Internet, catalog sales, telemarketing, or other direct marketing, to make sales outside of your Territory.

Similar Businesses By Us

Under the Franchise Agreement, we and our affiliates have reserved (a) the right to establish and operate anywhere franchises and/or company-owned or affiliate-owned Facial Bars or outlets selling similar products and providing similar services (including within your Territory) under names and symbols other than the Marks, even if these Facial Bars or outlets are near your Facial Bar; (b) the right to operate, for ourselves and our affiliates, businesses using the Marks to distribute products or offer services (including through the Internet, worldwide web, mail order, catalogs or other forms of distribution channels or methods) that may be similar to or different from those found in Facial Bars, both within and outside your Territory, so long as we do not do so through the operation of a Facial Bar; and (c) the exclusive right to sell products identified with the Marks both within and outside your Territory through any distribution channel or method (whether at retail or wholesale), including sales through catalogs, e-commerce, mail order, kiosks, mass merchandise, supermarkets and club stores, except through the operation of a Facial Bar, even if you sell these products at your Facial Bar. As one example, we have the right to sell FACE FOUNDRIÉ beauty products through a nationwide retail chain even if the chain has facilities located within your Territory.

Our affiliate Laserie Edina LLC has developed and opened in 2025 a medical spa under the "Lasérie"Ô trademark that will offer, under the oversight of a medical director, non-surgical aesthetic medical treatments, such as laser treatments and injectables, and feature a robot that makes skincare goods for post-treatment needs. We anticipate that the skincare products sold by Lasérie will be limited to those related to post-treatment needs

and that skincare product offerings will comprise 10% or less of Lasérie's sales. This affiliate operates the medical spa in Minnesota and may itself or through other affiliates develop and operate additional locations, including in other states. Neither Laserie Edina LLC nor its affiliates, as of the date of this Disclosure Document, have plans to franchise this business, but may do so in the future. A Lasérie location may solicit or accept customers within your Territory or Development Territory. Due to the separate brand identity and unique and distinct service offerings that a Lasérie location is expected to offer, we do not anticipate material conflicts between your Facial Bar and a Lasérie location with respect to territories or customers, although there may be overlap in the targeted customer base of each brand. Laserie Edina LLC has the same principal address as ours. We do not currently maintain physically separate offices or training facilities from Laserie Edina LLC.

ITEM 13. TRADEMARKS

Under the Franchise Agreement, we grant you the non-exclusive right to operate your Facial Bar under the name "FACE FOUNDRIÉ" and to use the other Marks we authorize you to use. The table below lists the principal Marks that you may use with your franchise.

The Marks are owned by our parent, 2F Holdings L.L.C., and are licensed exclusively to us. 2F Holdings L.L.C. has granted us an exclusive license ("Trademark License") to use the Marks to franchise the System in the United States. The Trademark License, which was originally between us and our former parent, Face Foundrié LLC, but was assigned to 2F Holdings L.L.C. on February 20, 2025, is for 10 years and began on April 14, 2020. It will automatically renew for subsequent 10-year periods provided we are not in default or do not materially breach the Trademark License by engaging in any activity which damages the Marks or the goodwill of the System. If the Trademark License is terminated, 2F Holdings L.L.C. has agreed to license the Marks directly to our franchisees until such time as each franchise agreement expires or is otherwise terminated.

2F Holdings L.L.C. has registrations for the following Marks on the Principal Register of the United States Patent and Trademark Office ("USPTO"):

Source: Item 12 — TERRITORY (FDD pages 43–46)