Under what circumstances, other than the expiration of the initial term, can the City Wide franchise agreement be terminated?

.2.11 If Franchisee makes an unauthorized assignment of the Franchised Business, its assets or ownership of Franchisee; or

• 14.2.12 If Franchisee fails to comply with the Annual Revenue Per Capita Growth requirement as set forth in Section 6.5 of this Agreement; or
• 14.2.13 If Franchisee fails to comply with the Revenue and Profit Maximization requirements set forth in Section 7.15 of this Agreement; or
• 14.2.14 If Franchisee fails to comply with the Minimum Total Revenue Retention Requirement as set forth in Section 7.19; or
• 14.2.15 If Franchisee breaches any other covenant, agreement, obligation, term, warranty, condition, or certification contained in this Agreement.
• 14.3 Breach of Related Agreement. If Franchisee defaults under any term of any agreement material to the Franchised Business or any other Franchise Agreement, Development Agreement or other contract or agreement between CITY WIDE or its affiliates, on the one hand, and Franchisee or a Franchisee Affiliated Company, on the other hand, and such default is not cured within the time specified in such agreement, contract or other franchise agreement, such default shall be deemed a default under this Agreement.
• 14.4 Immediate Termination of Rights; Surviving Provisions. Upon the occurrence of any event of default enumerated in Sections 14.1 or 14.2 of this Agreement, or upon termination pursuant to Section 14.5 of this Agreement, and upon Franchisee's failure to cure such default within the applicable period for cure, if any, then subject to the expiration of any minimum time period provided for by applicable law, this Agreement and all Franchisee's rights under it will immediately terminate without further notice or action by CITY WIDE; provided; however, that the rights, duties, covenants, and obligations of the parties to this Agreement will survive the end of the Term of this Agreement only insofar as they set out obligations or duties owed by Franchisee to CITY WIDE ("Surviving Provisions"). Such Surviving Provisions include, but are not limited to, those relating to the use and protection of the Marks (Section 5), the confidentiality and use of the Confidential Information (Section 9), the maintenance of statements and records and inspection and auditing of records (Section 11), covenants relating to non-competition and other Franchisee covenants (Section 12), the post-termination obligations of Franchisee (Section 15), indemnification and independent contractor status (Section 19), the availability of equitable relief and payment of costs and

expenses (Section 23), governing law and dispute resolution (Sections 27 & 29), severability and construction (Section 28), and acknowledgments (Section 30). All obligations of the parties which expressly or by their nature survive the expiration or termination of this Agreement will continue in full force and effect notwithstanding its expiration or termination until they are satisfied or by their nature expire.

• 14.5 Rights of a Secured Party. Upon the occurrence of any event of default enumerated in Section 14.1 or 14.2 above, in addition to any other rights and remedies to which it may be entitled, CITY WIDE will have all rights and remedies of a secured party under the UCC as enacted in the State of Kansas, including but not limited to, the right to enter any premises of Franchisee to remove and repossess any products and goods in which CITY WIDE has been granted a security interest, without notice to Franchisee. Franchisee waives and releases CITY WIDE from all claims in connection with or arising from such entering and removal. At CITY WIDE's request following an event of default, Franchisee will assemble and make available to CITY WIDE all products and goods in which CITY WIDE has been granted a security interest, at a place to be designated by CITY WIDE which is convenient to both parties.
• 14.6 No Waiver. All acts of CITY WIDE undertaken in the course of efforts to resolve a termination dispute, or a dispute for which termination is a possible remedy, will be deemed to have been undertaken without prejudice to the rights asserted by CITY WIDE and will not constitute a waiver or relinquishment of those rights. In the event Franchisee continues to engage in the Franchised Business while the dispute is pending, that fact, and/or the receipt of monthly payments and the furnishing by CITY WIDE of information and services essential to such operation, will not constitute a waiver or relinquishment of CITY WIDE's rights. CITY WIDE may, at its option and without waiving its right to terminate, seek any form of relief or remedy available to it under common law or statute for any breach of this Agreement, including, but not limited to, the right to damages, injunctive relief, and declaratory orders for specific performance.
• 14.7 Applicable Law.

Source: Item 22 — CONTRACTS (FDD page 65)