Does Petro Stopping Center grant exclusive territories to franchisees?

ASE Certified Instructors and Master Technicians with over 40 years of experience with TA Operating.

Training is conducted monthly or quarterly, depending on franchisee demand, and the dates of this training are published and made available to you as Petro Franchise schedules training.

TERRITORY

Grant for a Specific Area

The Franchise Agreement grants you the right to operate the Petro Center at a single site that you select and we approve. Exhibit C to the Franchise Agreement will list the specific street address of the approved site. Once a site for the Petro Center is approved by us, it will be set forth in Exhibit C to the Franchise Agreement and we will determine and describe the Protected Area (as defined below), if any, in Exhibit C to the Franchise Agreement. You must operate the Petro Center only at the approved site.

If you lease the land and your lease expires or terminates for a reason outside of your control, if the site is destroyed, condemned or otherwise rendered unusable as a Petro Center in accordance with the Franchise Agreement, or if in our sole judgment there is a change in character of the location of the site sufficiently detrimental to its business potential to warrant the Petro Center relocation, we will permit you to relocate the Petro Center to another site location within the Protected Area (if any), provided that you comply with all of our requirements for a site relocation and such relocation site meets are then-current site criteria for relocation sites.

Your Rights In the Protected Area

So long as you are in compliance with the Franchise Agreement and subject to the rights we reserve below, we will not grant to others the right to operate a Petro Center from any location, fixed or permanent, at the Site or within the geographic area described in Exhibit C to the Franchise Agreement, in which your territorial protections (if any) apply (the "Protected Area"). If no Protected Area is designated in Exhibit C of your Franchise Agreement, then you have no territorial protection rights for your Franchise. There is no standard minimum Protected Area, apart from what is negotiated and designated in Exhibit C of your Franchise Agreement.

You will not receive an exclusive territory. You may face competition from other franchisees, from outlets that we own, or from other channels of distribution or competitive brands that we control.

Our Rights In the Protected Area

Petro Franchise and its Affiliates reserve the right at all times to:

• (a) to grant licenses or franchises to others to own, establish, or operate Petro Centers, or to own, establish, and operate Petro Centers anywhere, except your Protected Area (if any);
• (b) to establish, own or operate, or to grant licenses or franchises to others to establish, own, or operate, any business, truck stop, or travel center (including but not limited to a TA® Center or a TA® Express Center) other than a Petro Center, within or outside the Protected Area (if any), and in connection therewith to use without limitation, the same, similar, combined or cobranded fleet, sales, billing, warranty, road side assistance, loyalty, or marketing programs as we make available to you.
• (c) to sell, and provide the Products and Services authorized for sale by Petro Centers under the Marks or other trade names, trademarks, service marks and commercial symbols at all locations (including but not limited to the provision of truck repair services at a customer's site or by the roadside within or outside your Protected Area (if any)), or through similar or dissimilar channels which are not accessible by a Petro Center (like telephone, mail order, kiosk, co-branded sites, or through alternative channels of distribution, Intranet, Internet, web sites, wireless, email or other forms of e-commerce) for distribution within or outside of your Protected Area (if any) and pursuant to such terms and conditions as we consider appropriate;
• (d) to provide or to grant licenses or franchises to others to provide Services in connection with the TA Truck Service Emergency Roadside Assistance or TA Truck Service Mobile Maintenance Program within or outside of your Protected Area (if any) and pursuant to such terms and conditions as we consider appropriate;
• (e) to franchise, license or allow any Person who purchases or assumes the operation of more than one Petro Center to rebrand such Person's other existing facilities as a Petro Center, with the Marks, a "Petro" brand or any other Mark, even if such facilities are located within the Protected Area (if any);
• (f) to acquire, as part of a single transaction, three (3) or more truckstops or travel centers from the same or related Persons, one or more of which truckstops or travel centers is located within your Protected Area (if any), and operate each such acquired truckstops or travel centers as company or Affiliate operated, or franchise or license to another Person the right to operate such acquired truckstops or travel centers Petro Centers, using the Marks, or any other mark, and participating in the Petro System, including, but not limited to, programs we make available to you;
• (g) to merge, acquire, joint venture or affiliate with any existing franchise system or business, whether competitive or not; and
• (h) to operate any other franchise systems or business for the same, similar or different Products or Services under any name or mark, and in connection therewith to use without limitation the same, similar, combined or co-branded fleet, sales, billing, warranty, roadside assistance, loyalty or marketing programs as we make available to you, and to grant franchises and licenses without providing you any additional rights.

You do not receive the right to acquire additional franchises within your Protected Area (if any).

Source: Item 12 — TERRITORY (FDD pages 53–56)