Common use of Records Reports and Financial Statements Clause in Contracts

Records Reports and Financial Statements. Franchisee agrees to establish and maintain at its own expense a bookkeeping, accounting, and recordkeeping system conforming to the requirements and formats Franchisor prescribes from time to time. Franchisee shall adopt the calendar year as its fiscal year. Franchisor may require Franchisee to use a Computer System and Specified Software to maintain certain sales data and other information. Franchisee agrees that Franchisor shall have access to the Computer System and Specified Software of the Outlet at all times and that Franchisor shall have the right to collect and retain from the Computer System and Specified Software any and all data concerning the Outlet at any time. Franchisee agrees to give Franchisor in the manner and format that it prescribes from time to time: (a) on or before Tuesday of each week, a report on the Outlet's Gross Receipts, F&B Gross Receipts and Nutritional Products Gross Receipts during the week ending on the preceding Sunday; (b) within fifteen (15) days after the end of each calendar month, monthly profit and loss statements for the Outlet for the immediately preceding month and a balance sheet as of the end of the immediately preceding month; (c) within fifteen (15) days after the end of each calendar quarter, the operating statements, financial statements, statistical reports, purchase records, and other information Franchisor requests regarding Franchisee and the Outlet covering the previous calendar quarter and the fiscal year to date; (d) by April 15th of each year, annual profit and loss and source and use of funds statements and a balance sheet for the Outlet as of the end of the prior calendar year; and (e) within ten (10) days after Franchisor's request, exact copies of federal and state income tax returns, sales tax returns, and any other forms, records, books, and other information Franchisor periodically requires relating to the Outlet and Franchisee. Franchisee agrees to verify and sign each report and financial statement in the manner Franchisor prescribes. Franchisor may disclose data derived from these reports, although Franchisor will not without Franchisee's consent (unless required by law) disclose Franchisee's identity in any materials that Franchisor circulates publicly. Franchisee agrees to preserve and maintain all records in a secure location at the Outlet for at least three (3) years (including, but not limited to, sales checks, purchase orders, invoices, payroll records, customer lists, check stubs, sales tax records and returns, cash receipts and disbursement journals, and general ledgers). Franchisor may require Franchisee to have audited financial statements prepared annually during the term of this Agreement.

Records Reports and Financial Statements. Franchisee agrees You agree to establish and maintain at its your own expense a bookkeeping, accounting, accounting and recordkeeping system conforming to the requirements and formats Franchisor prescribes we prescribe from time to time. Franchisee shall adopt the calendar year as its fiscal year. Franchisor We may require Franchisee you to use a Computer System approved computer hardware and Specified Software software in order to maintain certain sales data and other information. Franchisee agrees We also currently require that Franchisor shall you have access to the Computer System and Specified Software of the Outlet at all times and that Franchisor shall have Internet in order to submit reports, including Gross Sales Reports for your FACILITY to us, but we reserve the right to collect and retain from change the Computer System and Specified Software any and all data concerning the Outlet at any timemethod of delivery of these reports upon reasonable notice. Franchisee agrees You agree to give Franchisor in us on the manner and format forms that it prescribes we prescribe from time to time: (a) on or before Tuesday of each week, a report on the Outlet's Gross Receipts, F&B Gross Receipts and Nutritional Products Gross Receipts during the week ending on the preceding Sunday; (b1) within fifteen ten (1510) days after the end of each calendar month, monthly profit and loss statements for the Outlet for the immediately preceding fiscal month and a balance sheet as of the end of FACILITY, a report on the immediately preceding FACILITY's Gross Sales during that fiscal month; (c2) within fifteen twenty-five (1525) days after the end of each calendar quarterfiscal quarter of the FACILITY, the operating statements, financial statements, statistical reports, purchase records, copies of sales tax returns and other information Franchisor requests we request regarding Franchisee you and the Outlet FACILITY covering the previous calendar that fiscal quarter and the fiscal year to date; (d3) by April 15th of each year, annual profit and loss and source and use of funds statements and a balance sheet for the Outlet as of within sixty (60) days after the end of the prior calendar FACILITY's fiscal year, the operating statements, financial statements, statistical reports, copies of income and sales tax returns and other information we request regarding you and the FACILITY covering that fiscal year; and (e4) within ten (10) days after Franchisor's our request, exact copies of federal and state income tax returns, sales tax returns, and any other forms, records, books, books and other information Franchisor we may periodically requires relating to the Outlet and Franchiseerequire. Franchisee agrees You agree to verify and sign each report and financial statement in the manner Franchisor prescribeswe prescribe. Franchisor We may disclose data derived from these reports, although Franchisor provided, however, that we will not without Franchiseedisclose your identity or the FACILITY's consent (unless required by law) disclose Franchisee's identity location in any materials that Franchisor circulates we circulate publicly. Franchisee agrees to preserve and maintain all records in a secure location at the Outlet for at least three (3) years (including, but not limited to, sales checks, purchase orders, invoices, payroll records, customer lists, check stubs, sales tax records and returns, cash receipts and disbursement journals, and general ledgers). Franchisor We also may require Franchisee you to have compiled, reviewed or audited financial statements prepared annually during on an annual basis. Moreover, we may, as often as we deem appropriate (including on a daily basis), access the term of this AgreementComputer System (if we have required you to maintain a Computer System) and retrieve all information relating to the FACILITY's operations.

Records Reports and Financial Statements. Franchisee agrees You agree to establish and maintain at its your own expense a bookkeeping, accounting, accounting and recordkeeping record keeping system conforming to the requirements and formats Franchisor prescribes we prescribe from time to time. Franchisee shall adopt the calendar year as its fiscal year. Franchisor We may require Franchisee you to use a Computer System and Specified Software in order to maintain certain sales data and other information. Franchisee agrees that Franchisor shall have access You agree to the Computer System and Specified Software of the Outlet at all times and that Franchisor shall have the right furnish to collect and retain from the Computer System and Specified Software any and all data concerning the Outlet at any time. Franchisee agrees to give Franchisor us in the manner and format that it prescribes we prescribe from time to time: (a1) on or before Tuesday Monday of each week, a report on the OutletRESTAURANT's Gross Receipts, F&B Gross Receipts and Nutritional Products Gross Receipts Sales during the week ending on the immediately preceding Sunday; (b2) within fifteen five (155) days after their filing, copies of all sales tax returns for the RESTAURANT (you agree that we can periodically verify with the appropriate tax authorities the sales taxes that you have paid); (3) within thirty (30) days after the end of each calendar monthfiscal quarter of the RESTAURANT, monthly a profit and loss statements statement for the Outlet RESTAURANT for the immediately preceding month fiscal quarter and year-to-date and a balance sheet as of the end of the immediately preceding monththat fiscal quarter; (c4) within fifteen ninety (1590) days after the end of each calendar quarter, the operating statements, financial statements, statistical reports, purchase records, and other information Franchisor requests regarding Franchisee and the Outlet covering the previous calendar quarter and the RESTAURANT's fiscal year to date; (d) by April 15th of each year, annual profit and loss and source and use of funds statements and a balance sheet for the Outlet RESTAURANT as of the end of the prior calendar that fiscal year; and (e5) within ten (10) days after Franchisor's our request, exact copies of federal and state income and other tax returns, sales tax returns, returns and any the other forms, records, books, books and other information Franchisor we may periodically requires relating to the Outlet and Franchiseerequire. Franchisee agrees You agree to verify and sign each report and financial statement in the manner Franchisor prescribeswe prescribe. Franchisor may We can disclose data derived from these reports, although Franchisor will not reports without Franchisee's consent specifically identifying you or the RESTAURANT (unless required by law) disclose Franchisee's identity in any materials that Franchisor circulates publicly. Franchisee agrees we have your written consent to preserve and maintain all records in a secure location at the Outlet for at least three (3) years (including, but not limited to, sales checks, purchase orders, invoices, payroll records, customer lists, check stubs, sales tax records and returns, cash receipts and disbursement journals, and general ledgersdo so). Franchisor may We also can require Franchisee you, if you ever fail to comply with any provision of this Agreement, to have audited financial statements prepared annually during on an annual basis. Moreover, we can, as often as we deem appropriate (including on a daily basis), access all computer registers and other computer systems that you maintain in operating the term of this AgreementRESTAURANT and retrieve all information relating to the RESTAURANT's operations.

Records Reports and Financial Statements. Franchisee agrees You agree to establish install and use at the STORE the Computer System in the form specified by us from time to time and transmit to or permit the electronic collection of information by us from the Computer System. You agree to install and maintain at its own expense the STORE: (1) a telephone modem and dedicated line that we may use to access sales information and data to the Computer; (2) full, complete and accurate records and reports; and (3) a bookkeeping, accounting, recordkeeping and recordkeeping records retention system conforming to the requirements prescribed by us from time to time (including, without limitation, requirements for a general ledger system which utilizes the standard chart of accounts prescribed by us from time to time and formats Franchisor prescribes for timely entry of information into data bases of the Computer System and periodic printouts of reports generated by the Computer System); reports relating to STORE operations; information relating to employee turnover; and other records, reports and information that we prescribe from time to time. Franchisee shall adopt <PAGE> 25 Each transaction of the calendar year as its fiscal year. Franchisor may require Franchisee to use a STORE will be processed on the Computer System in the manner prescribed by us from time to time. We will have, at all times, the right to access and Specified Software to maintain certain retrieve sales information from and sales data and other information. Franchisee agrees that Franchisor shall have access to processed on the Computer System and Specified Software you agree to take such action as may be necessary to provide such access to us. With respect to the operation and financial condition of the Outlet at all times and that Franchisor shall have the right STORE, you agree to collect and retain from the Computer System and Specified Software any and all data concerning the Outlet at any time. Franchisee agrees furnish to give Franchisor us in the manner and format that it prescribes form prescribed by us from time to time, including, without limitation, via computer diskette, electronic mail and/or facsimile transmission, in a form consistent with our then-current accounting practices and procedures: (a1) weekly reports of the STORE's sales by 12:00 noon on or before Tuesday of each week, a report on the Outlet's Gross Receipts, F&B Gross Receipts and Nutritional Products Gross Receipts during the week ending on (for the preceding SundayMonday through Sunday period); (b2) within fifteen thirty (1530) days after the end of each calendar month, monthly profit and loss statements an operating income statement for the Outlet for the immediately preceding such month and a balance sheet as of the end of the immediately preceding month; (c) within fifteen (15) days after the end of each calendar quarter, the operating statements, financial statements, statistical reports, purchase records, and other information Franchisor requests regarding Franchisee and the Outlet covering the previous calendar quarter and the fiscal year to date; (d3) by April 15th of within forty-five (45) days after each yearquarter, annual profit and loss and source and use of funds statements and a balance sheet and income statement for the Outlet as of such quarter and fiscal year to date; (4) within one hundred twenty (120) days after the end of your fiscal year, a balance sheet, an income statement of the prior calendar STORE for such month or fiscal year (reflecting all year-end adjustments), and a statement of changes in cash flow of the STORE, prepared in accordance with generally accepted accounting principles consistently applied and in the format prescribed by us from time to time; and (e5) within ten upon request by us, such other data, information, and supporting records for such periods as we from time to time require (10) days after Franchisor's requestincluding, exact without limitation, daily and weekly reports of Product sales by category). Each report and financial statement submitted by you to us will be verified as correct in the manner prescribed by us. You agree to maintain and to furnish to us upon request complete copies of federal all income, sales, value added, use and state income tax returns, sales service tax returns, and any other formsemployee withholding, records, booksworker's compensation, and other information Franchisor periodically requires relating similar reports filed by you reflecting activities of the STORE. We have the right to the Outlet and Franchisee. Franchisee agrees to verify and sign each report and financial statement in the manner Franchisor prescribes. Franchisor may disclose data derived from these reports, although Franchisor will not such reports without Franchisee's consent (unless required by law) disclose Franchisee's identity in any materials that Franchisor circulates publiclyidentifying you or the location of the STORE. Franchisee agrees We also have the right to preserve and maintain all records in a secure location at the Outlet for at least three (3) years (including, but not limited to, sales checks, purchase orders, invoices, payroll records, customer lists, check stubs, sales tax records and returns, cash receipts and disbursement journals, and general ledgers). Franchisor may require Franchisee you to have audited reviewed financial statements prepared annually during on an annual basis. Moreover, we have the term of this Agreement.right as often as we deem appropriate (including on a daily basis) to access all cash registers/computer terminals and the Computer System and to retrieve all information relating to the STORE. <PAGE> 26

Records Reports and Financial Statements. Franchisee agrees You agree to establish and maintain at its your own expense a bookkeeping, accounting, and recordkeeping system conforming to the requirements and formats Franchisor prescribes we prescribe from time to time. Franchisee shall adopt the calendar year as its fiscal year. Franchisor may require Franchisee to You must use a Computer System and Specified Software to maintain certain sales data and other informationinformation and to generate the reports we require. Franchisee agrees that Franchisor shall have access to the Computer System and Specified Software of the Outlet at all times and that Franchisor shall have the right to collect and retain from the Computer System and Specified Software any and all data concerning the Outlet at any time. Franchisee agrees You agree to give Franchisor us in the manner and format that it prescribes we prescribe from time to time: (a) on or before Tuesday the fifth (5th) day of each weekcalendar month, a report on the Outlet's FACILITY’s Gross Receipts, F&B Gross Receipts and Nutritional Products Gross Receipts Sales during the week ending on the preceding Sundaycalendar month, broken down by Hub Location and Annex Locations; (b) within fifteen twenty (1520) days after the end of each calendar month, monthly profit the operating statements, unaudited financial statements, statistical reports, customer lists, and loss statements for other information we request regarding you and the Outlet for FACILITY covering the immediately preceding previous calendar month and a balance sheet as of the end of calendar year-to-date. This includes any customer-specific information that you receive or generate from operating the immediately preceding monthFACILITY. We may use that customer-specific information for any business purposes we desire and will be deemed to own all such customer-specific information; (c) within fifteen sixty (1560) days after the end of each calendar quarter, the operating statements, financial statements, statistical reports, purchase records, and other information Franchisor requests regarding Franchisee and the Outlet covering the previous calendar quarter and the FACILITY’s fiscal year to date; (d) by April 15th of each year, annual profit and loss and source and use of funds statements and a balance sheet for the Outlet FACILITY as of the end of the prior calendar yearthat fiscal year (all unaudited); and (ed) within ten fifteen (1015) days after Franchisor's our request, exact copies of federal and state income tax returns, sales tax returns, purchase records, and any other forms, records, books, and other information Franchisor we periodically requires require relating to the Outlet FACILITY and Franchiseethe Franchise. Franchisee agrees You agree to verify and sign each report and financial statement in the manner Franchisor prescribeswe prescribe. Franchisor We may disclose data derived from these reports. We also may, although Franchisor will not without Franchisee's consent as often as we deem appropriate (unless required by law) disclose Franchisee's identity in any materials that Franchisor circulates publiclyincluding on a daily, continuous basis), access the Computer System and retrieve all information relating to the FACILITY’s operation. Franchisee agrees You agree to preserve and maintain all records in a secure location at the Outlet Hub Location during the Term and for at least three five (35) years after their preparation (or longer if required by law), including, but not limited to, sales checks, purchase orders, invoices, payroll records, customer lists, check stubs, sales tax records and returns, cash receipts and disbursement journals, and general ledgers). Franchisor We may require Franchisee you to have audited financial statements prepared annually during the term remaining portion of this Agreementthe Term if (i) we ever send you formal notice of default regarding your failure to comply with your reporting or payment obligations, (ii) you understate the FACILITY’s Gross Sales three (3) times or more over an eighteen (18) month period by more than two percent (2%) on each occasion (whether or not we send you formal notice of default), or (iii) you understate the FACILITY’s Gross Sales by more than five percent (5%) on any one occasion (whether or not we send you formal notice of default).