ses, in order to maintain and recover fully a claim for indemnity under this Section. Franchisee agree that a failure to pursue a recovery or mitigate a loss will not reduce or alter the amounts that an Indemnified Party may recover under this Section.

13. MARKS.

13.A. OWNERSHIP AND GOODWILL OF MARKS.

Franchisee's right to use the Marks is derived only from this Agreement. Franchisee may only use the Marks to operate Franchisee's RWC Business according to this Agreement and in accordance with System Standards. Franchisee's unauthorized use of the Marks is a breach of this Agreement and infringes Franchisor's rights in the Marks. Franchisee's unauthorized use of the Marks will cause Franchisor irreparable harm for which there is no adequate remedy at law and will entitle Franchisor to injunctive relief. Franchisee acknowledges and agrees that Franchisee's use of the Marks and any goodwill established by that use are exclusively for Franchisor's benefit and this Agreement does not confer any goodwill or other interests in the Marks to Franchisee (other than the right to operate Franchisee's RWC Business under this Agreement). All provisions of this Agreement relating to the Marks apply to any additional proprietary trade and service marks Franchisor authorizes Franchisee to use. Franchisee may not at any time during or after the Term contest or assist any other person in contesting the validity of the Marks or Franchisor's ownership of the Marks.

13.B. LIMITATIONS ON FRANCHISEE'S USE OF THE MARKS.

Except as expressly set forth in the Sublicense Agreement, Franchisee has no right to sublicense or assign Franchisee's right to use the Marks. Franchisee agrees to display the Marks prominently on forms, advertising, supplies, employee uniforms, and other materials associated with Franchisee's RWC Business that Franchisor designate. If Franchisee's RWC Business is operated from a leased commercial space, Franchisee must obtain Franchisor's prior written approval of all signage used at the premises. Franchisee may not use any other trademarks, service marks or commercial symbols to identify or operate Franchisee's RWC Business.

Franchisee agrees to identify itself as the independent owner of Franchisee's RWC Business in the manner Franchisor prescribe. Franchisee may not use any Mark (1) as part of any corporate or legal business

name; (2) with any prefix, suffix, or other modifying words, terms, designs, or symbols (other than logos Franchisor have licensed to Franchisee); (3) in selling any unauthorized services or products; (4) as part of any Online Presence, except in accordance with Franchisor's guidelines set forth in the Operations Manual or otherwise in writing from time to time; (5) in advertising the transfer, sale, or other disposition of Franchisee's RWC Business or an ownership interest in Franchisee; or (6) in any other manner that Franchisor has not expressly authorized in writing.

13.C. NOTIFICATION OF INFRINGEMENT AND CLAIMS.

Franchisee agrees to notify Franchisor immediately of any apparent infringement or challenge to Franchisee's use of any Mark, or of any person's claim of any rights in any Mark, and not to communicate with any person other than Franchisor, its attorneys, and Franchisee's attorneys, regarding any possible infringement, challenge, or claim. Franchisor and/or its affiliates may take any action Franchisor deems appropriate (including no action) and control exclusively any litigation, U.S. Patent and Trademark Office proceeding, or other administrative proceeding arising from any infringement, challenge, or claim or otherwise concerning any Mark. Franchisee agrees to sign any documents and take any other reasonable action that, in the opinion of Franchisor's attorneys, are necessary or advisable to protect and maintain Franchisor's interests in any litigation or Patent and Trademark Office or other proceeding or otherwise to protect and maintain Franchisor's interests in the Marks. Franchisor will reimburse Franchisee for Franchisee's reasonable costs of taking any action that Franchisor has asked Franchisee to take.

13.D. DISCONTINUANCE OF USE OF MARKS.

Franchisor may at any time, in its sole discretion, require Franchisee to modify or discontinue using any Mark and/or use one or more additional or substitute Marks. Franchisee agrees to replace the Marks used for Franchisee's RWC Business with the modified, additional or substitute Marks Franchisor specifies and comply with all other directions Franchisor give regarding the Marks used for Franchisee's RWC Business within a reasonable time after receiving notice from Franchisor. Franchisor is not required to reimburse Franchisee for any costs or expenses associated with making such changes, for any loss of revenue due to any modified or discontinued Mark, or for Franchisee's expenses of promoting a modified or substitute Mark.

Franchisor rights in this Section 13.D apply to any and all of the Marks (and any portion of any Mark) that Franchisor authorizes Franchisee to use in this Agreement. Franchisor may exercise these rights at any time and for any reason, business or otherwise, that Franchisor thinks best. Franchisee acknowledges both Franchisor's right to take this action and Franchisee's obligation to comply with Franchisor's directions.

**13.E.

Source: Item 22 — CONTRACTS (FDD page 47)