Which sections of the Southern Steer Franchise Agreement and MUDA pertain to the fees that a franchisee must pay?

[Item 4: ITEM. 4 BANKRUPTCY]

Veterans of the United States armed services will receive a 15% discount on the Initial Franchise Fee.

In our last fiscal year, we collected a range of initial franchise fees of $49,500 to $151,000.

On-Site Assistance Fee

You will pay a nonrefundable on-site assistance fee ("On-Site Assistance Fee") for the on-site assistance We provide during Your grand opening (see Item 11). The On-Site Assistance Fee is $10,000. The On-Site Assistance Fee is payable per Our invoice after You satisfactorily complete the Initial Training Program.

In our last fiscal year, we did not collect any On-Site Assistance Fees.

Development Fee

We may offer certain prospective franchisees the right to develop a minimum of three Southern Steer Business within a specified Development Territory in accordance with the Development Schedule. You secure these rights by signing the MUDA with Us at the time You sign the Franchise Agreement for Your first Southern Steer Business ("Initial Franchise Agreement"). If You sign the MUDA, You must pay the Initial Franchise Fee for the first Southern Steer Business in accordance with the Initial Franchise Agreement and You must pay the development fee in the amount of $49,500 for the second Southern Steer Business and $42,000 for the third Southern Steer Business ("Development Fee").

You will pay the total Development Fee when You sign the MUDA. The Development Fee is fully earned by Us upon execution of the MUDA and is not refundable under any circumstances even if You fail to develop any additional Southern Steer Businesses under Your MUDA. You will sign a separate Franchise Agreement, in the then-current form being offered by Us, for each Southern Steer Business You develop under the MUDA.

In our last fiscal year, we collected uniform Development Fees in the amount of $260,000.

[Item 6: ITEM. 6 OTHER FEES]

Notes:

(1) Fees. Except where otherwise noted, all fees and costs payable to Us, Our affiliates or Our designees are non-refundable. We may, but are not required to, reduce the Royalty for a period of time for up to the first five qualified Franchisees that acquire a Southern Steer Business. The amount the Royalty may be reduced and the time period the Royalty may be reduced by will depend on a variety of factors, including a Franchisee's business experience and net worth. We have the right to increase any fees due from You, as well as any charges for products, materials, and services provided to You, based on Our reasonable judgment, from time to time (other than the Royalty Fee percentage). Fees paid to vendors or other suppliers may or may not be refundable depending on the vendors and suppliers. We reserve the right to require You to pay fees and other amounts due to Us via EFT, automatic withdrawal program or other similar means, as described in the Franchise Agreement and/or Brand Manual. If payments are required in this method, You must comply with Our procedures and perform all acts and deliver and execute all documents, including authorization (Attachment D to the Franchise Agreement) for direct debits from Your business bank operating account, which may be necessary to assist in or accomplish payment by this method. Under this procedure You shall authorize Us to initiate debit entries and/or credit correction entries to a designated checking or savings account for payments of fees and other amounts payable to Us and any interest that may be owed. You shall make the funds available to Us for withdrawal by EFT no later than the payment due date. If You sign the MUDA, for the second and each subsequent Franchise Agreement You sign for the Southern Steer Business, You will pay the fees at the rate specified in Our then-current form of Franchise Agreement.

• (2) Gross Revenues.

Gross Revenues is defined in the Franchise Agreement as sales from all products and services sold from, thru, at or in connection with Your Southern Steer Business, whether cash, credit (regardless of collection), barter or otherwise, exclusive of applicable sales, use or service taxes.

Gross Revenues includes sales from all products and services sold for on-Site or off-Site consumption, including without limitation products and services delivered to customers and products and services sold wholesale, if any.

[Item 22: ITEM. 22 CONTRACTS]

3. FEES.

• 3.1. PAYMENTS DUE AT TIME OF SIGNING FRANCHISE AGREEMENT. In consideration of the Southern Steer Business granted herein, the Franchisee must pay to Franchisor an initial franchise fee ("Initial Franchise Fee") set out in Attachment A for the right to operate one Southern Steer Business in the Protected Area. The Franchisee acknowledges and agrees that the Initial Franchise Fee is fully earned by Franchisor upon Franchisee's execution of this Agreement and is non-refundable under any circumstances.
• 3.2. PAYMENTS DUE AFTER SIGNING THE FRANCHISE AGREEMENT. In addition to other fees and charges as may be described elsewhere in this Agreement, Franchisee will pay the following fees and charges to Franchisor, its Affiliates or third parties, as designated by Franchisor. The fees and charges are not refundable under any circumstance.
  • (a) Royalty Fee. Beginning the third month after Franchisee's Required Opening Date, the Franchisee will pay to the Franchisor a continuing weekly Royalty Fee based on Gross Revenues generated by the Franchisee's Southern Steer Business during the preceding Week as follows ("Royalty Fee"):

[Item 22: ITEM. 22 CONTRACTS]

• 1.5.

Relocation.

Provided the Franchisee is not in default of this Agreement, the Franchisee may, with the prior written approval of the Franchisor, relocate the Franchised Location if (a) there is a compelling business reason in terms of the site criteria and target market specifications presented to us for a new location and the new location is within Franchisee's Protected Area, regardless of whether another Southern Steer Business is placed nearby or (b) if Franchisee's current Franchised Location is an underperforming Southern Steer Business and the specifics of the relocation ensure an impact on overall profitability of such Southern Steer Business.

The new Franchised Location of the Southern Steer Business, including the real estate and the building, must comply with the Franchisor's then-current image, décor, standards and specifications.

The Franchisee will pay the Franchisor the Relocation Fee set out in Section 3.2(f).

The Franchisee will pay the Relocation Fee amount upon Franchisor's approval of Franchisee's

relocation request.

In order to receive approval to relocate, the Franchisee may be required to sign the Franchisor's then-current Franchise Agreement for a full initial franchise term as provided in the Franchisor's then-current Franchise Agreement and execute a general release in a form satisfactory to Franchisor of any and all claims against Franchisor, its parent, subsidiaries and Affiliates (if applicable) and their respective officers, directors, attorneys, Owners and employees.

The Franchisee will pay the Franchisor a fee of $500 per Week during all Weeks that the Franchisee's Southern Steer Business is closed due to relocation.

1.6. Minimum Sales. Franchisee will be required to meet the following Minimum Gross Revenues for each 12-month period commencing on Franchisee's Required Opening Date ("Year"):

[Item 22: ITEM. 22 CONTRACTS]

• i.

The Franchisee must provide written evidence to the Franchisor that the Franchisee either owns or has the right to lease the Franchised Location for at least five additional years after the end of the Initial Term or preceding Successor Term, as the case may be;

• ii.

The Franchisee must sign Franchisor's then-current form of franchise agreement ("Successor Franchise Agreement"), which may include terms and conditions materially different from those in this Agreement, such as different performance standards, fee structures and/or increased fees, and an option to operate the Southern Steer Business for any additional terms;

• iii.

In lieu of paying the Initial Franchise Fee specified in the Successor Franchise Agreement, the Franchisee must pay to Franchisor the Successor Franchise Fee set out in Section 3.2(j) at least 90 days before renewing Franchisee's right to operate the Southern Steer Business;

• iv.

The Franchisee must execute a general release in a form satisfactory to Franchisor of any and all claims against Franchisor, its parent, subsidiaries or Affiliates (if applicable) and their officers, directors, attorneys, Owners and employees;

• v.

The Franchisee (or its Operating Principal) and its Designated Manager must complete any new training requirements designated by the Franchisor;

• vi.

The Franchisee must agree in writing to make, within six months after the effective date of the Successor Franchise Agreement, all capital expenditures necessary to remodel the Franchised Location, as determined by the Franchisor, to comply with the then-current Southern Steer Businessimage, décor, and specifications established by the Franchisor, and provide evidence to the Franchisor's reasonable satisfaction that the Franchisee has received a written loan commitment from a commercial lender for the amount of the estimated cost of the remodeling or has the financial capability of making such expenditures;

• vii.

The Franchisee, Owners, Guarantor(s) and Designated Manager must be in compliance with Franchisor's then current qualifications and standards; and

• viii.

Franchisee must have all licenses, insurance, registrations and approvals required by Franchisor or applicable governing authority to operate the Southern Steer Business in the Protected Area.

[Item 4: ITEM. 4 BANKRUPTCY]

ITEM. 4 BANKRUPTCY

No bankruptcies are required to be disclosed in this Item.

ITEM. 5 INITIAL FEES

Initial Franchise Fee

If You sign a Franchise Agreement for a single Southern Steer Business, You will pay Us an initial franchise fee ("Initial Franchise Fee") of $59,500. You must pay the Initial Franchise Fee in full when You sign the Franchise Agreement. The Initial Franchise Fee is fully earned by Us upon execution by You of the Franchise Agreement and is not refundable under any circumstances. The Initial Franchise Fee is uniform on all Southern Steer Business franchisees except as described below.

In the event You are using funds from your 401(k), IRA, other qualified retirement accounts or a third-party lender to purchase Your Southern Steer Business, We may allow You to enter into a Deposit Agreement (Exhibit I) and pay a deposit of $29,750 toward your Initial Franchise Fee when you sign the Deposit Agreement. You will pay the balance of the Initial Franchise Fee on the earlier of (a) receipt of funds from your 401(k), IRA, other qualified retirement accounts or third-party lender; or (b) 30 days from the effective date of the Deposit Agreement ("Payment Date"). We may agree to extend the Payment Date by an additional 30 day period at Your request if You have not received the funds from your 401(k), IRA, other qualified retirement accounts or third-party lender within the original 30-day period set out in the Deposit Agreement. You will sign the Franchise Agreement at the time You pay the Deposit. The Deposit is non-refundable once paid. and the balance of the Initial Franchise Fee will be due on the Payment Date.

Veterans of the United States armed services will receive a 15% discount on the Initial Franchise Fee.

In our last fiscal year, we collected a range of initial franchise fees of $49,500 to $151,000.

On-Site Assistance Fee

[Item 7: ITEM. 7 ESTIMATED INITIAL INVESTMENT]

Notes:

• (1) Development Fee. The MUDA is for the purchase of a minimum of three Southern Steer Business franchises. If You sign a MUDA, You will pay Us the nonrefundable Initial Franchise Fee for the first Southern Steer Business and a nonrefundable Development Fee based on the number of additional Southern Steer Businesses You agree to open. This chart reflects the requirement to purchase the minimum number of Southern Steer Business under the MUDA. Your Development Fee may be higher if You elect, subject to Our approval, to open more than three Southern Steer Business.
• (2) Initial Investment for First Southern Steer Business. If You sign the MUDA, You will incur the expenses listed in the preceding Item 7 chart for the first Southern Steer Business, including the Initial Franchise Fee.
• (3) Initial Investment for Each Additional Southern Steer Business. The estimated initial investment for each subsequent franchise purchased under the MUDA does not include an Initial Franchise Fee or Development Fee. However, the cost of training for each additional Southern Steer Business You open may be reduced based on Your operating performance of Your other Southern Steer Businesses. (4) Total. The Total includes the Development Fee You must pay at the time You enter into the MUDA as well as the Initial Franchise Fee and estimated range of fees You will incur to open and operate Your first Southern Steer Business and each additional Southern Steer Business described in the Item 7 chart above.

[Item 6: ITEM. 6 OTHER FEES]

• (10) Corrections.

In addition, you must reimburse us for the expenses of our representative who may be placed in charge of your location if any deficiency or unsatisfactory condition is reported which requires our attention.

You must make this payment upon receipt of invoice.

• (11) Taxes.

You agree to indemnify and/or reimburse Us and Our affiliates for all capital, gross receipts, sales, and other taxes and assessments imposed by any applicable state or local governmental authority as a result of the conduct of Your Southern Steer Business or the license of any of Our or Our affiliates' intangible property to You (whether required to be paid by Us or Our affiliates, withheld by You or otherwise).

Your obligation to indemnify or reimburse Us or Our affiliates for these taxes does not extend to income-type taxes which a state or local government imposes on Us or Our affiliates' income.

• (12) Insurance.

You must maintain the insurance that We may require from time to time in Our Brand Manual and as further described in Item 8.

The coverages described in Item 8 must be in full force and effect throughout the term of the Franchise Agreement.

If You fail to procure and maintain the required insurance coverage, We have the right and authority to procure the insurance coverage and charge You, which charges, together with a reasonable fee for Our expenses incurred in this procurement, You will pay immediately upon notice.

• (13) Liquidated Damages for Sale of Unauthorized Products or Services.

Uniformity of products and services offered by all Southern Steer Business is of utmost importance to Us, Our franchisees, and the System.

If You offer to sell or do sell products or services which are not authorized or are not prepared in accordance with the Brand Manual, You agree We will be damaged by Your non-compliance.

These damages will be calcu

Source: Item 9 — ITEM. 9 FRANCHISEE'S OBLIGATIONS (FDD pages 24–25)