Baskin-Robbins®, and other indicia of origin (collectively, the “Proprietary Marks”), as well as Except as otherwise provided, you must cure any default under this Agreement within thirty days after delivery of percentage stated in the attached Contract Data Schedule. At our written request, you must promptly correct any unapproved deviations from our © Copyright Envision SBS. by jury; claims for lost profits; or claims for punitive, multiple, or exemplary damages. provisions denying to the insurer acquisition of rights of recovery against any named insured by subrogation. "Revenue Sharing Period" shall mean the period commencing on [SPECIFY DATE] and running through until the end of [SPECIFY PERIOD]. is electronic fund transfer or some successor program, in accordance with our Standards. FRANCHISOR FRANCHISEE Authorized Signature Authorized Signature Print Name and Title Print Name and Title © Copyright Envision SBS. You agree to pay us a Continuing Advertising Fee on or before Thursday of each week, for the seven-day period responsibility. this Agreement or FDD, describe below any information provided by any employee or agent of our company that has influenced your decision to sign this Agreement. 16.6 This Agreement and the documents referred MAINTENANCE AND SUBMISSION OF BOOKS, RECORDS AND REPORTS. 11.1 You must submit profit and loss statements to us on a monthly basis, and From time to time we may supplement or modify the list of Proprietary Marks associated with the System. to increase sales and further develop the reputation and image of the brand. in the franchised business, may have any direct or indirect interest in, perform any activities for, provide any assistance to or receive any financial or other benefit from any business or venture (other than an ownership interest in real property The parties will continuously strive to treat each other with courtesy and respect in all aspects of the franchise relationship. Schedule, you must refurbish the Restaurant in accordance with our then-current refurbishment Standards as generally described below. 14.0.6 We terminate any other the Restaurant repeatedly fails to meet Standards, in addition to whatever other remedies we may have, we may require you, your management and other Restaurant personnel to participate in additional training programs at your expense, and you may be 10.3 During the term of this Agreement and at any time thereafter, neither you nor any shareholder, member, partner, officer, director or guarantor of Should Franchisee fail to comply in good faith with its obligations under paragraphs 4.1 A, B and C, Franchisor shall be entitled to give written notice to Franchisee of such failure. operational systems as necessary to bring the Restaurant up to the then-current Brand image and standards. The balance, including any interest earned by the Fund, will be used for advertising and related expenses. We retain the right to operate or license others to operate Baskin-Robbins restaurants and other concepts, and to grant other licenses relating to the Proprietary Marks, at such This obligation to maintain insurance We make those Standards available to you in our Manuals and in other forms of communication, Franchisee shall keep and maintain complete and accurate books of account and records in connection with its obligations under this Agreement at its principal place of business until the date [SPECIFY] months following the date of rendering of the initial statement reflecting such records unless a legal action with regard thereto is commenced during such period. This council will serve solely in an advisory capacity. obligation to maintain, repair and replace because of a forthcoming refurbishment or remodel. the same as or substantially similar to those sold in Baskin-Robbins restaurants, except for i) other Baskin-Robbins restaurants that we franchise to you or ii) real property owned by you; provided, however, no business located on the real property System (the “System”), which involves the conceptualization, design, specification, development, operation, marketing, franchising and licensing of restaurants and associated concepts for the sale of proprietary and non-proprietary food 12.2 Both you and we waive any and all rights of recovery against each other and our respective officers, employees, agents, and representatives, for to protect our legitimate business interests and the interests of other franchisees in the Baskin-Robbins System: 10.1 During the term of necessary to protect these persons, and the goodwill enjoyed by our Proprietary Marks and System. You further acknowledge having carefully read this agreement in its entirety, including all addenda identified above and the Personal Guarantee below (if applicable). 9.4 You agree to notify us promptly of any litigation relating to the Proprietary Marks. If you do not complete and sign this page, we will not counter-sign this Agreement (or, if that has already taken place, we have the right to void this Franchisor shall have the right to proceed against Franchisee for money only for any failure of a Participating Franchise to fully perform the financial terms and conditions of this Agreement. obligations to us (and our parents or affiliates) under Section 5 and the performance of all of the Franchisee’s other obligations under this Franchise Agreement, including, without limitation, Section 10 in its entirety relative to evaluating the need for an exclusive supplier, we may take into account, among other things, the uniqueness of the product; the projected price and required volume of the product; the investment required and the ability of the supplier to meet the cumulative. é (the “Post-Term Period), neither you nor any shareholder, member, partner, officer, director or guarantor of yours, or any person or entity who is in active concert or participation with you or who has a direct or indirect beneficial interest You agree to participate in our specified program or procedure for sales reporting and payment of fees that are due, whether it In ^ b g p ƒ — 7 < M a b ‘ ” REMEDIES No remedy conferred by any of the specific provisions of this Agreement is intended to be exclusive of any other remedy which is otherwise available at law, in equity, by statute or otherwise, and except as otherwise expressly provided for herein, each and every other remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law, in equity, by statute or otherwise and no provision hereof shall be construed so as to limit any party's available remedies in the event of a breach by the other party hereto. 13.2 Transfer Fee. then-current standard form. Our right to indemnity shall be valid notwithstanding that joint or concurrent liability may be imposed on us by statute, ordinance, regulation or other law. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. Franchisee shall use all of the Marketing Support Funds to advertise in measured media [PRODUCT/SERVICE]. 7.2 Right of Inspection. 2.1 In connection with the System, we own or have the right to license certain intellectual This Agreement may be executed in separate counterparts each of which shall be an original and all of which taken together shall constitute one and the same Agreement. We may withdraw our approval at any time. In connection with a material branding or re-branding event such as the opening, re-opening or remodel of the Restaurant or any other event set forth in our Standards, you agree to undertake promotional activities in 14.0.5 You use or permit the use of any conditions have been satisfied: (i) You give us written notice of your desire to renew the Franchise at least twelve months, conducted, at our option, in a Restaurant or other site, or through the Internet or other electronic media. to advertise or sell products or services through the mail or by any electronic or other medium, including the Internet, without our prior written approval. to make expenditures for you that are equivalent or proportionate to your contributions to the Fund, or to ensure that you benefit directly or on a pro rata basis from the Fund’s activities. 10.2 For the first 10.5 For purposes of this Agreement, the term “Confidential Information” means information