How is the Clear Pest Pros territory defined in the Franchise Agreement?

[Item 12: TERRITORY]

ITEM 12: TERRITORY

12.1 The Territory

You will operate the Clear Pest Pros Business from a location within the Territory that we approve and that will be identified in the Summary Page to the Franchise Agreement. Your protected "Territory" will consist of specific zip-code(s) that have been awarded to you. We identify your Territory by zip codes as determined by Census Bureau statistics.

A Territory will typically include between 350,000 to 450,000 people with a maximum of 500,000 people. You will sign a franchise agreement for each Territory purchased. As of the date of this Disclosure Document, we are utilizing data that has been collected by a national demographics company to determine the number of people in each Territory. The national demographics company is GbBIS (https://www.gbbis.com/). We have the right to restrict the number of Territories in any given geographic area.

You will not receive an exclusive territory. You may face competition from other franchisees, from outlets that we own, or from other channels of distribution or competitive brands that we control.

12.2 Advertising and Servicing of Customers for Franchises

Within the Territory, you have the right to advertise and service any customer for the Services except as described in this section. However, you may not advertise via print, media, or targeted webbased advertising outside of the Territory without our approval; this includes distribution of materials at trade shows, home shows and similar locations that reference anything other than the Clear Pest Pros toll-free phone number or our home office address. Listings in membership rosters of organizations shall be considered advertising. Advertising or servicing outside of your Territory is a default under the Franchise Agreement and may carry a fine of the greater of (a) $500 or (b) 50% of job invoice amount on the default job, and/or termination of your Franchise Agreement.

[Item 12: TERRITORY]

Clear Pest Pros Businesses and Company Stores may not advertise within your Territory without your and our written approval. You may not advertise or service in any way, any customers outside the Territory, even if the area has not been awarded to another Clear Pest Pros Business or Company Store, without our prior written permission. All zip-codes that have not been awarded to a Clear Pest Pros Business or Company Store are corporately owned ("Clear Pest Pros Corporate Territory") and you may not advertise or provide Services there without our prior written permission.

Although we have not done so, we and our affiliates may sell products under the Marks within and outside the Territory through any method of distribution, although within your Territory it may not be through a Clear Pest Pros Business. This includes sales through such channels of distribution as the Internet, catalog sales, telemarketing, or other direct marketing sales (collectively, the "Alternative Distribution Channels"). You may not use Alternative Distribution Channels to make sales outside or inside the Territory and you may not receive compensation for our sales through Alternative Distribution Channels except as described in the following paragraph.

If we engage in electronic commerce through any Internet, World Wide Web, or other computer network site, or sell through any other Alternative Distribution Channel, and we receive orders for any System products or residential Services calling for delivery or performance in your Territory, we will offer the order to you at the price we establish. If you choose not to fulfill the order, if you do not meet the requirements, or if you are otherwise unable to fulfill the order, then we, or another Clear Pest Pros Business or Company Store may fulfill the order, and you will be entitled to no compensation in connection therewith.

We and our affiliates may use Alternative Distribution Channels to make sales within the Territory of products or services under trademarks different from the Marks you will use under the Franchise Agreement.

12.3 National or Regional Accounts ("NORAs")

[Item 12: TERRITORY]

12.5 Our Rights within the Territory

We retain, as we deem appropriate, the rights to:

1. establish, and allow other Clear Pest Pros Businesses to establish, Clear Pest Pros Businesses at any location outside of the Territory, and inside the Territory, in the specific instances listed in this section. on any terms and conditions, but subject to the same restrictions upon their servicing in the Territory that you are subject to when servicing in their Territory. No Clear Pest Pros Business or Company Store advertise

in print or media in the Territory, or service customers within your Territory, (a) without your prior written consent, (b) unless such account is a NORA, or (c) unless you are not in compliance with your Franchise Agreement;

[Item 12: TERRITORY]

We and our affiliates may use Alternative Distribution Channels to make sales within the Territory of products or services under trademarks different from the Marks you will use under the Franchise Agreement.

12.3 National or Regional Accounts ("NORAs")

We have the exclusive right to negotiate and enter into agreements or approve forms of agreement to provide services to National or Regional Account ("NORA") customers. We do not currently have NORAs at this time, but we may establish these relationships during the term of your Franchise Agreement. The term NORA includes any customer which on its own behalf or through agents, licensees, or other third parties owns, manages, controls or otherwise has responsibility for a business in more than one (1) location, for the benefit of the System, and regardless of the aggregate contract amount of the services to be performed. Any dispute as to whether a particular customer is a NORA shall be determined by us in our sole discretion and our determination shall be final and binding. Following the execution of a contract with or the acceptance of a bid by a NORA customer which contemplates the provision of services to one (1) or more NORA customers who are located in your Territory, we may, if you are qualified to perform the services and conditioned upon your substantial compliance with the terms of the Franchise Agreement and any other applicable agreements, provide you the opportunity to perform such services pursuant to the terms and conditions of the NORA contract or on such terms and conditions as we, at our sole discretion, determine are appropriate. You agree to provide services to all NORA customer referrals within your Territory. You further agree to provide all services in strict adherence to the Clear Pest Pros performance and process standards and all service guidelines and performance standards of the NORA. You may be required to enter into a service agreement to participate in certain NORA programs.

If you are not able or not willing to provide services to a NORA customer in conformity with the terms and conditions of the NORA contract, or fail to make an election within the time we specify after being offered the opportunity, we have the right, exercisable in our sole discretion, to (i) provide, directly or through any affiliate or other franchisee or Managing Operator, services to the NORA customer; and/or (ii) contract with another party to provide such services to the NORA customer. In either event, neither you nor the Business shall be entitled to any proceeds from the provision of Services provided to the customer of a NORA.

Source: Item 12 — TERRITORY (FDD pages 49–53)