For what purposes can Pump It Up use the Brand Fund monies?

ns, research and public relations programs and national cause marketing partner program events instituted by us or the Brand Fund. Among the programs, concepts, and expenditures for which we may utilize the Brand Fund monies are: (a) creative development and production of print ads, electronic media, commercials, point of purchase materials, direct mail pieces, door hangers, and other advertising and promotional materials; (b) creative development, preparation, production and placement of video, audio, and written materials and electronic media; (c) media placement and buying, including all associated expenses and fees; (d) administering regional and multi-regional marketing and advertising programs; (e) market research and customer satisfaction surveys, including the use of secret shoppers; (f) the development and production of premium items, giveaways, promotions, contests, public relations events, and charitable or nonprofit events; (g) creative development of new program offerings for Pump It Up Businesses; (h) creative development of signage, posters, and individual Pump It Up Business décor items including wall graphics; (i) recognition and awards events and programs; (j) System recognition events, including periodic national and regional conventions and meetings; (k) website, extranet and/or intranet development and maintenance; (l) development, implementation, and maintenance of an electronic commerce website and reservation system

and/or related strategies; (m) retention and payment of advertising and promotional agencies and other outside advisors including retainer and management fees; (n) social media platform development and management; (o) public relations and community involvement activities and programs; (p) expenses of the Franchise Advisory Council (defined below) program; and (q) any other purposes deemed beneficial to the Pump It Up System by Us. All advertising and promotional materials developed by the Brand Fund will be made available to you. We will not use the Brand Fund for the direct solicitation of franchisees, however, advertising and promotional materials may state that information regarding owning a Franchise is available through our website or toll-free telephone number.

We will account for the Brand Fund separately from our other funds; however, we are not required to segregate any Brand Fund monies from our other monies. We will not use the Brand Fund monies for any of our general operating expenses. We and our affiliates may be reimbursed by the Brand Fund for administrative expenses directly related to the Brand Fund's marketing programs, including without limitation, conducting market research, preparing advertising and marketing materials, and collecting and accounting for contributions to the Brand Fund. We may use the Brand Fund to pay the administrative costs of the Brand Fund including managing the advertising, marketing, and promotional programs and payment of outside vendors utilized by the Brand Fund, and we may use the Brand Fund to pay the reasonable salaries and benefits of personnel (including our personnel and our affiliates' personnel) who manage and administer the Brand Fund.

Source: Item 23 — RECEIPTS (FDD pages 60–225)