What intellectual property rights are included in the Engel & Volkers System?

• 1.3 The "ENGEL & VÖLKERS System" includes the following elements:
  • Intellectual property rights, including the trademarks ENGEL & VÖLKERS®, E&V®, GG®, GG GLOBAL GUIDE® and related marks, designs and know-how, unregistered rights to designs, and licenses, marketing and selling rights (hereinafter called "Trademarks");
  • Unpatented, practical knowledge and experience of operating local real estate brokerages by the Engel & Völkers Group through experience gathered over many years (hereinafter called "Know-how");
  • System-compatible interior decorations and furnishings and external design elements giving the real estate brokerage an attractive appearance, installed in accordance with Franchisor's interior decoration plans and outfitting standards (hereinafter called "Brokerage Design");
  • Manuals which may be in electronic form, and all other documents describing the ENGEL & VÖLKERS System, including any amendments, additions and/or deletions or substitutions made by Franchisor (hereinafter called "System Documentation").

4. Intellectual Property Rights

4.1 International Registered Trademarks: Engel & Völkers Marken GmbH & Co. KG ("E&V Marken") is the owner of the following trademarks and service marks which have been registered in the United States and in other countries: ENGEL & VÖLKERS® and E&V® (stylized lettering in red and black). Grund Genug Verlag und Werbe GmbH ("Grund Genug Verlag") is the owner of the following trademarks and service marks which have been registered in the United States and other countries: GG**®** (stylized lettering in red) and GG GLOBAL GUIDE**®** (stylized). Collectively these marks are called "Trademarks".

The above Trademarks have been licensed to Franchisor. Franchisor may also grant nonexclusive franchises to use additional or different trademarks, service marks and trade dress in the future, which will be included in the definition of "Trademarks".

Title to and all intellectual property rights in the Integrated Product Suite and its branding and the customization specification as well as the Licensed Materials are and shall remain vested in Franchisor or its licensors.

• 4.3 Franchisee's Rights: Franchisee is hereby granted a non-exclusive franchise for the Term to use the Trademarks listed in Section 4.1 solely for the purpose of operating its Residential Real Estate Brokerage under this Agreement.

Franchisee may use the Trademarks in connection with the publication of its activity under this Agreement in its correspondence (including its business documents, letterheads, listing presentations, business cards, etc.) and also in advertisements, subject to compliance with the standards stipulated by Franchisor and in the System Documentation.

Franchisee shall use the trademark ENGEL & VÖLKERS® and other Trademarks solely in accordance with the provisions of this Agreement and System Documentation and shall not use or apply for the registration of any mark or names confusingly similar to any Trademark, or use or apply for the registration of any mark or name that incorporates in whole or in part any Trademark, or, use or cause such marks or names to be registered that would prejudice the rights attaching to any Trademark in any other way whatsoever.

Franchisee shall also not use the Trademarks in the metaverse, and Franchisor reserves, maintains, and controls all right with respect to the use of the System and the Trademarks in the metaverse.

• 4.4 Individual Personnel Are Not Independently Licensed to Use Trademarks: Franchisee acknowledges and agrees that no one employed or contracted by Franchisee's Residential Real Estate Brokerage in any capacity, including any licensed real estate agent ("Sales Advisor") or person otherwise affiliated with Franchisee's Residential Real Estate Brokerage has any direct or independent right or license to use the Trademarks, but rather that their use of the Trademarks comes under and is subject to and contingent upon Franchisee's license to use such marks as set forth in this Agreement.

• 4.5 Assumed Name Filings/Disclaimer: Franchisee may not use the names ENGEL & VÖLKERS**®, ENGEL & VOLKERS, ENGEL & VOELKERS, E&V®**, ENGEL AND VÖLKERS, ENGEL AND VOELKERS, ENGEL VOELKERS, EV, EV REAL ESTATE, E&V REAL ESTATE or any other confusingly similar name as part of its company's legal name without the prior express written permission of Franchisor.

• 4.6 Goodwill: Franchisee acknowledges and agrees that it shall not acquire any proprietary rights in the Trademarks by virtue of the franchise granted to Franchisee in this Agreement or otherwise. All goodwill established by Franchisee's use of the Trademarks will inure to the sole and exclusive benefit of E&V Marken or Grund Genug Verlag. Franchisee agrees not to contest at any time either the validity or E&V Marken's ownership of any of the Trademarks, including ENGEL & VÖLKERS® or E&V®, or Grund Genug Verlag's ownership of GG**®** and GG GLOBAL GUIDE**®**. Any unauthorized use of the Trademarks by Franchisee will constitute an infringement of E&V Marken's or Grund Genug Verlag's rights in and to their respective Trademarks.

• 4.7 Defense of Rights: Franchisor will defend the Trademarks at its own expense unless those rights are defended by E&V Marken or Grund Genug Verlag. Franchisee must notify Franchisor of any infringements of or attacks on the Trademarks or Franchisor's associated intellectual property rights and give assistance to Franchisor as requested in any relevant legal proceedings. Assistance by Franchisee will be at the cost of Franchisor insofar as and to the extent Franchisor has given its explicit prior approval regarding such assistance by Franchisee.

• 7.5 Franchisee's Obligations. Franchisee and the Licensed Users shall only use the Integrated Product Suite and the Licensed Materials for the exclusive business purpose of operating the Franchisee's Residential Real Estate Brokerage under the Franchise Agreement at Franchisee's Approved Location, or acting as a Sales Advisor for the Franchisee's Residential Real Estate Brokerage under the Franchise Agreement, in each case in accordance with this Agreement and the requirements of the ENGEL & VÖLKERS System, as may be amended from time to time.

No other use of the Integrated Product Suite and the Licensed Materials is permitted.

Source: Item 22 — CONTRACTS (FDD page 88)