What is the expectation of Crisp & Green regarding the franchisee's intention to develop Franchised Restaurants?

e the Marks and the System. You recognize that while you will have certain limited rights to transfer your interest in this Agreement, and in the Franchised Restaurants you develop, we are entering into this Agreement with you based on your representation that you intend to personally develop all of the Franchised Restaurants described in this Agreement, and not with a view to reselling your right to open these Franchised Restaurants.

AGREEMENTS:

In consideration of the foregoing and the mutual covenants and consideration below, you and we agree as follows:

1. GRANT OF DEVELOPMENT RIGHTS.

The following provisions control with respect to the rights granted under this Agreement:

• A. We grant to you, under the terms and conditions of this Agreement, the right to develop and operate the number of CRISP & GREEN restaurants identified in the Rider (the "Franchised Restaurants"), using the Marks and System and operating within the territory described in the Rider (the "Development Area").
• B. You agree to be bound by the "Development Schedule" set forth in the Rider. Time is of the essence for the development of each Franchised Restaurant under this Agreement and for the signing of each Franchise Agreement as set forth in the Development Schedule. Each Franchised Restaurant must be developed and operated by you under a separate Franchise Agreement that you enter into with us.
• C. Unless otherwise indicated in the Rider and except as set forth in Section D below or otherwise in this Agreement, if you are in compliance with this Agreement and any and all Franchise Agreement(s) you have with us, we will not develop or operate—or grant anyone else a franchise to develop and operate—a CRISP & GREEN Restaurant from any location

in the Development Area before the earlier of: (i) the expiration or termination of this Agreement; and (ii) the date on which you must sign the Franchise Agreement for your last Franchised Restaurant under the terms of the Development Schedule. Notwithstanding anything in this Agreement, when the earliest of the above events occurs: (i) the Development Area will expire; and (ii) we will be entitled to develop and operate—or to franchise others to develop and operate—CRISP & GREEN Restaurants from locations in the Development Area, except as may be otherwise provided under any Franchise Agreement that has been signed between us and you and that has not been terminated. If at any time you fail to comply with the Development Schedule, we may in lieu of terminating this Agreement, choose, in our sole discretion, to replace any portion of the Development Area that is not then part of a Designated Area under a fully executed Franchise Agreement with territory that will be identified at the time you demonstrate an intent and ability to execute the next Franchise Agreement called for under the Development Schedule.

If the Development Area covers more than one city, county, or designated market area, the protection granted under this Agreement 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 the franchise agreement for your final Franchised Restaurant to be developed in that city, county, or designated market area.

D. You acknowledge and agree that other than as set forth in Section C 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 Development Area, whenever and wherever we desire. Specifically, by way of example and without limitation, we reserve the following rights: (a) to establish and operate, and grant to others the right to operate, Crisp & Green Restaurants physically located outside the Development Area, on such terms and conditions as we deem appropriate (you acknowledge that such Crisp & Green Restaurants may be in direct competition with your Franchised Restaurant(s), without regard to any adverse effects of such activities on your Franchised Restaurant(s) and without any obligation or liability to you), which includes the right of us and others to perform Catering Services or Delivery Services in your Development Area; (b) to establish and operate, and grant to others the right to operate, Crisp & Green Restaurants, or other restaurants using any part or all of the System and/or Marks, that are located at or operated from Non-Traditional Sites within or outside the Development Area; (c) to sell any products or services under the Marks or under any other trademarks, service marks or trade dress, through alternative channels of distribution, wherever located or operating (including, without limitation, the internet or similar electronic media and physical outlets like kiosks, convenience stores or supermarkets);

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