What is the effect of the Minnesota Rider on the Dryject Franchise Agreement's provisions regarding the franchisor's obligations?

• 1. Precedence and Defined Terms. This Rider is an integral part of, and is incorporated into, the Agreement. Nevertheless, this Rider supersedes any inconsistent or conflicting provisions of the Agreement. Terms not otherwise defined in this Rider have the meanings as defined in the Agreement.
• 1. Renewal. Sub-section 6(f) of the Agreement is amended by deleting that Subsection in its entirety.
• 1. Deferral of Initial Fees. Sections 7(a) and 7(b) of the Franchise Agreement is amended by adding the following: All initial franchise fees shall be deferred until such time as the franchisee is open for business.
• 1. Commencement of Operations. Section 3 of the Agreement is amended by deleting the last sentence in its entirety and replacing it with the following:

"In the event Franchise Owner does not commence operating the Franchised Business within the time period set forth herein, this Agreement shall be deemed terminated, and the Initial Franchise Fee may be kept by the Company to reimburse itself for lost opportunity costs, costs and/or expenses."

1. Termination. Section 32 of the Agreement is amended to add the following:

With respect to franchises governed by Minnesota Law, DryJect® will comply with Minn. Stat. Sec. 80c.14, subds. 3, 4, and 5, which require, except in certain specified cases, that Franchise Owner be given 90 days' notice of termination (with 60 days to cure) and 180 days' notice for nonrenewal of the franchise agreement and that consent to the transfer of the franchise will not be unreasonably withheld.

1. Marks. Section 19 of the Agreement entitled "Marks" shall be supplemented by the addition of the following language:

"DryJect will protect Franchise Owner's right to use the trademarks, service marks, trade names, logotypes or other commercial symbols or indemnify Franchise Owner from any loss, costs or expenses arising out of any claim, suit or demand regarding the use of the name."

• 1. Waiver of Rights and Injunctive Relief. Under Minn. Rule 2860.4400J, the Agreement is amended to include that it shall be unfair and inequitable for any person to require a franchisee to waive his or her rights to a jury trial or waive rights to any procedure, forum, or remedies provided by the laws of the jurisdiction, or to consent to liquidated damages, termination procedures, or judgment notes; provided that the foregoing shall not bar an exclusive arbitration clause. Under Minn. Rule 2860.4400J, a franchisee cannot waive any rights or consent to the franchisor obtaining injunctive relief (although the franchisor may seek injunctive relief). Each reference in the Agreement to the phrase "Franchise Owner consents that DryJect is entitled to injunctive relief" or words of similar import shall be deleted and the phrase "DryJect may seek injunctive relief" shall be inserted in its place.
• 8. Jurisdiction. The following is added to Section 48:

Minn. Stat. Sec. 80C.,21 and Minn. Rules 2860.4400J prohibit DryJect from requiring litigation to be conducted outside Minnesota, requiring waiver of a jury trial, or requiring the franchisee to consent to liquidated damages, termination penalties or judgment notes. In addition, nothing in the disclosure document or franchise agreement can abrogate or reduce any of Franchise Owner's rights as provided for in Minnesota Statutes, Chapter 80C, or Franchise Owner's rights to any procedure, forum or remedies provided for by the laws of the jurisdiction. Intending to be bound, DryJect signs and delivers this Rider in 2 counterparts effective on the Agreement Date, regardless of the actual date of signature.

1. Limitation on Claims. The following is added to Section 40: Minn. Stat. § 80C.17, subdivision 5 prohibits any action commencing section more than three years after the cause of action accrues.

Source: Item 8 — BUSINESS RELATIONSHIP (FDD pages 68–229)