What elements are encompassed within the definition of 'Intellectual Property' for an Itan franchise?

• "Franchisee" means the iTAN franchisee for whom you are an employee or independent contractor.

• "Improvement" means any idea, addition, modification or improvement to the (a) goods or services offered or sold at a Salon, (b) method of operation of a Salon, (c) processes, systems or procedures utilized by a Salon, (d) marketing, advertising or promotional materials, programs or strategies utilized by a Salon or (e) trademarks, service marks, logos or other intellectual property utilized by a Salon, whether developed by you, Franchisee, us or any other person.

• "Intellectual Property" means, collectively or individually, the Business Data, Copyrighted Materials, Improvements, Know-how, Marks and System.

• "Know-how" means and includes our (and our affiliates') trade secrets and other proprietary information relating to the design, construction, development, marketing or operation of a Salon including, but not limited to: architectural plans, drawings and specifications for a prototype Salon; site selection criteria; menu systems; methods and techniques; standards and specifications; policies and procedures; supplier lists and information; marketing strategies; merchandising strategies; financial information; and information

comprising the System or included in the Manual.

• "Manual" means our confidential brand standards manual for the operation of a Salon.

• "Marks" means and includes all service marks, trademarks, trade names and logos that we designate from time to time and authorize Salons to use, including iTAN®, iTAN SUN SPRAY SPA® and the associated logos.

The Marks also include any distinctive trade dress used to identify a Salon or the products it sells.

• "Prohibited Activities" means and includes any of the following: (a) owning, operating or having any other interest (e.g., as a director, officer, employee, manager, consultant, creditor, representative, agent or in any similar capacity) in a Competing Business, other than owning less than 5% of the Equity Interests in a Competing Business that is a publicly-traded company; (b) disparaging or otherwise making negative comments about us, our affiliate, the System or a Salon; (c) diverting business from us, our affiliate or another franchisee; or (d) inducing any Person to transfer their business from a Salon to a competitor.

Source: Item 23 — RECEIPT (FDD pages 44–190)