What obligations does a Gold Star franchisee have under the franchise agreement both before and after the date of assumption?

uires the COMPANY's prior approval or consent, FRANCHISEE shall make a timely written request therefor, and such approval may be granted or denied by the COMPANY in its discretion. No approval shall be effective unless given in writing. The COMPANY makes no warranties, representations, or guarantees upon which FRANCHISEE may rely, and assumes no liability or obligation to FRANCHISEE, by providing any waiver, approval, consent or suggestion to FRANCHISEE in connection with this Agreement, or by reason of any neglect, delay or denial of any request therefor.

• 24. NO THIRD PARTY BENEFICIARIES. Nothing express or implied herein is intended or shall be construed to confer upon or give any person, firm or corporation, other than the parties hereto, any right or remedy hereunder or by reason hereof.
• 25. REPRESENTATIONS OF FRANCHISEE. FRANCHISEE REPRESENTS THAT IT RECEIVED A FRANCHISE DISCLOSURE DOCUMENT FOR GOLD STAR CHILI FRANCHISES FOURTEEN (14) CALENDAR DAYS BEFORE THE EARLIER OF (A) EXECUTION OF THIS AGREEMENT (OR ANY OTHER AGREEMENT RELATING HERETO) AND (B) MAKING ANY PAYMENT TO THE COMPANY, THAT THE FRANCHISEE HAS READ THIS AGREEMENT, THE EXHIBITS AND THE COMPANY'S UNIFORM FRANCHISE DISCLOSURE DOCUMENT IN THEIR ENTIRETY, THAT IT HAS MADE ITS OWN INDEPENDENT INVESTIGATION OF

THE FRANCHISE AND THAT IT HAS BEEN GIVEN THE OPPORTUNITY TO CLARIFY ANY PROVISION AND INFORMATION THAT IT DID NOT UNDERSTAND AND TO CONSULT WITH ITS OWN ATTORNEY OR OTHER PROFESSIONAL ADVISOR AND HAS OBTAINED INDEPENDENT LEGAL AND FINANCIAL ADVICE PRIOR TO EXECUTING THIS AGREEMENT. FRANCHISEE ACKNOWLEDGES NEITHER THE COMPANY, NOR ANY OF ITS OFFICERS, EMPLOYEES, REPRESENTATIVES, BROKERS OR AGENTS, HAVE MADE (A) ANY REPRESENTATIONS, ACKNOWLEDGMENT, PROMISE, GUARANTEE, INDUCEMENT, UNDERTAKING OR WARRANTY (WRITTEN OR ORAL, EXPRESS OR IMPLIED) OTHER THAN THOSE EXPRESSLY SET FORTH IN THIS AGREEMENT, OR (B) ANY REPRESENTATIONS (WRITTEN OR ORAL, EXPRESS OR IMPLIED) AS TO THE ACTUAL, AVERAGE, POTENTIAL, PROJECTED OR FORECASTED SUCCESS, SALES, PROFITS, COSTS, INCOME OR EARNINGS OF A GOLD STAR CHILI RESTAURANT OR THE FRANCHISE BUSINESS TO BE CONDUCTED BY FRANCHISEE. FRANCHISEE FURTHER ACKNOWLEDGES THAT FRANCHISEE RECOGNIZES THAT THE NATURE OF THE BUSINESS CONDUCTED BY GOLD STAR CHILI RESTAURANTS MAY EVOLVE AND CHANGE OVER TIME; THAT FRANCHISEE'S INVESTMENT INVOLVES BUSINESS RISKS NOT SUSCEPTIBLE TO THE COMPANY'S OR FRANCHISEE'S CONTROL; AND THAT FRANCHISEE'S SUCCESS WILL BE LARGELY DEPENDENT ON FRANCHISEE'S OWN BUSINESS ABILITIES AND EFFORTS.

• 26. SURVIVAL OF TERMS AND CONDITIONS. The obligations of FRANCHISEE under Sections 11, 12, 16, and 19.3 hereof, and any other FRANCHISEE obligations herein that are stated to, or are of a type that would reasonably, survive or apply beyond termination or expiration of this Agreement, shall survive any termination or expiration of this Agreement; and expiration or termination of this Agreement shall be without prejudice to the rights of the COMPANY against FRANCHISEE thereunder and with respect to other like matters that reasonably would survive the end of a franchise relationship, and shall not relieve FRANCHISEE of any of FRANCHISEE's obligations to the COMPANY existing at the time of expiration or termination.
• 27. EXPENSES. If the COMPANY incurs any costs or expenses (including but not limited to attorneys' fees, court costs, other litigation expenses, settlement expenses or other expenses of any kind) in enforcing or protecting the COMPANY's rights under this Agreement, or any judgments, orders or awards relating thereto, or in preparation for or investigation or contemplation thereof, the COMPANY shall be entitled to recover from FRANCHISEE all such costs and expenses on demand, with interest from the date due pursuant to Section 8.3, above.

AS WITNESS the hands of the duly authorized representatives of the parties hereto as of the date of execution by Gold Star Chili, Inc. set forth below.

| to comply | with various provisions | | of this Agreement | (including, | without | |---|---|---|---|---|---| | limitation, | Sections 6, 11 and | 12) | could cause irreparable | damage | to the | You, the franchisee, may cancel this transaction at any time prior to midnight of the fifth business day after the date you sign this agreement. See the attached notice of cancellation for an explanation of this right.

NOTICE OF CANCELLATION

| (Enter date of transaction)

Source: Item 23 — Receipts (FDD pages 53–163)