core (which we will conduct at least 30 days after your receipt of the inspection report for the prior inspection), we may terminate this Agreement without opportunity to cure, or pursue any of the other remedies available to us in accordance with Section 19.B.(2) in our sole discretion, by providing you written notice along with the inspection report.

20. OBLIGATIONS UPON TERMINATION OR EXPIRATION

A. Your Obligations upon termination or expiration of this Agreement.

• (1) The limited exclusive rights granted to you in the Protected Area immediately will terminate, and we will have the right to operate, or license others to operate, Pump It Up Businesses anywhere in the Protected Area;
  • (2) You and your owners must continue to abide by the covenants in Section 18;
• (3) Within 15 days, you must pay to us and our affiliates all sums due and owing to us and our affiliates;
• (4) You must immediately discontinue all use of the Marks in any manner, including in connection with the Franchised Business; remove the Marks from the Franchised Business, the inflatables and from clothing, signs, materials, motor vehicles and any other items owned or used by you in the operation of the Franchised Business; cancel all advertising for the Franchised Business that contains the Marks; and take such action as may be necessary to cancel any filings or registrations for the Franchised Business that contain any Mark, including any iteration of or reference to the Marks. You must comply with this Section 20.A. before any items previously bearing the Marks are offered for sale or auction by you or your lenders or lienholders, and you may not sell any items bearing the Marks;
• (5) You must immediately cease using any of our Confidential Information (including the POpS System or similar technology and digital passwords and identifications that we have licensed or loaned to you or that otherwise are proprietary to us or the System), your client list, your telephone numbers, your email addresses, your social media pages, all copies of the Manuals, and any other confidential materials that we have loaned you;
• (6) Within 30 days, you must deliver to us all signs, sign-faces, sign-cabinets, marketing materials, forms, and other materials containing any Mark, or otherwise identifying or relating to a Pump It Up Business that we request, and allow us, if we so choose and without liability to you or third parties for trespass or any other claim, to enter the Premises and remove these items from Franchised Business;
• (7) You agree to promptly notify the telephone company, all telephone directory publishers, all social media companies and all domain name registries of the termination or expiration of your right to use any telephone numbers, facsimile numbers, social media handles, URLs and domain names, or other numbers, names and telephone directory listings associated with any Mark; to authorize the transfer of these numbers, names, email addresses, domain names and directory listings to us or to a third party, at our direction; and/or to instruct the telephone company, domain name registries to forward all calls, emails and electronic communications made to your names, numbers or addresses to names, numbers or addresses we specify. If you fail to do so, we may take whatever action and sign whatever documents we deem appropriate on your behalf and consistent with the Listing Assignment Agreement attached to this Agreement as Exhibit 6 to effectuate these events; and
• (8) If we do not have or do not exercise an option to purchase the assets of Franchised Business under Section 21 below, you agree promptly and at your own expense to make the alterations we specify in our Manuals (or otherwise) to distinguish your business clearly from its former appearance and from other Pump It Up Businesses in order to prevent public confusion. If you fail to promptly make these alterations and modifications, we will have the right (at your

expense, to be paid upon your receipt of an invoice from us) to do so without being guilty of trespass or any other tort.

• B. Evidence of Compliance.

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 47–50)