What specific financial resources are required for a proposed City Wide transferee to be approved?

• 13.4.2 The proposed transferee will then apply for a Franchised Business under the System and must meet all of CITY WIDE's then-current standards and requirements for becoming a franchisee.

• 13.4.5 If CITY WIDE approves the proposed transferee, Franchisee, the Affiliated Company, or the Owner may transfer the interest to the proposed transferee pursuant to a form of transfer or assignment approved in advance by CITY WIDE at a price and under terms and conditions which are not more favorable than the terms offered to CITY WIDE, but only after the proposed transferee has completed (to the satisfaction of CITY WIDE) the initial training then currently required of System franchisees and has paid CITY WIDE all fees associated with such training, as assessed by CITY WIDE at its sole and absolute right;

• 13.4.6 Prior to the consummation of any such Transfer, Franchisee will pay all amounts due to CITY WIDE and cure all other breaches of this Agreement and any other agreement with CITY WIDE, and Franchisee will execute and deliver to CITY WIDE a general and absolute release in a form satisfactory to CITY WIDE, of any and all claims against CITY WIDE or its affiliates, officers, directors, employees, agents, and representatives;

• 13.4.9 CITY WIDE may require any transferee of any shares of stock or interest of any kind or nature in Franchisee, any Affiliated Company, or the Owner and his/her spouse or domestic partner to guarantee the obligations of Franchisee under this Agreement or under any new Franchise Agreement entered pursuant to Section 13.4.10 below.

• 13.4.11 The transferee will execute the then-current form of franchise agreement, pay all required fees (including Initial Fees) and will provide such additional guaranties of its obligations under such franchise agreement as CITY WIDE may require.

• 13.5 Transfer Fee.

In the event CITY WIDE approves a Transfer, Franchisee shall pay to CITY WIDE a transfer fee ("Transfer Fee") which is equal to Twenty Five Thousand Dollars ($25,000) and any applicable third-party broker fee.

Such Transfer Fee will be in addition to any Initial Franchise Fee due and owing under the then-current form of franchise agreement.

Source: Item 22 — CONTRACTS (FDD page 65)