Crisp_Green 2024 Franchise FAQ - FDD Ninja

Question 1

According to the Crisp & Green franchise agreement, what rights does the franchisor reserve?

Accepted Answer

**2.03 Our Reservation of Rights**. Other than as set forth in Section 2.02 above, we and our Affiliates (and our respective successors and assigns, by purchase, merger, consolidation or otherwise) retain all rights and discretion with respect to the Marks, the System, the sale of products and services similar or dissimilar to those offered by CRISP & GREEN Restaurants, and the operation or franchising of CRISP & GREEN Restaurants anywhere located or to be located, and may engage in any business activities whatsoever, within or outside the Designated Area, whenever and wherever we desire. Specifically, by way of example and without limitation, we reserve the following rights: (a) to establish and

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 2

According to projections as of December 31, 2023, what is the maximum number of new franchised Crisp & Green outlets expected to open in the next fiscal year?

Accepted Answer

|  | Franchise Agreements | Projected New Franchised | Projected New |
|---|---|---|---|
|  | Signed But | Outlets | Company-Owned Outlets |
| State | Outlet Not Opened | in the Next Fiscal Year | in the Next Fiscal Year |
| Arizona | 11 | 0 | 0 |
| Arkansas | 4 | 0-1 | 0 |
| California | 3 | 0 | 0 |
| Colorado | 15 | 1 | 0 |
| Florida | 8 | 0-1 | 0 |
| Idaho | 2 | 0 | 0 |
| Illinois | 6 | 1-2 | 0 |
| Indiana | 7 | 1 | 0 |
| Kentucky | 9 | 0 | 0 |
| Minnesota | 14 | 3-4 | 0 |
| Missouri | 5 | 0-1 | 0 |
| Montana | 2 | 1 | 0 |
| Nebraska | 1 | 0-1 | 0 |
| New York | 2 | 0 | 0 |
| North Carolina | 4 | 1 | 0 |
| North Dakota | 1 | 0 | 0 |
| Ohio | 10 | 0 | 0 |
| South Dakota | 1 | 0 | 0 |
| Tennessee | 2 | 0 | 0 |
| Texas | 14 | 1 | 0 |
| To Be Determined (TBD) | 20 | 0 | 0 |
| Utah | 4 | 0 | 0 |
| Wisconsin | 4 | 1-2 | 0 |
| Total | 149 | 10-17 | 0 |

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 3

Across all listed states, how many Crisp & Green outlets ceased operations for 'other reasons' between 2021 and 2023?

Accepted Answer

Franchised Outlets For Years 2021, 2022, and 2023

|  |  |  |  |  |  |  | Ceased |  |
|---|---|---|---|---|---|---|---|---|
|  |  | Outlets at |  |  |  | Reacquired | Operations - | Outlets |
|  |  | Start of | Outlets |  | Non- | by | Other | at End of |
| State | Year | Year | Opened | Terminations | Renewals | Franchisor | Reasons | Year |
| Arkansas | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Colorado | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 3 | 0 | 0 | 0 | 0 | 3 |
|  | 2023 | 3 | 3 | 0 | 0 | 0 | 0 | 6 |
| Florida | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 4 | 0 | 0 | 0 | 0 | 4 |
|  | 2023 | 4 | 2 | 0 | 0 | 0 | 0 | 6 |
| Illinois | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Iowa | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Minnesota | 2021 | 4 | 3 | 0 | 0 | 0 | 0 | 7 |
|  | 2022 | 7 | 6 | 0 | 0 | 0 | 0 | 13 |
|  | 2023 | 13 | 3 | 0 | 0 | 0 | 0 | 16 |
| Nebraska | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
| New York | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| North Dakota | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 1 | 0 | 0 | 0 | 0 | 2 |
| South Dakota | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
| Tennessee | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Texas | 2021 | 0 | 2 | 0 | 0 | 0 | 0 | 2 |
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|  | 2022 | 2 | 2 | 0 | 0 | 0 | 0 | 4 |
|---|---|---|---|---|---|---|---|---|
|  | 2023 | 4 | 2 | 0 | 0 | 0 | 0 | 6 |
| Utah | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
| Wisconsin | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Totals | 2021 | 4 | 8 | 0 | 0 | 0 | 0 | 12 |
|  | 2022 | 12 | 16 | 0 | 0 | 0 | 0 | 28

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 4

What actions are Crisp & Green franchisees required to take to identify themselves as independent owners?

Accepted Answer

You or your Principal Owners shall truthfully fill out the Franchisee Acknowledgment attached hereto as Exhibit F.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 5

As of December 31, 2023, how many Crisp & Green locations listed are 'Open'?

Accepted Answer

# EXHIBIT F TO THE CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT

### **List of Franchisees**

### As of December 31, 2023

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 6

Which Crisp & Green franchisee operates the most locations listed in this table?

Accepted Answer

# EXHIBIT F TO THE CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT

### **List of Franchisees**

### As of December 31, 2023

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 7

What are the implications of the independent contractor relationship between Crisp & Green and its franchisees regarding employee status?

Accepted Answer

Neither this Agreement nor the dealings of the parties pursuant to this Agreement shall create any fiduciary relationship or any other relationship of trust or confidence between the parties hereto. Franchisor and Franchisee, as between themselves, are and shall be independent contractors.

We and you acknowledge and agree that this Agreement (and the relationship of the parties which arises from this Agreement) grants us the right to make decisions, take actions and/or refrain from taking actions not inconsistent with your explicit rights and obligations hereunder that may affect favorably or adversely your interests. You understand and agree that we may operate and change the System and our business in any manner that is not expressly and specifically prohibited by this Agreement. Whenever we have reserved in this Agreement a right and/or discretion to take or withhold an action, or to grant or decline to grant you a right to take or withhold an action, except as otherwise expressly and specifically provided in this Agreement, we may make our decision or exercise our right and/or discretion on the basis of our judgment of what is in our best interests, including our judgment of what is in the best interests of our franchise network, at the time our decision is made, without regard to: (a) whether other reasonable or even arguably preferable alternative decisions or actions could have been made by us; (b) whether our decision or the action we take promotes our financial or other individual interest; (c) whether our decision or the action we take applies differently to you and one (1) or more other franchisees; or (d)

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whether our decision or the exercise of our rights is adverse to your individual interests or the individual interests of any other particular franchisees. We will have no liability to you for any such decision or exercise of our rights.

Nothing contained in this Agreement, or arising from the conduct of the parties hereunder, is intended to make either party a general or special agent, joint venturer, partner or employee of the other for any purpose whatsoever. You must conspicuously identify yourself in all dealings with customers, lessors, contractors, suppliers, public officials, employees and others as the owner of the Franchised Restaurant and must place such other notices of independent ownership on such forms, business cards, stationery, advertising and other materials as we may require at any time and from time to time.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 8

What does Item 17 of the Crisp & Green FDD generally discuss?

Accepted Answer

# ITEM 17 RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION

This table lists certain important provisions of the franchise and related agreements. You should read these provisions in the agreements attached to this disclosure document.

### THE FRANCHISE RELATIONSHIP

| Provision |  | Section in Franchise |
|---|---|---|
|  |  | or Other Agreement |
| u. Dispute resolution by arbitration or mediation | Section 18.05 – Franchise Agreement and Section 9 – Area Development Agreement |  | Except for claims for injunctive relief, we make seek against you, all disputes must be arbitrated in the city closest to our corporate headquarters (currently Wayzata, MN). Subject to applicable state law. |
| v. Choice of forum | Section 18.07 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, disputes must be arbitrated or litigated in the city closest to our corporate headquarters (currently Wayzata, MN). |
| w. Choice of law | Section 18.08 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, Minnesota law applies, provided that the Minnesota Franchise Act and other franchise-specific laws and regulations of the State of Minnesota generally do not apply to Restaurants located outside of Minnesota. |

### Notes

(1) If you operate multiple Franchised Restaurants pursuant to an Area Development Agreement, then, pursuant to Section 14.03 of each Franchise Agreement (i) a default under a Franchise Agreement signed pursuant to the Area Development Agreement will be a default under the Area Development Agreement as well, which may, depending upon the nature of the default, entitle us to terminate the Area Development Agreement, and (ii) a default under an Area Development Agreement will be a default under each Franchise Agreement subject thereto, which may, depending upon the nature of the default, entitle us to terminate each such Franchise Agreement. Notwithstanding the foregoing, in the event that the Area Development Agreement is terminated as a result of the failure to comply with the Development Schedule set forth therein, such termination of the Area Development Agreement will not result in a termination of a Franchise Agreement if you have fully performed and otherwise been in compliance with all of your obligations under such Franchise Agreement.

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 52–57)

Question 9

What limitations are placed on the franchisee regarding representations made on behalf of Crisp & Green?

Accepted Answer

The following provision applies only to franchisees and franchises that are subject to the state franchise registration/disclosure laws in California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington, or Wisconsin:

No statement, questionnaire, or acknowledgement signed or agreed to by you in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by us, any franchise seller, or any other person acting on our behalf. This provision supersedes any other term of any document executed in connection with the franchise.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 10

How many Crisp & Green franchised outlets ceased operations for reasons other than termination or non-renewal during 2023?

Accepted Answer

Franchised Outlets For Years 2021, 2022, and 2023

|  |  |  |  |  |  |  | Ceased |  |
|---|---|---|---|---|---|---|---|---|
|  |  | Outlets at |  |  |  | Reacquired | Operations - | Outlets |
|  |  | Start of | Outlets |  | Non- | by | Other | at End of |
| State | Year | Year | Opened | Terminations | Renewals | Franchisor | Reasons | Year |
| Arkansas | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Colorado | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 3 | 0 | 0 | 0 | 0 | 3 |
|  | 2023 | 3 | 3 | 0 | 0 | 0 | 0 | 6 |
| Florida | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 4 | 0 | 0 | 0 | 0 | 4 |
|  | 2023 | 4 | 2 | 0 | 0 | 0 | 0 | 6 |
| Illinois | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Iowa | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Minnesota | 2021 | 4 | 3 | 0 | 0 | 0 | 0 | 7 |
|  | 2022 | 7 | 6 | 0 | 0 | 0 | 0 | 13 |
|  | 2023 | 13 | 3 | 0 | 0 | 0 | 0 | 16 |
| Nebraska | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
| New York | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| North Dakota | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 1 | 0 | 0 | 0 | 0 | 2 |
| South Dakota | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
| Tennessee | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Texas | 2021 | 0 | 2 | 0 | 0 | 0 | 0 | 2 |
![](_page_63_Picture_0.jpeg)

|  | 2022 | 2 | 2 | 0 | 0 | 0 | 0 | 4 |
|---|---|---|---|---|---|---|---|---|
|  | 20

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 11

How many Crisp & Green franchised outlets were reacquired by the franchisor in 2021?

Accepted Answer

Franchised Outlets For Years 2021, 2022, and 2023

|  |  |  |  |  |  |  | Ceased |  |
|---|---|---|---|---|---|---|---|---|
|  |  | Outlets at |  |  |  | Reacquired | Operations - | Outlets |
|  |  | Start of | Outlets |  | Non- | by | Other | at End of |
| State | Year | Year | Opened | Terminations | Renewals | Franchisor | Reasons | Year |
| Arkansas | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Colorado | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 3 | 0 | 0 | 0 | 0 | 3 |
|  | 2023 | 3 | 3 | 0 | 0 | 0 | 0 | 6 |
| Florida | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 4 | 0 | 0 | 0 | 0 | 4 |
|  | 2023 | 4 | 2 | 0 | 0 | 0 | 0 | 6 |
| Illinois | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Iowa | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Minnesota | 2021 | 4 | 3 | 0 | 0 | 0 | 0 | 7 |
|  | 2022 | 7 | 6 | 0 | 0 | 0 | 0 | 13 |
|  | 2023 | 13 | 3 | 0 | 0 | 0 | 0 | 16 |
| Nebraska | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
| New York | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| North Dakota | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 1 | 0 | 0 | 0 | 0 | 2 |
| South Dakota | 2021 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
|  | 2022 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
|  | 2023 | 1 | 0 | 0 | 0 | 0 | 0 | 1 |
| Tennessee | 2021 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2022 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
|  | 2023 | 0 | 1 | 0 | 0 | 0 | 0 | 1 |
| Texas | 2021 | 0 | 2 | 0 | 0 | 0 | 0 | 2 |
![](_page_63_Picture_0.jpeg)

|  | 2022 | 2 | 2 | 0 | 0 | 0 | 0 | 4 |
|---|---|---|---|---|---|---|---|---|
|  | 2023 |

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 12

How many total Crisp & Green franchised outlets were operating at the end of 2022?

Accepted Answer

| Outlet Type          | Year | Outlets at the Start of the Year | Outlets at the End of the Year | Net Change |
|----------------------|------|-------------------------------------|-----------------------------------|------------|
| Franchised           | 2021 | 4                                   | 12                                | +8         |
|                      | 2022 | 12                                  | 28                                | +16        |
|                      | 2023 | 28                                  | 45                                | +17        |

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 13

What is the nature of the relationship between Crisp & Green and its franchisees as defined in the agreement?

Accepted Answer

months from the Date of this Agreement | 45 months from the Date of this Agreement | 5 |### **1. INTRODUCTION.**

- **1.01 Restaurants**. We or our Affiliates own, operate and franchise CRISP & GREEN® branded restaurants, a wellness-driven restaurant chain featuring a selection of signature and seasonal salads, grain bowls, smoothies, and other healthy items, all made in-house from scratch with premium ingredients. The restaurant also offers free community fitness and wellness events to promote a healthy lifestyle beyond the kitchen. We have developed and own a comprehensive System (defined below in Section 1.04) for developing and operating Restaurants.
- **1.02 Your Acknowledgments**. You have read this Agreement and our Franchise Disclosure Document. You understand the terms of this Agreement and accept them as being reasonably necessary to maintain the uniformity of our high quality standards at all Restaurants in order to protect the goodwill of the Marks and the integrity of the System. You have conducted an independent investigation of the business contemplated by this Agreement and recognize that the restaurant industry is highly competitive, with constantly changing market conditions. You recognize that the nature of restaurants may change over time, that an investment in a Restaurant involves business risks and that the success of the venture is largely dependent on your own business abilities, efforts and financial resources. You have not received or relied on: (a) any guaranty or assurance, express or implied, as to the revenues, profits or success of the business venture contemplated by this Agreement; or (b) any promises that any parent company or Affiliate will back us up financially or otherwise guarantee our performance. You or your Principal Owners shall truthfully fill out the Franchisee Acknowledgment attached hereto as Exhibit F.
- **1.03 Your Representations**. You and your Principal Owners, if applicable, represent and warrant to us that: (a) neither you nor any of your Principal Owners has made any untrue statement of any material fact or has omitted to state any material fact in obtaining the rights granted hereunder; (b) neither you nor any of your Principal Owners has any direct or indirect legal or beneficial interest in any business that may be deemed a Competitive Business, except as otherwise completely and accurately disclosed in your franchise application submitted to us; and (c) the execution and performance of this Agreement will not violate any other agreement to which you or of any of your Principal Owners may be bound. You recognize that we have approved your franchise application

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in reliance on all of the statements you and your Principal Owners have made in connection therewith.

**1.04 Certain Definitions**. The terms listed below have the meanings which follow them and include the plural as well as the singular. Other terms are defined elsewhere in this Agreement in the context in which they arise.

"Affiliate" – Any person or Entity that directly or indirectly owns or controls the referenced party, that is directly or indirectly owned or controlled by the referenced party, or that is under common control with the referenced party. The term "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an Entity, whether through ownership of voting securities, by contract or otherwise.

"Catering Service" – The delivery of food and beverage products which are prepared or partially prepared at the Franchised Restaurant and delivered to customers at locations other than the Restaurant's site, where, in addition to delivering such products, Franchisee provides ancillary services (such as setting up for, serving or otherwise distributing such food and beverage products) at such locations.

"Competitive Business" – Any business that: (i) operates as a restaurant or similar foodservice provider and derives more than twenty percent (20%) of its revenue from selling fresh salads and grain bowls in a fast-casual, quick-service, drive-thru, catering or delivery format; or (ii) grants franchises or licenses to others to operate the type of business specified in clause (i) (other than a "CRISP & GREEN"-branded restaurant operated by us or our Affiliates, or under a franchise agreement with us).

"Confidential Information" – Our proprietary and confidential information relating to the development and operation of Restaurants, including: (1) ingredients, recipes, and methods of preparation and presentation of food products we authorize; (2) site selection criteria for Restaurants and plans and specifications for the development of Restaurants; (3) sales, marketing and advertising programs and techniques for Restaurants; (4) identity of suppliers, and knowledge of specifications and pricing for food products, materials, supplies and equipment, we authorize; (5) knowledge of operating results and financial performance of Restaurants, other than the Franchised Restaurant and other Restaurants you own; (6) methods of inventory control, storage, product handling, training and management relating to Restaurants; (7) computer systems and software programs; (8) the Operations Manual and all of its contents;

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 14

What is the projected range of new franchised Crisp & Green outlets expected to open in the next fiscal year across all states listed in the table?

Accepted Answer

|  | Franchise Agreements | Projected New Franchised | Projected New |
|---|---|---|---|
|  | Signed But | Outlets | Company-Owned Outlets |
| State | Outlet Not Opened | in the Next Fiscal Year | in the Next Fiscal Year |
| Arizona | 11 | 0 | 0 |
| Arkansas | 4 | 0-1 | 0 |
| California | 3 | 0 | 0 |
| Colorado | 15 | 1 | 0 |
| Florida | 8 | 0-1 | 0 |
| Idaho | 2 | 0 | 0 |
| Illinois | 6 | 1-2 | 0 |
| Indiana | 7 | 1 | 0 |
| Kentucky | 9 | 0 | 0 |
| Minnesota | 14 | 3-4 | 0 |
| Missouri | 5 | 0-1 | 0 |
| Montana | 2 | 1 | 0 |
| Nebraska | 1 | 0-1 | 0 |
| New York | 2 | 0 | 0 |
| North Carolina | 4 | 1 | 0 |
| North Dakota | 1 | 0 | 0 |
| Ohio | 10 | 0 | 0 |
| South Dakota | 1 | 0 | 0 |
| Tennessee | 2 | 0 | 0 |
| Texas | 14 | 1 | 0 |
| To Be Determined (TBD) | 20 | 0 | 0 |
| Utah | 4 | 0 | 0 |
| Wisconsin | 4 | 1-2 | 0 |
| Total | 149 | 10-17 | 0 |

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 15

What is the total estimated initial investment range for a Crisp & Green franchise?

Accepted Answer

INITIAL INVESTMENT | Type of Expenditure | Amount ⁽¹⁾ | Method of Payment | When Due | To Whom Payment Is to Be Made | |-----------------------------------------------------------------------------|---------------------------|-----------------------------------------|----------------------------------------------------------------------|----------------------------------------------------| | Initial Franchise Fee ⁽²⁾ | \$64,500 | Lump sum | Upon signing the Franchise Agreement | Us | | Crisp & Go Location Fee | \$0 to \$5,000 | Lump sum | Upon approval to add a Crisp & Go Location | Us | | Site survey ⁽³⁾ | \$3,000 to \$8,000 | Lump sum | As arranged with vendor | Vendor | | Architectural Plans ⁽⁴⁾ | \$17,000 to \$25,000 | Lump sum | At least 30 days prior to commencement of construction or remodeling | Our architectural services provider | | Furniture, Fixtures and Supplies ⁽⁵⁾ | \$64,000 to \$85,000 | Lump sum | Upon receipt of invoice | Suppliers | | Travel and living expenses while training ⁽⁶⁾ | \$2,500 to \$7,500 | As incurred to vendors | As arranged with vendors | Vendors, such as airlines, hotels, and restaurants | | Signage (interior and exterior) | \$13,000 to \$30,000 | Lump sum or as incurred to suppliers | Upon receipt of invoice or as arranged with suppliers | Suppliers | | Purchase and installation of commercial kitchen ⁽⁷⁾ | \$240,000 to \$260,000 | As incurred to vendors and contractors | As arranged with vendors and contractors | Vendors and contractors | | Premises construction and improvements ⁽⁷⁾ | \$350,000 to \$665,000 | As incurred to vendors and contractors | As arranged with vendors and contractors | Vendors, contractors | | Real estate and utility security deposits and 3 months' rent ⁽⁸⁾ | \$11,000 to \$60,000 | As arranged with landlord and providers | As arranged with landlord and providers | Landlord and Source: Item 7 — ESTIMATED INITIAL INVESTMENT (FDD pages 22–26)

Question 16

What was the total number of Crisp & Green franchised outlets at the start of 2022?

Accepted Answer

| Outlet Type          | Year | Outlets at the Start of the Year | Outlets at the End of the Year | Net Change |
|----------------------|------|-------------------------------------|-----------------------------------|------------|
| Franchised           | 2021 | 4                                   | 12                                | +8         |
|                      | 2022 | 12                                  | 28                                | +16        |
|                      | 2023 | 28                                  | 45                                | +17        |

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 17

What was the total number of Crisp & Green outlets operating at the end of 2021?

Accepted Answer

| Outlet Type | Year | Outlets at the Start of the Year | Outlets at the End of the Year | Net Change | |----------------------|------|-------------------------------------|-----------------------------------|------------| | Franchised | 2021 | 4 | 12 | +8 | | | 2022 | 12 | 28 | +16 | | | 2023 | 28 | 45 | +17 | | Company Owned* | 2021 | 3 | 3 | 0 | | | 2022 | 3 | 1 | -2 | | | 2023 | 1 | 1 | 0 | | Total Outlets | 2021 | 7 | 15 | +8 | | | 2022 | 15 | 29 | +14 | | | 2023 | 29 | 46 | +17 | Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 62–66)

Question 18

For Crisp & Green, what years are covered by the audited financial statements included in Exhibit G?

Accepted Answer

ITEM 21 FINANCIAL STATEMENTS The audited financial statements for our fiscal years ended December 31, 2023, December 31, 2022, and December 31, 2021, are attached as Exhibit G to this disclosure document. Our fiscal year end is December 31. We are also attaching our interim balance sheet as of March 31, 2024. THE INTERIM BALANCE SHEET IS PREPARED WITHOUT AN AUDIT. PROSPECTIVE FRANCHISEES OR SELLERS OF FRANCHISES SHOULD BE ADVISED THAT NO CERTIFIED PUBLIC ACCOUNTANT HAS AUDITED THESE FIGURES OR EXPRESSED HIS OR HER OPINION WITH REGARD TO THE CONTENT OR FORM. Source: Item 21 — FINANCIAL STATEMENTS (FDD page 66)

Question 19

Does the Crisp & Green Area Development Agreement have a different dispute resolution process than the Franchise Agreement?

Accepted Answer

| Provision |  | Section in Franchise | Summary |
|---|---|---|---|
|  |  | or Other Agreement |  |
| u. Dispute resolution by arbitration or mediation | Section 18.05 – Franchise Agreement and Section 9 – Area Development Agreement |  | Except for claims for injunctive relief, we make seek against you, all disputes must be arbitrated in the city closest to our corporate headquarters (currently Wayzata, MN). Subject to applicable state law. |
| v. Choice of forum | Section 18.07 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, disputes must be arbitrated or litigated in the city closest to our corporate headquarters (currently Wayzata, MN). |
| w. Choice of law | Section 18.08 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, Minnesota law applies, provided that the Minnesota Franchise Act and other franchise-specific laws and regulations of the State of Minnesota generally do not apply to Restaurants located outside of Minnesota. |

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 52–57)

Question 20

Does the Crisp & Green Area Development Agreement specify the same choice of law as the Franchise Agreement?

Accepted Answer

| Provision |  | Section in Franchise | Summary |
|---|---|---|---|
|  |  | or Other Agreement |  |
| u. Dispute resolution by arbitration or mediation | Section 18.05 – Franchise Agreement and Section 9 – Area Development Agreement |  | Except for claims for injunctive relief, we make seek against you, all disputes must be arbitrated in the city closest to our corporate headquarters (currently Wayzata, MN). Subject to applicable state law. |
| v. Choice of forum | Section 18.07 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, disputes must be arbitrated or litigated in the city closest to our corporate headquarters (currently Wayzata, MN). |
| w. Choice of law | Section 18.08 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, Minnesota law applies, provided that the Minnesota Franchise Act and other franchise-specific laws and regulations of the State of Minnesota generally do not apply to Restaurants located outside of Minnesota. |

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 52–57)

Question 21

What are the conditions under which Crisp & Green might discount the initial franchise fee, as mentioned in Item 5, and how does this relate to the standard initial investment outlined in Item 7?

Accepted Answer

Franchise Fee**

You must pay us an initial franchise fee of \$64,500 when you sign a Franchise Agreement.

The initial franchise fee is payable in full when the Franchise Agreement is signed and is considered fully earned and nonrefundable upon payment. Except as otherwise described in this Item 5, the initial franchise fee is the same for all franchisees. However, we reserve the right to discount the initial franchise fee in circumstances in which we feel such discounting is appropriate, in our sole discretion. In our last fiscal year, (a) we uniformly collected initial franchise fees of \$64,500 per Restaurant, and (b) we uniformly collected initial franchise fees of \$54,900 per Restaurant under our former Market Accelerator Program,

![](_page_14_Picture_0.jpeg)

which was in effect until the date of this disclosure document and under which we offered reduced initial franchise fees for franchisees acquiring rights to five Restaurants.

### **Area Development Fee**

We offer qualified candidates the right to develop multiple (three or more) Franchised Restaurants under an Area Development Agreement. The development fee you pay when you sign an Area Development Agreement will vary depending on the number of Franchised Restaurants you commit to open. If you are approved and choose to enter into an Area Development Agreement, you must pay a development fee ("Development Fee") equal to \$54,900 multiplied by the number of Franchised Restaurants you agree to open under our form of Area Development Agreement. You will not pay an additional initial franchise fee for any of the Franchised Restaurants you are required to develop under the Area Development Agreement. All portions of the Development Fee are payable in full when you sign the Area Development Agreement and are considered fully earned and nonrefundable upon payment. We intend for the Development Fee to be uniform for all franchisees. As we began offering Area Development Agreements as of the date of this disclosure document, we did not collect any Development Fees in our last fiscal year.

Question 22

How does the initial franchise fee for Crisp & Green, as detailed in Item 5, relate to the estimated initial investment outlined in Item 7?

Accepted Answer

INITIAL INVESTMENT | Type of Expenditure | Amount ⁽¹⁾ | Method of Payment | When Due | To Whom Payment Is to Be Made | |-----------------------------------------------------------------------------|---------------------------|-----------------------------------------|----------------------------------------------------------------------|----------------------------------------------------| | Initial Franchise Fee ⁽²⁾ | \$64,500 | Lump sum | Upon signing the Franchise Agreement | Us | | Crisp & Go Location Fee | \$0 to \$5,000 | Lump sum | Upon approval to add a Crisp & Go Location | Us | | Site survey ⁽³⁾ | \$3,000 to \$8,000 | Lump sum | As arranged with vendor | Vendor | | Architectural Plans ⁽⁴⁾ | \$17,000 to \$25,000 | Lump sum | At least 30 days prior to commencement of construction or remodeling | Our architectural services provider | | Furniture, Fixtures and Supplies ⁽⁵⁾ | \$64,000 to \$85,000 | Lump sum | Upon receipt of invoice | Suppliers | | Travel and living expenses while training ⁽⁶⁾ | \$2,500 to \$7,500 | As incurred to vendors | As arranged with vendors | Vendors, such as airlines, hotels, and restaurants | | Signage (interior and exterior) | \$13,000 to \$30,000 | Lump sum or as incurred to suppliers | Upon receipt of invoice or as arranged with suppliers | Suppliers | | Purchase and installation of commercial kitchen ⁽⁷⁾ | \$240,000 to \$260,000 | As incurred to vendors and contractors | As arranged with vendors and contractors | Vendors and contractors | | Premises construction and improvements ⁽⁷⁾ | \$350,000 to \$665,000 | As incurred to vendors and contractors | As arranged with vendors and contractors | Vendors, contractors | | Real estate and utility security deposits and 3 months' rent ⁽⁸⁾ | \$11,000 to \$60,000 | As arranged with landlord and providers | As arranged with landlord and providers | Landlord and

Question 23

How does the initial franchise fee for Crisp & Green in Item 5 compare to the total estimated initial investment in Item 7?

Accepted Answer

INITIAL INVESTMENT | Type of Expenditure | Amount ⁽¹⁾ | Method of Payment | When Due | To Whom Payment Is to Be Made | |-----------------------------------------------------------------------------|---------------------------|-----------------------------------------|----------------------------------------------------------------------|----------------------------------------------------| | Initial Franchise Fee ⁽²⁾ | \$64,500 | Lump sum | Upon signing the Franchise Agreement | Us | | Crisp & Go Location Fee | \$0 to \$5,000 | Lump sum | Upon approval to add a Crisp & Go Location | Us | | Site survey ⁽³⁾ | \$3,000 to \$8,000 | Lump sum | As arranged with vendor | Vendor | | Architectural Plans ⁽⁴⁾ | \$17,000 to \$25,000 | Lump sum | At least 30 days prior to commencement of construction or remodeling | Our architectural services provider | | Furniture, Fixtures and Supplies ⁽⁵⁾ | \$64,000 to \$85,000 | Lump sum | Upon receipt of invoice | Suppliers | | Travel and living expenses while training ⁽⁶⁾ | \$2,500 to \$7,500 | As incurred to vendors | As arranged with vendors | Vendors, such as airlines, hotels, and restaurants | | Signage (interior and exterior) | \$13,000 to \$30,000 | Lump sum or as incurred to suppliers | Upon receipt of invoice or as arranged with suppliers | Suppliers | | Purchase and installation of commercial kitchen ⁽⁷⁾ | \$240,000 to \$260,000 | As incurred to vendors and contractors | As arranged with vendors and contractors | Vendors and contractors | | Premises construction and improvements ⁽⁷⁾ | \$350,000 to \$665,000 | As incurred to vendors and contractors | As arranged with vendors and contractors | Vendors, contractors | | Real estate and utility security deposits and 3 months' rent ⁽⁸⁾ | \$11,000 to \$60,000 | As arranged with landlord and providers | As arranged with landlord and providers | Landlord and

Question 24

What was the initial franchise fee under the former Crisp & Green Market Accelerator Program?

Accepted Answer

ole discretion. In our last fiscal year, (a) we uniformly collected initial franchise fees of \$64,500 per Restaurant, and (b) we uniformly collected initial franchise fees of \$54,900 per Restaurant under our former Market Accelerator Program,

![](_page_14_Picture_0.jpeg)

which was in effect until the date of this disclosure document and under which we offered reduced initial franchise fees for franchisees acquiring rights to f

Source: Item 5 — INITIAL FEES (FDD pages 14–15)

Question 25

How did Crisp & Green previously record initial franchising fees before adopting ASC 606?

Accepted Answer

The primary impact of ASC 606 on the Company's revenue recognition policies is a change in the accounting for initial franchising fees and related commission expense. Upon the initial sale of a franchise, the Company is obligated to provide franchisees access to certain proprietary programs, written materials, trademarks, tools and support associated with their franchise business. The Company previously recorded the initial franchising fees as revenue and the related commission expense at the beginning of franchisee operations. Beginning in January 2019, under ASC 606, initial franchise fees were recognized as the Company satisfied the performance obligation over the franchise term on a straight-line basis, which is generally 10 years. The unrecognized portion of initial franchising fees was recorded as deferred franchise fees. Similarly, commissions are an incremental cost of obtaining a contract under ASC 606, which are capitalized as deferred franchise costs and amortized over the term of the franchise agreement.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 26

What is the minimum monthly royalty fee for a Crisp & Green franchise if the franchisee fails to open within the prescribed time period?

Accepted Answer

of business on the first business day of each calendar month with respect to the Gross Sales accrued during the most recently ended calendar month before the payment date.

If the Franchised Restaurant is not open and operating in compliance with our standards within nine (9) months after the Effective Date and we have not granted you an extension, you will be required to pay us Seven Thousand Five Hundred Dollars (\$7,500) plus seven percent (7%) of your Gross Sales per month (the "Minimum Royalty Fee") as and for royalty fees for each month until your Restaurant opens in compliance with our standards (pro-rated for partial months). Additionally, if the Franchised Restaurant does not open for

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 27

According to the Crisp & Green agreement, what happens if information came to my attention before disclosure?

Accepted Answer

- 5. California's Franchise Investment Law (Corporations Code sections 31512 and 31512.1) states that any provision of a franchise agreement or related document requiring the franchisee to waive specific provisions of the law is contrary to public policy and is void and unenforceable. The law also prohibits a franchisor from disclaiming or denying (i) representations it, its employees, or its agents make to you, (ii) your ability to rely on any representations it makes to you, or (iii) any violations of the law.
- **6. Registration of this franchise does not constitute approval, recommendation, or endorsement by the Commissioner of the Department of Financial Protection and Innovation.**
- 7. No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
- 8. OUR WEBSITE AT www.crispandgreen.com HAS NOT BEEN REVIEWED OR APPROVED BY THE CALIFORNIA DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION. ANY COMPLAINTS CONCERNING THE CONTENT OF THE WEBSITE MAY BE DIRECTED TO THE CALIFORNIA DEPARTMENT OF FINANCIAL PROTECTION AND INNOVATION at WWW.DFPI.CA.GOV.
- 9. THE FRANCHISE HAS BEEN/WILL BE REGISTERED UNDER THE FRANCHISE INVESTMENT LAW OF THE STATE OF CALIFORNIA. SUCH REGISTRATION DOES NOT CONSTITUTE APPROVAL, RECOMMENDATION OR ENDORSEMENT BY THE COMMISSIONER OF FINANCIAL PROTECTION AND INNOVATION NOR A FINDING BY THE COMMISSIONER THAT THE INFORMATION PROVIDED HEREIN IS TRUE, COMPLETE AND NOT MISLEADING.

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### **ADDENDUM TO CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT REQUIRED BY THE STATE OF HAWAII**

The following is added to the Cover Page:

**THESE FRANCHISES WILL BE/HAVE BEEN FILED UNDER THE FRANCHISE INVESTMENT LAW OF THE STATE OF HAWAII. FILING DOES NOT CONSTITUTE APPROVAL, RECOMMENDATION OR ENDORSEMENT BY THE DIRECTOR OF REGULATORY AGENCIES OR A FINDING BY THE DIRECTOR OF REGULATORY AGENCIES THAT THE INFORMATION PROVIDED HEREIN IS TRUE, COMPL

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 28

According to the Crisp & Green FDD, what is the deadline for providing the disclosure document in Michigan?

Accepted Answer

If Crisp & Green Franchising LLC ("we" or "us") offers you a franchise, we must provide this disclosure document to you at least 14 calendar days before you sign a binding agreement with, or make a payment to, us or an affiliate in connection with the proposed franchise sale. If applicable, Iowa law and New York law require us to provide you with this disclosure document at the earlier of the first personal meeting or 10 business days before you sign a franchise or other agreement with, or pay any consideration to, us or an affiliate in connection with the proposed sale. If applicable, Michigan law requires that we provide this disclosure document to you at least 10 business days before the execution of any binding franchise or other agreement with, or the payment of any consideration to, us or an affiliate, whichever occurs first.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 29

According to the Crisp & Green FDD, what is the earlier deadline for providing the disclosure document in Iowa and New York?

Accepted Answer

If Crisp & Green Franchising LLC ("we" or "us") offers you a franchise, we must provide this disclosure document to you at least 14 calendar days before you sign a binding agreement with, or make a payment to, us or an affiliate in connection with the proposed franchise sale. If applicable, Iowa law and New York law require us to provide you with this disclosure document at the earlier of the first personal meeting or 10 business days before you sign a franchise or other agreement with, or pay any consideration to, us or an affiliate in connection with the proposed sale.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 30

According to the Crisp & Green franchise agreement, can the franchisor modify an unenforceable standard?

Accepted Answer

In recognition of the restrictions contained in Section 13.1-564 of the Virginia Retail Franchising Act, the Franchise Disclosure Document for Crisp & Green for use in the Commonwealth of Virginia shall be amended as follows:

1. Item 17, "Renewal, Termination, Transfer and Dispute Resolution," shall be amended by the addition of the following language:

Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to cancel a franchise without reasonable cause. If any ground for default or termination stated in the franchise agreement or area development agreement does not constitute "reasonable cause;" as that term is defined in the Virginia Retail Franchising Act or the laws of Virginia, that provision may not be enforceable.

2. The "Summary" section of Item 17(t) shall be amended to read:

Only the terms of the Franchise Agreement, Area Development Agreement, and other related written agreements are binding (subject to applicable state law). Any representations or promises outside of the disclosure document, Franchise Agreement, and Area Development Agreement may not be enforceable.

- 3. No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including, fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
- 4. Each provision of this Addendum to the Franchise Disclosure Document shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Virginia Retail Franchising Act are met independently, without reference to this Addendum to the Franchise Disclosure Document, and only to the extent such provision is a then valid requirement of the statute.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 31

According to the Crisp & Green franchise agreement, what happens if any applicable law requires the taking of some other action not required in the agreement?

Accepted Answer

No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 32

According to the Crisp & Green franchise agreement, if a franchisee's claim is considered waived due to lack of timely notice, can they initiate arbitration?

Accepted Answer

iance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

Each provision of this Addendum shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Indiana Deceptive Franchise Practices Law are met independently without reference to this Addendum to the Disclosure Document.

![](_page_235_Picture_0.jpeg)

### **ADDENDUM TO CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT FOR THE STATE OF MARYLAND**

In recognition of the requirements of the Maryland Franchise Registration and Disclosure Law, Maryland Code of Business Regulation §§ 14-201 - 14-233, the Franchise Disclosure Document for Crisp & Green in connection with the offer and sale of franchises for use in the State of Maryland shall be amended to include the following:

1. Item 17, "Renewal, Termination, Transfer and Dispute Resolution," shall be amended by the addition of the following language:

> The general release language required as a condition of renewal, sale and/or assignment or transfer will not apply to claims arising under the Maryland Franchise Registration and Disclosure Law.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 33

According to the Crisp & Green franchise agreement, if a franchisee's claim is considered waived due to lack of timely notice, can they institute a counterclaim?

Accepted Answer

No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 34

According to the Crisp & Green franchise agreement, if a franchisee's claim is considered waived due to lack of timely notice, can they use the alleged act as a defense?

Accepted Answer

No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

The general release a franchisee and its affiliated parties are required to sign to execute a transfer pursuant to Sections 13.02(h) and 15.03 of the Franchise Agreement does not waive any liability against franchisor parties or their affiliates that may arise under the Washington Franchise Investment Protection Act or any rule or order thereunder.

The general release set forth in Section 18.15 of the Franchise Agreement does not waive any liability against franchisor parties or their affiliates that may arise under the Washington Franchise Investment Protection Act or any rule or order thereunder.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 35

According to Washington state law, RCW 19.100.180, could this statute supersede the Crisp & Green Area Development Agreement regarding termination and renewal?

Accepted Answer

The State of Washington has a statute, RCW 19.100.180, which may supersede the Area Development Agreement and your relationship with us, including the areas of termination and renewal of your franchise. There may also be court decisions which may supersede the Area Development Agreement and your relationship with us, including the areas of termination and renewal of your franchise.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 36

Does the Crisp & Green addendum affect the choice of law provision in the franchise agreement for franchisees outside of New York?

Accepted Answer

5. The "Summary" section of Item 17(w), entitled Choice of law, is deleted and replaced with the following:

Except as otherwise required by North Dakota law, the laws of the State of Minnesota will apply.

- 6. No statement, questionnaire, or acknowledgement signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including, fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed with the franchise.
- 7. Each provision of this Addendum shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the North Dakota Franchise Investment Law are met independently without reference to this Addendum to the Disclosure Document.

![](_page_242_Picture_0.jpeg)

### **ADDENDUM TO CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT REQUIRED BY THE STATE OF RHODE ISLAND**

Even though our Franchise Agreement and Area Development Agreement say the laws of Minnesota apply, § 19-28.1-14 of the Rhode Island Franchise Investment Act provides that "A provision in a franchise agreement restricting jurisdiction or venue to a forum outside this state or requiring the application of the laws of another state is void with respect to a claim otherwise enforceable under this Act."

No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

Each provision of this Addendum shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Rhode Island Franchise Investment Act are met independently without reference to this Addendum to the Disclosure Document.

![](_page_243_Picture_0.jpeg)

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 37

Does the Crisp & Green addendum apply if the franchisee is not domiciled in New York but the restaurant is located there?

Accepted Answer

This Addendum pertains to franchises sold in the State of New York and is for the purpose of complying with New York statutes and regulations. This Addendum shall be of no force and effect unless the jurisdictional requirements of the New York laws applicable to franchises and any regulations thereunder are met independently without reference to this Addendum. - 1. BACKGROUND. Franchisor and Franchisee are parties to that certain Franchise Agreement dated Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 38

Does the Crisp & Green addendum apply if the franchisee is domiciled outside of New York and the restaurant is located outside of New York, but the sales activity occurred in New York?

Accepted Answer

This Addendum is being signed because (a) Franchisee is domiciled in the State of New York and the Franchised Restaurant that Franchisee will operate under the Franchise Agreement will be located in New York, and/or (b) any of the offering or sales activity relating to the Franchise Agreement occurred in New York. Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 39

Does the Crisp & Green addendum change the venue for litigation if the franchisee is located outside of New York?

Accepted Answer

s under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

Each provision of this Addendum shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Indiana Deceptive Franchise Practices Law are met independently without reference to this Addendum to the Disclosure Document.

![](_page_235_Picture_0.jpeg)

### **ADDENDUM TO CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT FOR THE STATE OF MARYLAND**

In recognition of the requirements of the Maryland Franchise Registration and Disclosure Law, Maryland Code of Business Regulation §§ 14-201 - 14-233, the Franchise Disclosure Document for Crisp & Green in connection with the offer and sale of franchises for use in the State of Maryland shall be amended to include the following:

1. Item 17, "Renewal, Termination, Transfer and Dispute Resolution," shall be amended by the addition of the following language:

> The general release language required as a condition of renewal, sale and/or assignment or transfer will not apply to claims arising under the Maryland Franchise Registration and Disclosure Law.

> Although the franchise agreement and area development agreement require litigation to be held in the city where our principal executive office is located, you may sue in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law, subject to the mediation and arbitration provisions of the franchise agreement and area development agreement.

> The franchise agreement and area development agreement provide for termination upon your bankruptcy. This provision might not be enforceable under federal bankruptcy law (11. U.S.C. Sections 101 et seq.), but we will enforce it to the extent enforceable.

> Any claims arising under the Maryland Franchise Registration and Disclosure Law must be brought within three years after the grant of your franchise.

> To the extent that any provisions of the franchise agreement or area development agreement require you to assent to any release, estoppel or waiver of liability as a condition to your purchasing a franchise, such provisions are not intended to nor shall they act as a release, estoppel or waiver of any liability under the Maryland Franchise Registration and Disclosure Law.

2. Item 17(v) and (w) are modified by the insertion of the following:

"Any Franchisee may sue in Maryland for claims arising under the Maryland Franchise Registration and Disclosure Law."

3. No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.

![](_page_236_Picture_0.jpeg)

| 4. Each provision of this Addendum to the Franchise Disclosure Document shall be effective only to      |
|------------------------------------------------------------------------------------------------------------|
| the extent, with respect to such provision, that the jurisdictional requirements of the Maryland Franchise |
| Registration and Disclosure Law are met independently, without reference to this Addendum to the           |
| Franchise Disclosure Document, and only to the extent such provision is a then valid requirement of the    |
| statute.                                                                                                   |

![](_page_237_Picture_0.jpeg)

### **ADDENDUM TO THE CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT FOR THE STATE OF MINNESOTA**

- 1. Item 6 of the Disclosure Document is amended to state that the amount you are required to reimburse us for any "insufficient funds" charges and related expenses that we incur for any checks that we receive from you or your failure to maintain sufficient funds in your automatic debit account is capped at \$30 in accordance with state law.
- 2.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 40

Does the Crisp & Green addendum create new obligations for the franchisor?

Accepted Answer

### **ADDENDUM TO THE CRISP & GREEN AREA DEVELOPMENT AGREEMENT FOR THE STATE OF NEW YORK**

Notwithstanding anything to the contrary set forth in the Crisp & Green Franchising LLC Area Development Agreement, the following provisions shall supersede any inconsistent provisions and apply to all Crisp & Green franchises offered and sold in the state of New York:

This New York Addendum is only applicable if you are a resident of New York or if your business will be located in New York.

1. Section 9 of the Area Development Agreement is revised to include the following language:

> Provided, however, that all rights arising under Franchisee's favor from the provisions of Article 33 of the GBL of the State of New York and the regulations issued thereunder shall remain in force; it being the intent of this provision that the non-waiver provisions of GBL Section 687.4 and 687.5 be satisfied.

2. The Area Development Agreement is modified by the addition of the following to Section 5:

> In addition, Franchisee shall have the right to terminate the Area Development Agreement to the extent allowed under applicable law.

3. Section 7 of the Area Development Agreement is revised to include the following:

Franchisor will not make an assignment except to an assignee who, in Franchisor's good faith judgment, is willing and able to assume its obligations under the Agreement.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 41

Does the Crisp & Green addendum supersede other terms in the franchise agreement?

Accepted Answer

Notwithstanding anything to the contrary set forth in the Crisp & Green Franchising LLC Area Development Agreement, the following provisions shall supersede any inconsistent provisions and apply to all Crisp & Green franchises offered and sold in the state of Illinois:

This Illinois Addendum is only applicable if the developer is domiciled in Illinois or if the offer of the franchise is made or accepted in Illinois and the franchise business is or will be located in Illinois.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 42

May Crisp & Green or its affiliates derive revenue from franchisee purchases and leases if franchisees purchase products or services directly from them?

Accepted Answer

nchisee Purchases and Leases**

We and/or our affiliates may derive revenue from franchisee purchases and leases to the extent that you purchase products or services directly from us or our affiliates. In our last fiscal year ended December 31, 2023, however, neither we nor our affiliates received any revenues from the sale of goods and services to our franchisees.

In addition, we and/or our affiliates may derive revenue or other material consideration based on your purchases of goods and services from our approved suppliers in the form of promotional allowances, volume discounts, rebates, and other payments that approved or required suppliers make to us and our affiliates. We and our affiliates may use all amounts received from suppliers, whether or not based on your and other franchisees' prospective or actual dealings with them, without restriction for any purposes that we and our affiliates deem appropriate. We do and reserve the right to receive payments from authorized suppliers that we retain as profit related to their dealings with our franchisees and the System, and suppliers may pay us based upon the quantities of products the System purchases from them. These payments will usually be based upon an amount per unit or percentage rebate, and generally range from 2% to 7% of the purchases you make from the vendor. We may receive payments from a supplier as a condition of our approval of that supplier.

### **Estimated Proportion of Required Purchases and Leases to all Purchases and Leases**

We estimate that the purchases and leases that you must make from us or our affiliates, from designated or approved suppliers, or according to our standards will represent approximately 95% of your total purchases in connection with establishing your Franchised Restaurant (excluding the franchise fee and other non-goods expenditures), and over 90% of the ongoing costs that you will need to operate your Franchised Restaurant (excluding franchise fees and royalties and other non-goods expenditures).

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### Cooperatives;

Source: Item 8 — RESTRICTIONS ON SOURCES OF PRODUCTS AND SERVICES (FDD pages 26–31)

Question 43

Where must arbitration be held under the Crisp & Green Franchise Agreement or Area Development Agreement if the franchisee requests it?

Accepted Answer

In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration or mediation, or as determined by the arbitrator or mediator at thetimeofarbitrationormediation.

Although the franchise agreement and area development agreement require all mediation or arbitration proceedings to be at the office of the American Arbitration Association in the city closest to our principal executive office, the site of any mediation or arbitration started pursuant to the franchise agreement or area development agreement will be at a site mutually agreed upon by you and us.

Sec. 705/4 of the Illinois Franchise Disclosure Act of 1987 provides that "any provision in a franchise/license agreement that designates jurisdiction or venue in a forum outside of Illinois is void."

Although the Franchise Agreement and Area Development Agreement require litigation to be instituted in the state courts located in the federal or state court for city closet where our principal executive office is located, except as you may be restricted by the arbitration provisions of the Franchise Agreement and Area Development Agreement, all litigation must be instituted in a court of competent jurisdiction located in the State of Illinois.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 44

Is the arbitration location for Crisp & Green subject to any state law?

Accepted Answer

| Provision |  | Section in Franchise | Summary |
|---|---|---|---|
|  |  | or Other Agreement |  |
| u. Dispute resolution by arbitration or mediation | Section 18.05 – Franchise Agreement and Section 9 – Area Development Agreement |  | Except for claims for injunctive relief, we make seek against you, all disputes must be arbitrated in the city closest to our corporate headquarters (currently Wayzata, MN). Subject to applicable state law. |
| v. Choice of forum | Section 18.07 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, disputes must be arbitrated or litigated in the city closest to our corporate headquarters (currently Wayzata, MN). |
| w. Choice of law | Section 18.08 – Franchise Agreement and Section 9 – Area Development Agreement |  | Subject to applicable state law, Minnesota law applies, provided that the Minnesota Franchise Act and other franchise-specific laws and regulations of the State of Minnesota generally do not apply to Restaurants located outside of Minnesota. |

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 52–57)

Question 45

Besides the Minimum Royalty Fee, what other payment is required if a Crisp & Green restaurant is not open within the specified timeframe?

Accepted Answer

n-refundable.
- (2) In the event your Franchised Restaurant is not open and operating in compliance with our standards within nine months after the effective date of your Franchise Agreement (or within the required opening date for a subsequent Franchised Restaurant if you have signed an Area Development Agreement) and we have not granted you an extension, you will be required to pay us the Minimum Royalty Fee of Seven Thousand Five Hundred Dollars (\$7,500) per month plus seven percent (7%) of your Gross Sales (if any). The Minimum Royalty Fee will be charged monthly for each month until your Franchised Restaurant opens in compliance with our standards and will be pro-rated for partial months. We also have the right to terminate your Franchise Agreement if your Franchised Restaurant is not open by the re

Source: Item 6 — OTHER FEES (FDD pages 15–22)

Question 46

Besides paying the Minimum Royalty Fee, what other action can Crisp & Green take if the restaurant is not open by the required date?

Accepted Answer

are non-refundable.
- (2) In the event your Franchised Restaurant is not open and operating in compliance with our standards within nine months after the effective date of your Franchise Agreement (or within the required opening date for a subsequent Franchised Restaurant if you have signed an Area Development Agreement) and we have not granted you an extension, you will be required to pay us the Minimum Royalty Fee of Seven Thousand Five Hundred Dollars (\$7,500) per month plus seven percent (7%) of your Gross Sales (if any). The Minimum Royalty Fee will be charged monthly for each month until your Franchised Restaurant opens in compliance with our standards and will be pro-rated for partial months. We also have the right to terminate your Franchise Agreement if your Franchised Restaurant is not open by the re

Source: Item 6 — OTHER FEES (FDD pages 15–22)

Question 47

Is the choice of forum for Crisp & Green disputes subject to any state law?

Accepted Answer

f our website. |  |  |
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| Provision |  | Section in Franchise | Summary |
|---|---|---|---|
|  |  | or Other Agreement |  |
| u. Dispute resolution by arbitration or mediation | Section 18.05 – Franchise Agreement and Section 9 – Area Development Agreement |  | Except for claims for injunctive relief, we make seek against you, all disputes must be arbitrated in

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 52–57)

Question 48

Can Crisp & Green condition or withhold consent for a franchisee to have an interest in a Competitive Business?

Accepted Answer

shall truthfully fill out the Franchisee Acknowledgment attached hereto as Exhibit F.
- **1.03 Your Representations**. You and your Principal Owners, if applicable, represent and warrant to us that: (a) neither you nor any of your Principal Owners has made any untrue statement of any material fact or has omitted to state any material fact in obtaining the rights granted hereunder; (b) neither you nor any of your Principal Owners has any direct or indirect legal or beneficial interest in any business that may be deemed a Competitive Business, except as otherwise completely and accurately disclosed in your franchise application submitted to us; and (c) the execution and performance of this Agreement will not violate any other agreement to which you or of any of your Principal Owners may be bound. You recognize that we have approved your franchise application

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in reliance on all of the statements you and your Principal Owners have made in connection therewith.

**1.04 Certain Definitions**. The terms listed below have the meanings which follow them and include the plural as well as the singular. Other terms are defined elsewhere in this Agreement in the context in which they arise.

"Affiliate" – Any person or Entity that directly or indirectly owns or controls the referenced party, that is directly or indirectly owned or controlled by the referenced party, or that is under common control with the referenced party. The term "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an Entity, whether through ownership of voting securities, by contract or otherwise.

"Catering Service" – The delivery of food and beverage products which are prepared or partially prepared at the Franchised Restaurant and delivered to customers at locations other than the Restaurant's site, where, in addition to delivering such products, Franchisee provides ancillary services (such as setting up for, serving or otherwise distributing such food and beverage products) at such locations.

"Competitive Business" – Any business that: (i) operates as a restaurant or similar foodservice provider and derives more than twenty percent (20%) of its revenue from selling fresh salads and grain bowls in a fast-casual, quick-service, drive-thru, catering or delivery format; or (ii) grants franchises or licenses to others to operate the type of business specified in clause (i) (other than a "CRISP & GREEN"-branded restaurant operated by us or our Affiliates, or under a franchise agreement with us).

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 49

What conditions must a Crisp & Green Area Developer meet to prevent Crisp & Green from granting a franchise to someone else in their Development Area?

Accepted Answer

As long as your Area Development Agreement is in effect, and you are not in default under the Area Development Agreement or any other agreement with us, then except as described below we will not grant to anyone else a franchise to operate, and we will not operate, a CRISP & GREEN Restaurant physically located in your Development Area prior to the earlier of (i) the expiration or termination of the Area Development Agreement, and (ii) the date on which you must sign the franchise agreement for your last Franchised Restaurant according to the Development Schedule. This is the only restriction on us in

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your Development Area. Additionally, we can exercise any of the rights in your Development Area that are discussed below for a Designated Area.

If you fail to meet the Development Schedule or otherwise breach your Area Development Agreement, you will lose your right to continue to develop Franchised Restaurants in your Development Area. The Area Development Agreement does not grant any options, rights of first refusal, or similar rights to you to acquire additional development rights in the Development Area or contiguous areas. You do not have the right to change your Development Area. If the Development Area covers more than one city, county, or designated market area, the protection for each particular city, county or designated market area will also expire on the date when we determine the designated area to be given to you under a franchise agreement for your final Franchised Restaurant to be developed in that city, county, or designated market area

Source: Item 12 — TERRITORY (FDD pages 44–47)

Question 50

What are the conditions under which Crisp & Green will not grant a franchise to anyone else to operate a Crisp & Green Restaurant in the Development Area?

Accepted Answer

As long as your Area Development Agreement is in effect, and you are not in default under the Area Development Agreement or any other agreement with us, then except as described below we will not grant to anyone else a franchise to operate, and we will not operate, a CRISP & GREEN Restaurant physically located in your Development Area prior to the earlier of (i) the expiration or termination of the Area Development Agreement, and (ii) the date on which you must sign the franchise agreement for your last Franchised Restaurant according to the Development Schedule. This is the only restriction on us in

Source: Item 12 — TERRITORY (FDD pages 44–47)

Question 51

What is the consequence if a Crisp & Green franchisee fails to open a Restaurant according to the Development Schedule?

Accepted Answer

his Agreement and not consideration for any Franchise Agreement, is fully earned by us upon execution of this Agreement, and is nonrefundable. If you fail or choose not to develop any Franchised Restaurant that is permitted under this Agreement, you will not be entitled to any return or refund of the Development Fee or any portion thereof.

### 3. **DEVELOPMENT SCHEDULE**.

The following provisions control with respect to your development rights and obligations:

- A. You must comply with the Development Schedule requirements regarding: (i) the execution of the Franchise Agreements; (ii) the opening date for each Franchised Restaurant; and (iii) the cumulative number of Franchised Restaurants to be open and continuously operating for business in the Development Area.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 52

What is the consequence if a Crisp & Green restaurant is not open within 9 months of the Effective Date?

Accepted Answer

However, pursuant to Section 6.02, in the event your Franchised Restaurant is not open and operating in compliance with our standards within nine (9) months after the Effective Date and we have not granted you an extension, you will be required to pay us the Minimum Royalty Fee (as defined in Section 6.02) for each month until your Restaurant opens (pro-rated for partial months). Additionally, if the Franchised Restaurant does not open for operation in compliance with our standards within nine (9) months after the Effective Date, unless you have received an approved extension, we may terminate this Agreement.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 53

Does the cost of setting up an offsite designated pickup area apply to all Crisp & Green locations?

Accepted Answer

This also includes the cost of setting up an offsite designated pickup area if you are approved to operate a Crisp & Go Location.

Source: Item 7 — ESTIMATED INITIAL INVESTMENT (FDD pages 22–26)

Question 54

What is the dependency for the Crisp & Green Maryland addendum to be in effect?

Accepted Answer

- 8. Each provision to this Addendum to the Area Development Agreement shall be effective only to the extent that, with respect to such provision, the jurisdictional requirements of the Maryland Franchise Registration and Disclosure Law are met independently without reference to this Addendum.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 55

What is the dependency regarding the approval of a Crisp & Green franchise application?

Accepted Answer

Upon submission to a background check and credit check (the "Background Check"), we will reserve this Preliminary Designated Area exclusively for you and will not offer it to any other franchisee until the earlier of (1) 30 calendar days following confirmation that you have submitted to the Background Check, and (2) our determination, based on the results of the Background Check and in our sole and absolute discretion, that you are unsuitable to run a franchised Restaurant (the earlier date, the "Expiration

Date").

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 56

What is the dependency between the transfer fee payment and Crisp & Green's approval of the proposed transferee?

Accepted Answer

ontributions and expenditures, duration and other rights and obligations than those provided in this Agreement and which we may require to be guaranteed by you and your Principal Owners), unless we waive this requirement in our sole and complete discretion;
- (g) you must ensure that we receive, before we will approve any proposed transferee to begin conducting business activities at the Franchised Restaurant as its

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 57

What is the dependency for the Washington Addendum to the Crisp & Green Area Development Agreement to be applicable?

Accepted Answer

This Washington Addendum is only applicable if you are a resident of Washington or if your business will be located in Washington.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 58

What is the dependency for the Wisconsin Addendum to the Crisp & Green Area Development Agreement to be applicable?

Accepted Answer

This Amendment pertains franchises sold in the State of Wisconsin and is for the purpose of complying with Wisconsin's statutes and regulations. This Wisconsin Addendum is only applicable if you are a resident of Wisconsin and your business will be located in Wisconsin, or if the offering or sales activity relating to the Area Development Agreement occurred in Wisconsin. Notwithstanding anything to the contrary set forth in the Crisp & Green Franchising LLC Area Development Agreement, the following provisions shall supersede any inconsistent provisions and apply to all Crisp & Green franchises offered and sold in the state of Wisconsin:

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 59

In the event of conflicting laws, which law prevails for a Crisp & Green franchise in Washington, according to the Washington Franchise Investment Protection Act?

Accepted Answer

In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act, Chapter 19.100 RCW will prevail.

RCW 19.100.180 may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise. There may also be court decisions which may supersede the franchise agreement in your relationship with the franchisor including the areas of termination and renewal of your franchise.

In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of arbitration or mediation. In addition, if litigation is not precluded by the franchise agreement, a franchisee may bring an action or proceeding arising out of or in connection with the sale of franchises, or a violation of the Washington Franchise Investment Protection Act, in Washington.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 60

Does Crisp & Green ever offer discounts on the initial franchise fee?

Accepted Answer

Franchise Fee**

You must pay us an initial franchise fee of \$64,500 when you sign a Franchise Agreement.

The initial franchise fee is payable in full when the Franchise Agreement is signed and is considered fully earned and nonrefundable upon payment. Except as otherwise described in this Item 5, the initial franchise fee is the same for all franchisees. However, we reserve the right to discount the initial franchise fee in circumstances in which we feel such discounting is appropriate, in our sole discretion. In our last fiscal year, (a) we uniformly collected initial franchise fees of \$64,500 per Restaurant, and (b) we uniformly collected initial franchise fees of \$54,900 per Restaurant under our former Market Accelerator Program,

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which was in effect until the date of this disclosure document and under which we offered reduced initial franchise fees for franchisees acquiring rights to five Restaurants.

### **Area Development Fee**

We offer qualified candidates the right to develop multiple (three or more) Franchised Restaurants under an Area Development Agreement. The development fee you pay when you sign an Area Development Agreement will vary depending on the number of Franchised Restaurants you commit to open. If you are approved and choose to enter into an Area Development Agreement, you must pay a development fee ("Development Fee") equal to \$54,900 multiplied by the number of Franchised Restaurants you agree to open under our form of Area Development Agreement. You will not pay an additional initial franchise fee for any of the Franchised Restaurants you are required to develop under the Area Development Agreement. All portions of the Development Fee are payable in full when you sign the Area Development Agreement and are considered fully earned and nonrefundable upon payment. We intend for the Development Fee to be uniform for all franchisees. As we began offering Area Development Agreements as of the date of this disclosure document, we did not collect any Development Fees in our

Source: Item 5 — INITIAL FEES (FDD pages 14–15)

Question 61

To what extent will Crisp & Green enforce the franchise agreement's termination provision upon a franchisee's bankruptcy in Maryland, considering federal bankruptcy law?

Accepted Answer

The franchise agreement and area development agreement provide for termination upon your bankruptcy. This provision might not be enforceable under federal bankruptcy law (11. U.S.C. Sections 101 et seq.), but we will enforce it to the extent enforceable.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 62

To what extent is each provision of the Addendum to the Franchise Disclosure Document effective with respect to the jurisdictional requirements of the South Dakota Franchise Act for Crisp & Green?

Accepted Answer

- 8. Each provision of this Addendum to the Franchise Disclosure Document shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the South Dakota Franchise Act are met independently, without reference to this Addendum to the Franchise Disclosure Document, and only to the extent such provision is a then valid requirement of the statute.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 63

To what extent is each provision of the Indiana addendum effective for Crisp & Green?

Accepted Answer

Each provision of this Addendum shall be effective only to the extent, with respect to such provision, that the jurisdictional requirements of the Indiana Deceptive Franchise Practices Law are met independently without reference to this Addendum to the Disclosure Document.

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### **ADDENDUM TO CRISP & GREEN FRANCHISING LLC FRANCHISE DISCLOSURE DOCUMENT REQUIRED BY THE STATE OF INDIANA**

The Franchise Agreement and Area Development Agreement contain a covenant not to compete that extends beyond the termination of the Franchise Agreement or Area Development Agreement. These provisions may not be enforceable under Indiana law.

Indiana law makes unilateral termination of a franchise unlawful unless there is a material violation of the Franchise Agreement or Area Development Agreement and the termination is not done in bad faith.

If Indiana law requires the Franchise Agreement, Area Development Agreement, and all related documents to be governed by Indiana law, then nothing in the Franchise Agreement, Area Development Agreement, or related documents referring to Minnesota law will abrogate or reduce any of your rights as provided for under Indiana law.

Item 8, "Restrictions on Sources of Products and Services," is amended by the addition of the following language:

Any benefits derived as a result of a transaction with suppliers for Indiana franchisees will be kept by us as compensation for locating suppliers and negotiating prices for you.

Indiana law prohibits a prospective general release of claims subject to the Indiana Deceptive Franchise Practices Law.

Although the Franchise Agreement and Area Development Agreement require arbitration to be held in the office of the American Arbitration Association closest to the location of our principal executive office, arbitration held under the Franchise Agreement or Area Development Agreement must take place in Indiana if you so request. If you choose Indiana, we have the right to select the location in Indiana.

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Question 64

What factors can Crisp & Green consider when making decisions that affect franchisees?

Accepted Answer

ddress Line 2 City, State Postal Code

Dear NAME(s):

Thank you for your interest in becoming a franchising partner with Crisp & Green Franchising LLC ("Crisp & Green"). This Letter of Intent sets forth certain terms relating to your application to become a franchisee and our evaluation of your application. Please read this Letter of Intent carefully and sign below to acknowledge that you agree to these business terms and conditions.

Franchisee: NAME OF INDIVIDUAL OR ENTITY FRANCHISEE

Preliminary Designated Area:

PRELIMINARY DESIGNATED AREA. Upon submission to a background check and credit check (the "Background Check"), we will reserve this Preliminary Designated Area exclusively for you and will not offer it to any other franchisee until the earlier of (1) 30 calendar days following confirmation that you have submitted to the Background Check, and (2) our determination, based on the results of the Background Check and in our sole and absolute discretion, that you are unsuitable to run a franchised Restaurant (the earlier date, the "Expiration

Date").

Source: Item 23 — RECEIPTS (FDD pages 66–252)

Crisp_Green 2024 FDD FAQ