original Franchise Agreement has expired and that the ownership and operation of the Restaurant will hereafter be governed by and subject to the New Franchise Agreement. Notwithstanding the foregoing, you acknowledge and agree that nothing contained in this Addendum will release you and your owners from any obligations under the Original Franchise Agreement that by their nature survive termination (such as, [Section 15 (Indemnification)]); provided, however, that because you will continue operating the Restaurant after the expiration of the Original Franchise Agreement, we waive your obligation to satisfy the post-term obligations set forth in [Section 18 (Post-Termination)] of the Original Franchise Agreement.

2. Amendment to New Franchise Agreement.

A. Development of Restaurant. You and we agree that, as of the Effective Date, all the provisions in the New Franchise Agreement that pertain to the initial development of the Restaurant, (including, without limitation, (i) identification and approval of the Location of the Restaurant and the development and opening of your Restaurant as set forth in Section 2, and (ii) our obligation to provide, and your obligation to complete, the initial training as set forth in Section 5.F.), are deemed to have been satisfied but only to the extent that such obligations apply

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to the initial development of the Restaurant. You agree to comply with all of your obligations under the New Franchise Agreement (including, without limitation, Section 2 and Section 5.F. thereof) as they apply to the continuation of the operation of the Restaurant.

• B. Initial Franchise Fee & Initial Training Fee. Section 4.A. (Initial Franchise Fee) and Section 4.B. (Initial Training Fee) of the New Franchise Agreement are deleted in their entirety.
• C. Grand Opening. Section 7.E. (Grand Opening) of the New Franchise Agreement is deleted in its entirety.
• D. Other Conditions. You agree to remodel and refurbish the Restaurant and its premises as necessary to comply with the System Standards, including, without limitation, those items reflected on Exhibit A hereto. All such required remodel and refurbishment must be completed by not later than the date shown on Exhibit A and must be demonstrated and verified to us by digital photographs and/or video by not later than that date. [Note: Delete when not applicable.]
• E. Release. You, on behalf of yourself, and your current and former parents, affiliates, and subsidiaries, and each of the foregoing person's or entity's respective direct or indirect owners, officers, directors, employees, representatives, predecessors, spouses, heirs, principals, attorneys, agents, successors, and assigns (collectively, the "Releasing Parties"), do hereby absolutely and irrevocably release and discharge us and our parents, subsidiaries, and affiliates, and each of the foregoing entity's current and former owners, officers, directors, employees, managers, agents, representatives, predecessors, successors, and assigns (the "Franchisor Parties"), of and from any and all claims, obligations, debts, proceedings, demands, causes of actions, rights to terminate and rescind, liabilities, losses, damages, and rights of every kind and nature whatsoever, whether known or unknown, suspected or unsuspected, at law or in equity (collectively, "Claims"), which any of them has, had or may have, from the beginning of time to the Effective Date, including, without limitation, those arising out of or relating in any way to the Original Franchise Agreement, the relationship created by the Original Franchise Agreement, or the development, ownership, or operation of the Restaurant. You, on behalf of yourself and on behalf of the other Releasing Parties, further covenant not to sue any of the Franchisor Parties on any of the Claims released by this Section and warrant and represent that you and they have not assigned or otherwise transferred any Claims released by this Section.

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 58–64)