Are there currently any optional or required maintenance/upgrade contracts for the Learningrx system?

for your computer, either from the system supplier or a third-party service provider, but you are not required to do so.

You must utilize our proprietary software consisting of a contact manager, student tracking, and accounting software. You will be required to use a specific accounting software designated by us for entry of all income and expenses for your Center. You may be required to pay a fee directly to the accounting software company for this accounting software. If you are required to pay a fee directly to the accounting software company in order to use the software, then you must keep an active payment method on file or Franchisor will make the payment if not made on time and your Center will be charged for Franchisor's payment and fined in accordance with the Operations Manual. The cost for these technologies ("Technology Fee") is from $1,800.00 to $2,400.00 (depending on the size of your territory) per year and is payable in four equal installments due on the 1st day of the 1st quarter you are open for business for the prior quarter. If a Center opens in the middle of a quarter, the Technology Fee is then calculated based on a pro-rated portion of the quarter the Center is open. For example, if a Standard Franchise Center opens May 1, the fee would be $400.00 (for 2/3 of the quarter). If the Center opens May 15, the fee will be $300.00 (for 1/2 of the quarter) when debited in July for the 2nd quarter fees). The required software system will be used to perform various functions including sales, accounting, management, and student functions. The system will also be used to record sales made at your Center and we will have independent access to data recorded in the system. There is no contractual limitation on our right to access your system, but we will only access business data and will not access personal data stored on the computer. We reserve the right to change the technology systems you are required to use and to adjust the Technology Fee from time to time at our discretion upon reasonable notice to you. Except for our obligation to provide maintenance to the software, neither we, our affiliates, nor any third parties, are required to provide ongoing maintenance, repairs, upgrades, or updates to your system. Currently, there are no optional or required maintenance/upgrade contracts for the system.

You are solely responsible for protecting yourself from viruses, computer hackers, and other communications and computer-related problems, and you may not sue us for any harm caused by such computer-related problems. You must also take reasonable steps to verify that any person or entity upon whom you rely is reasonably protected. This may include establishing firewalls, access code protection, anti-virus systems, and use of backup systems.

We require you, at your expense, to obtain Internet access, per the current standards listed in the Operations Manual, in order for us to access the system remotely as well as receive daily communication records from your Center's system. We will provide tutorials on how to operate the system.

Pricing:

We also reserve the right to set maximum or minimum retail prices. These rights may include (without limitation) prescribing the maximum and/or minimum program prices which you may charge customers for the products and/or services offered and sold at your franchised Center.

Operations Manual:

We will grant you electronic access to our operating Operations Manual that contains mandatory and suggested specifications, standards, and procedures. This Operations Manual is confidential and remains our property. LearningRx will modify this Operations Manual, but the modification will not alter your status and rights under the Franchise Agreement (Franchise Agreement, Section 5). The table of contents is attached as Exhibit F.

ITEM 12 TERRITORY

We will grant to you a territory ("Territory")

Source: Item 11 — FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEM, AND TRAINING (FDD pages 26–33)