Does the Goldfish Swim School agreement grant the Developer any rights to the System, other than those expressly provided?

t to the Terms and conditions thereof; and (ii) we may develop, or authorize others to develop, Swim schools in the Territory.

• G. The rights granted under this Agreement are limited to the right to develop and operate Swim schools located in the Territory, and do not include (i) any right to sell products or services identified by the Trademarks at any Location or through any other channel or method of distribution, including without limitation, the internet, world wide web or other existing or future form of electronic commerce, other than at Swim schools within the Territory; (ii) any right to sell products and services identified by the Trademarks to any person or entity for resale or further distribution; or (iii) any right to exclude, control or impose conditions on our development or operation of franchised, company or affiliate-owned Swim schools at any time or at any Location outside the Territory. You may not establish a presence on, or market using, the Internet or any social media, such as, without limitation, Facebook, Twitter, Four Square, etc., in connection with any Franchised Swim School without Franchisor's prior written consent. Franchisor has established and maintains an Internet website at the uniform resource locator www.goldfishswimschool.com that provides information about the System and the products and services that Franchisor and its franchisees provide. Franchisor will include at the Goldfish Swim School website an interior page containing information about the Franchised Swim School. If Franchisor includes such information on the Goldfish Swim School website, Franchisor has the right to require you to prepare all or a portion of the page, at your expense, using a template that Franchisor provides. All such information shall be subject to Franchisor's approval prior to posting. Any websites or other modes of electronic commerce that we establish or maintain may – in addition to advertising and promoting products, programs or services available at the franchised swim schools – also be devoted in part to offering franchises for sale and be utilized by Franchisor to exploit the electronic commerce rights we alone reserve in this Agreement. Franchisor retains the sole right to advertise or use the Marks on the Internet, including the use of websites, domain names, uniform resource locators, keywords, linking, search engines (and search engine optimization techniques), banner ads, meta-tags, marketing, auction sites, e-commerce and co-branding arrangements. You may be requested to provide content for Franchisor's Internet marketing and shall be required to follow Franchisor's intranet

and Internet usage rules, policies and requirements. Franchisor alone will be, and at all times will remain, the sole owner of the copyrights to all material which appears on any website we establish and maintain, including any and all material you may furnish to us as provided herein. Franchisor retains the sole right to approve any linking to, or other use of, the Goldfish Swim School website. In additions to these activities, we may also establish an intranet through which downloads of operations and marketing materials, exchanges of franchisee email, System discussion forums and system-wide communications (among other activities) can be effected. We alone will be, and at all times will remain, the sole owner of the copyrights to all material which appears on any website we establish and maintain, including any and all material you may furnish to us as provided above.

H. This Agreement is not a Franchise Agreement and you have no right to use in any manner the Trademarks by virtue of this Agreement. You have no right under this Agreement to sublicense or subfranchise others to operate a business or Swim school or use the System or Trademarks.

3. DEVELOPMENT SCHEDULE; LOCATION SELECTION; OCCUPANCY CONTRACT; DEVELOPMENT MATERIALS

• A. Developer shall develop, open, commence operation of and continuously operate pursuant to the respective Franchise Agreements the minimum number of Swim schools in the Territory, pursuant to the Development Schedule as described in Attachment 1 to the Area Development Agreement.
• B. Each Swim school and the cumulative number of Swim schools indicated in the Development Schedule shall be OPEN AND OPERATING by the date(s) specified therein. Developer shall select a Location that we approve consistent with the applicable Franchise Agreement so that each and every Swim school is OPEN AND OPERATING pursuant to the Development Schedule. Our consent to any Location or execution of a Franchise Agreement shall not waive, extend or modify the Development Schedule. Unless otherwise agreed and approved by us, the Swim schools shall refer to Goldfish Swim School® Swim schools operating pursuant to the System.

If the Developer shall close any Location, whether voluntarily or involuntarily, and whether as a result of the loss of possession of the premises, by fire or other casualty, or otherwise, the Developer shall locate and secure a suitable alternative Location or premises approved by us within six (6) months from the loss of possession of the original site, and shall be open for business at the new Location not more than twelve (12) months following the closing of the prior Location, while at the same time maintaining the Development Schedule. If a suitable alternative Location is not secured and opened as hereinabove described or if Developer does not comply with the Development Schedule, this Agreement and the right of the Developer to develop additional Locations under this Agreement shall terminate. The opening of a Location in replacement of another Location under this paragraph shall not satisfy the Developer's obligation to open Locations under this Section 3 of this Agreement.

• C. We make no representation or warranty as to the number of Swim schools that can be operated in the Territory. Developer assumes all cost, liability, expense, risk and responsibility for locating, obtaining, and developing Locations for Swim schools, and for constructing and equipping Swim schools at such Locations.

Source: Item 22 — CONTRACTS (FDD pages 76–77)