| (1,080) | | | -0- | | Increase in liabilities: | | | | | | Provision for LLET tax | 175 | | -0- | | | Net cash used by operating activities | (19,507) | (5,025) | | | | CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | Proceeds from related party payables | 25,648 | | 5,025 | | | Payments on related party payables | (5,294) | | | -0- | | Net cash provided by financing activities | 20,354 | | 5,025 | | | NET INCREASE IN CASH | 847 | | -0- | | | CASH AT BEGINNING OF YEAR | | -0- | | -0- | | CASH AT END OF YEAR | 847 | | -0- | | | SUPPLEMENTAL CASH FLOW DATA | | | | | | Interest paid | 25 | | -0- | | | Income tax paid | | -0- | | -0- |

Franchise Agreement – Exhibit 2 Confidentiality Agreement

[THIS EXHIBIT IS FOR REFERENCE PURPOSES ONLY AS A SAMPLE FORM CONFIDENTIALITY AGREEMENT THAT FRANCHISOR MAY APPROVE FOR USE BY FRANCHISEE – BEFORE USING WITH AN EMPLOYEE OR CONTRACTOR FRANCHISEE SHOULD HAVE THIS AGREEMENT REVIEWED AND APPROVED BY AN INDEPENDENT LOCAL ATTORNEY HIRED BY FRANCHISEE]

CONFIDENTIALITY AGREEMENT (Sample Only)

This Agreement (the "Agreement") is entered into by the undersigned ("you") in favor of:

Recitals and Representations

WHEREAS, we are the owners of a licensed MRCOOL Center (hereinafter referred to as the "MRCOOL Center") that we independently own and operate as a franchisee;

WHEREAS, you are or are about to be an employee, independent contractor, officer and/or director of a MRCOOL Center that is independently owned and operated by us;

WHEREAS, in the course of your employment, independent contractor relationship and/or association with us, you may gain access to Confidential Information (defined below in this Agreement) and you understand that it is necessary to protect the Confidential Information and for the Confidential Information to remain confidential;

WHEREAS, our Franchisor, MRCOOL Franchising, LLC, is not a party to this agreement and does not own or manage the MRCOOL Center but is an intended third party beneficiary of this Agreement; and

WHEREAS, this Agreement is not an employment agreement and is only a confidentiality agreement in connection with information, materials and access that may be provided to you in connection with the MRCOOL Center.

NOW THEREFORE, you acknowledge and agree as follows:

• 1. Recitals and Representations. You agree that the foregoing Recitals and Representations are true and accurate and shall constitute a part of this Agreement and are hereby incorporated into the main body of this Agreement.
• 2. Definitions. For purposes of this Agreement, the following terms have the meanings given to them below:

"Business Management System" refers to and means the software and/or internet or cloud based system and/or systems, business management system or systems and customer relationship management system or systems as used in connection with the operations of the MRCOOL Center.

"Business Management System Data" refers to and means the forms, data, tools, customer information, inventory and sales information, and other information that is entered into and/or maintained on the Business Management System of the MRCOOL Center.

"Confidential Information" refers to and means: (a) non-public methods, specifications, standards, policies, procedures, information, concepts, programs and systems relating to the development, establishment, marketing, promotion and operation of the MRCOOL Center; (b) information concerning customers, customer lists, email lists, database lists, product sales, operating results, financial performance and other financial data of the MRCOOL Center; (c) customer lists and information related to the MRCOOL Center; (d) Business Management System Data; (e) current and future information contained in the MRCOOL Operations Manual made available to the MRCOOL Center by MRCOOL Franchising, LLC; and (f) merchandise, inventory, and service procedures that are not disclosed to the public but used by the MRCOOL Center.

"Digital Media" refers to and means any interactive or static electronic document, application or media including, but not limited to, www.mrcoolfranchising.com, social media platforms and applications such as Facebook, LinkedIn, Twitter / X, Pinterest, Instagram, SnapChat, YouTube, and world wide web and internet based directories and local directories that refers, references, identifies, reviews, promotes and/or relates, in any way, to the MRCOOL Center or other MRCOOL Center.

Source: Item 23 — RECEIPTS (FDD pages 55–263)