Common use of Site Selection Clause in Contracts

Site Selection. 5.1.1 If the parties have not designated the street address of the Franchised Location on Exhibit A on the Effective Date, Franchisee shall identify, submit and obtain Franchisor’s prior written approval of the Franchised Location meeting the requirements of this Agreement prior to entering a lease or sublease for the Franchised Location. Franchisee shall provide Franchisor all information required by Franchisor, as determined by Franchisor in Franchisor’s sole determination, necessary for Franchisor to evaluate the Franchised Location. Franchisor shall have ten (10) business days to review Franchisee’s written site proposal for the Franchised Location and notify Franchisee of its approval or disapproval in writing. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval of the site. Franchisor shall not unreasonably withhold Franchisor’s approval of a proposed site for the Franchised Location. 5.1.2 Franchisee must have a site for the Franchised Location approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to such matters. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase of the franchise for the Franchised Business; (ii) the remodeling of the Franchised Location; (iii) the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐open, as the case may be), the Franchised Business for business within sixty (60) days from the loan origination date.

Site Selection. 5.1.1 If the parties have not designated the street address of the Franchised Location on Exhibit A on the Effective Date(a) You assume all cost, Franchisee shall identifyliability, submit expense and obtain Franchisor’s responsibility for locating, presenting for our prior written approval of the Franchised Location meeting the requirements of this Agreement prior to entering a lease or sublease for the Franchised Location. Franchisee shall provide Franchisor all information required by Franchisorreview, as determined by Franchisor in Franchisor’s sole determination, necessary for Franchisor to evaluate the Franchised Location. Franchisor shall have ten (10) business days to review Franchisee’s written site proposal for the Franchised Location securing and notify Franchisee of its approval or disapproval in writing. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval of the site. Franchisor shall not unreasonably withhold Franchisor’s approval of a proposed site for the Franchised Location. 5.1.2 Franchisee must have developing a site for the Franchised Location Business within the Site Selection Area. In fulfilling your responsibility, you may consult with real estate and other professionals identified by us. Our evaluation of a prospective site and the providing of assistance in the selection of a site does not mean that we represent, promise, warranty or guarantee that a Franchised Business operated at that site will be profitable or otherwise successful. You also assume all cost, liability, expense and responsibility for constructing and equipping the Franchised Business at the Franchised Location. You may not make any binding commitment to a prospective vendor or landlord with respect to a site for the Franchised Business until the site is reviewed, evaluated, and approved in accordance with this Section 3. (b) Prior to securing a site for the Franchised Business by lease or purchase, you, with our site selection assistance, must locate a site that is approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to such mattersus. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase You must submit to us, in writing, in the form we specify, a description of the franchise proposed site. You will complete a Site Submission Package as detailed in the Manual at least 20 days prior to executing your lease. This package will contain information that you prepare about your proposed site, proposed economics of the deal and other relevant information about your trade area. The Site Submission Package must be submitted with such other information and materials as we may reasonably require, including a letter of intent or other evidence satisfactory to us that confirms your favorable prospects for obtaining the proposed site and the landlord’s willingness to sign the Addendum to Lease attached to this Agreement as Attachment C. We will review and approve your proposed site based on this and other information in our sole and absolute discretion. (ii) We will have 20 days after receipt of the Site Submission Package and additional information and materials to approve or disapprove the proposed site as the location for the Franchised Business; (ii) . No site may be used for the remodeling location of the Franchised Location; Business unless it is first reviewed, evaluated, and approved in writing by us, and any objections are resolved by you to our satisfaction. If within 20 days after submission of the Site Submission Package, we have not advised you in writing that the proposed site is disapproved, the proposed site will be deemed approved by us for you to use. (iii) the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐open, as the case may be), After a site for the Franchised Business for business within sixty (60) days from is approved by us and acquired by you, the loan origination date.site shall be described as the Franchised Location in Attachment A.

Site Selection. 5.1.1 If Franchisee shall be responsible for leasing a suitable site for the parties have Franchise subject to Pretzel Time's approval. Pretzel Time agrees to assist Franchisee in locating and securing a location for the unit which is acceptable to both Pretzel Time and Franchisee. Franchisee shall submit to Pretzel Time a list of desired locations on the Location Agreement attached hereto as Exhibit W or if Pretzel Time directs on a form prepared by Pretzel Time and attached hereto as Exhibit F, and Pretzel Time shall contact the appropriate leasing representatives to determine the availability of sites at those locations. After obtaining information from appropriate leasing representatives, Pretzel Time shall notify Franchisee whether or not designated the street address sites made available to Pretzel Time are acceptable by Pretzel Time. In the event that a site for the franchise cannot be located which is acceptable and suitable to both Pretzel Time and Franchisee within One Hundred Twenty (120) days, then the Franchise Agreement shall be terminated and all franchise fees paid by Franchisee shall be refunded. Pretzel Time shall approve the site for the unit in reliance upon information furnished and representations made by Franchisee with respect to the size, appearance, and other physical characteristics of the Franchised Location on Exhibit A on site, photographs of the Effective Datesite, Franchisee shall identifydemographic characteristics, submit traffic patterns, competition from other businesses in the area, and obtain Franchisor’s prior written other commercial characteristics. Pretzel Time's approval of the Franchised Location meeting site indicates only that Pretzel Time believes that the requirements site falls within acceptable criteria established by Pretzel Time as of this Agreement prior the time period encompassing the evaluation. Franchisee agrees that Pretzel Time shall not be responsible for the failure of a franchise, site and/or premises approved by Pretzel Time to entering meet expectations as to potential revenue or operational criteria. Franchisee acknowledges and agrees that his acceptance of a Franchise for the operation of a Unit in the Territory is based on his own independent investigation of the suitability of the mall location. Franchisee acknowledges that Pretzel Time's approval of the lease or sublease for the Franchised Location. Franchisee shall provide Franchisor all information required Unit does not constitute a guarantee or warranty by FranchisorPretzel Time, as determined by Franchisor in Franchisor’s sole determinationexpress or implied, necessary for Franchisor to evaluate the Franchised Location. Franchisor shall have ten (10) business days to review Franchisee’s written site proposal for the Franchised Location and notify Franchisee of its approval or disapproval in writing. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval of the site. Franchisor shall not unreasonably withhold Franchisor’s approval successful operation or profitability of a proposed site for Unit operated at the Franchised Location. 5.1.2 Franchisee must have a site for designated Site. Such approval indicates only that Pretzel Time believes that the Franchised Location approved by Franchisor, receive Unit and the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to such matters. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase terms of the franchise for lease fall within the Franchised Business; (ii) the remodeling acceptable criteria established by Pretzel Time as of the Franchised Location; (iii) time period encompassing the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐open, as the case may be), the Franchised Business for business within sixty (60) days from the loan origination dateevaluation.

Site Selection. 5.1.1 If the parties have not designated the street address of the Franchised Location on Exhibit A on the Effective Date4.1 Developer, Franchisee at its sole expense, shall identify, submit identify and obtain Franchisor’s prior written approval of the Franchised Location meeting the requirements of this Agreement prior a site for each Bakery to entering be developed hereunder and, if applicable, for each bagel dough manufacturing site. Before acquiring a site by lease or sublease for the Franchised Location. Franchisee purchase, Developer shall provide submit to Franchisor all such information required by Franchisor, and materials as determined by Franchisor in Franchisor’s sole determination, necessary for Franchisor may reasonably request to evaluate the Franchised Locationsite. Franchisor After receipt of such information and materials, Franchisor, in its reasonable discretion, shall have ten (10) business days approve or refuse to review Franchisee’s written site proposal for approve the Franchised Location and notify Franchisee of its approval or disapproval in writing. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval of the proposed site. Franchisor shall either approve or reject a proposed site not unreasonably withhold later than fifteen (15) Business Days after receipt of all information and materials reasonably requested pursuant to this Section 4.1. In evaluating a proposed site, the Franchisor shall consider site standards established by then existing Bakeries that, during the immediately preceding twelve month period, have experienced sales volumes above the median for the System. A site shall be deemed to have received Franchisor’s 's approval unless it has been rejected in writing by Franchisor within such fifteen (15) Business Day period. The site approved (or deemed approved) by Franchisor shall be the "Approved Location" referred to in the Franchise Agreement. Notwithstanding the foregoing, any Bakeries operated in the Development Area by Developer as of the date this Agreement is executed shall be deemed Approved Locations. For purposes of this Agreement, "Business Days" shall be any days except Saturday, Sunday or the following national holidays: New Year's Day, Washington's Birthday, Memorial Day, Independence Day, Labor Day, Columbus Day, Veterans Day, Thanksgiving and Christmas. 4.2 With respect to both Bakeries and bagel dough manufacturing sites, Franchisor shall furnish to Developer the following: 4.2.1 Site selection guidelines and criteria, and such site selection counseling and assistance as Franchisor may deem advisable; 4.2.2 Such on-site evaluations, if any, as Franchisor may deem advisable in response to Developer's request for Franchisor's approval of a proposed site; and 4.2.3 Franchisor's representative plans and specifications for construction of a Bakery and, if applicable, a bagel dough manufacturing site, including exterior and interior design and layout plans. 4.3 If Developer will occupy the premises of a Bakery and/or a bagel dough manufacturing site (if separate from the Bakery) under a lease, Developer shall, prior to the execution of the lease, submit the lease to Franchisor for its written approval which shall not be unreasonably withheld. Developer shall use commercially reasonable efforts to negotiate a lease for the Franchised Location.premises of each Bakery that includes all of the following terms and conditions: 5.1.2 Franchisee must have a site 4.3.1 That the lessor consents to Developer's use of such Proprietary Marks and signage as Franchisor may prescribe for the Franchised Location approved by Franchisor, receive Bakery or the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to such matters. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase of the franchise for the Franchised Business; (ii) the remodeling of the Franchised Location; (iii) the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐openbagel dough manufacturing site, as the case may be); 4.3.2 That the use of the premises be restricted solely to the operation of the Bakery (or bagel dough manufacturing site, as the Franchised Business case may be) and any ancillary uses connected to the operation of the Bakery (or dough manufacturing site, as the case may be) during the term of the Franchise Agreement, as it may be extended in accordance with its terms; 4.3.3 That Developer be prohibited from subleasing or assigning all or any part of its occupancy rights or from extending the term of or renewing the lease without Franchisor's prior written consent which shall not be unreasonably withheld; provided, however, such consent shall not be necessary to extend the term or renew the lease so that it continues for business a term not longer than the then existing term of the Franchise Agreement for such location; 4.3.4 That the lessor provide to Franchisor copies of all notices of default given to Franchisee under the lease; 4.3.5 That Franchisor have the right to enter the premises to make modifications necessary to protect the Proprietary Marks or the System or to cure any default under the applicable Franchise Agreement or under the lease; 4.3.6 That Franchisor (or Franchisor's designee) have the option, upon default, expiration, or termination of the applicable Franchise Agreement, and upon notice to the lessor, to assume all of Developer's rights and obligations under the lease, including any right to assign or sublease; provided, however, that Franchisor shall not exercise any renewal options under the lease unless it obtains a release from the lessor of any personal guarantees given by Xxxxxxx X. Xxxx or Xxxxxxx X. Xxxxxxxx and of other guaranties given by entities owned or controlled by Xxxxxxx X. Xxxx or Xxxxxxx X. Xxxxxxxx, for any renewal period; and 4.3.7 That the tenant under the lease have the right to remodel the premises without the prior approval of the lessor. 4.4 Developer shall furnish Franchisor with a copy of each executed lease within sixty ten (6010) days from after its execution. 4.5 Notwithstanding the loan origination dateterms of any Franchise Agreement executed pursuant to this Agreement, Developer shall not be required to pay an initial franchisee fee or a transfer fee to Franchisor based upon an approved request by Developer for consent to change the location of an existing Bakery to a new location within the Development Area. In all other respects, such a request shall be treated as a request for a new site pursuant to this Section 4.

Site Selection. 5.1.1 If the parties have not designated the street address of the Franchised Location on Exhibit A on the Effective Date4.1 Developer, Franchisee at its sole expense, shall identify, submit identify and obtain Franchisor’s prior written approval of the Franchised Location meeting the requirements of this Agreement prior a site for each Bakery to entering be developed hereunder and, if applicable, for each bagel dough manufacturing site. Before acquiring a site by lease or sublease for purchase, Developer shall submit to Franchisor such information and materials as Franchisor may reasonably request to evaluate the Franchised Locationsite along with the Site Selection Deposit of seventeen thousand five hundred dollars ($17,500). Franchisee shall provide Franchisor all The information required by Franchisor, as determined and materials requested by Franchisor in this regard may be changed from time to time in Franchisor’s 's sole determinationdiscretion. No later than thirty (30) days after receipt of all such information and materials required pursuant to this section 4.1, necessary for Franchisor Franchisor, in its sole discretion, shall approve or refuse to evaluate approve the Franchised Locationproposed site. Developer acknowledges and agrees that (1) Franchisor shall have ten (10) business days the right, in its sole discretion, to review Franchisee’s written approve or disapprove a site proposal for the Franchised Location and notify Franchisee of its approval or disapproval in writing. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval of the site. Franchisor shall have no liability therefor; and (2) Franchisor's approval of a site is not unreasonably withhold a representation or guarantee that such site will be successful as a Bakery. No site shall be deemed to have received Franchisor’s 's approval unless it has been approved in writing by Franchisor. The site approved in writing by Franchisor shall be the "Approved Location" referred to in the Franchise Agreement. 4.2 With respect to both Bakeries and bagel dough manufacturing sites, Franchisor shall furnish to Developer the following: 4.2.1 Site selection guidelines and criteria, which shall be provided upon execution of this Agreement, and such site selection counseling and assistance as Franchisor may deem advisable; and 4.2.2 Such on-site evaluations, if any, as Franchisor may deem advisable in response to Developer's request for Franchisor's approval of a proposed site. 4.3 If Developer will occupy the premises of a Bakery and/or a bagel dough manufacturing site (if separate from the Bakery) under a lease, Developer shall, prior to the execution of the lease, submit the lease to Franchisor for its written approval. Franchisor's approval of the lease may be conditioned upon, but in no way limited to, inclusion in the lease of any or all of the following terms and conditions, among which Franchisor may change from time to time, in its sole discretion: 4.3.1 That the lessor consents to Developer's use of such Proprietary Marks and signage as Franchisor may prescribe for the Franchised Location. 5.1.2 Franchisee must have a site for Bakery or the Franchised Location approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to such matters. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase of the franchise for the Franchised Business; (ii) the remodeling of the Franchised Location; (iii) the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐openbagel dough manufacturing site, as the case may be); 4.3.2 That the use of the premises be restricted solely to the operation of the Bakery (or bagel dough manufacturing site, as the Franchised Business for business case may be) during the term of the Franchise Agreement, as it may be extended in accordance with its terms; 4.3.3 That Developer be prohibited from subleasing or assigning all or any part of its occupancy rights or from extending the term of or renewing the lease without Franchisor's prior written consent; 4.3.4 That the lessor provide to Franchisor copies of all notices of default given to Developer under the lease; 4.3.5 That Franchisor have the right to enter the premises to make modifications necessary to protect the Proprietary Marks or the System or to cure any default under the applicable Franchise Agreement or under the lease; 4.3.6 That Franchisor (or Franchisor's designee) have the option, upon default, expiration, or termination of the applicable Unit Franchise Agreement, and upon notice to the lessor, to assume all of Developer's rights under the lease, including any right to assign or sublease; and 4.3.7 That the tenant under the lease have the right to remodel the premises without the prior approval of the lessor. 4.4 Developer shall furnish Franchisor with a copy of each executed lease within sixty ten (6010) days from after its execution. 4.5 Franchisor shall offer Developer a franchise to operate a Bakery at the loan origination dateApproved Location by delivering to Developer a Unit Franchise Agreement in execution form provided that: 4.5.1 Developer is then in full compliance with all of the terms and conditions of this Agreement and any other agreement, Unit Franchise Agreement or Development Agreement between Franchisor and Developer; 4.5.2 Developer is in full compliance with the requirements of Section 4.3 above; 4.5.3 Developer has obtained legal possession of the Approved Location; and 4.5.4 Developer, in Franchisor's opinion, has sufficient financial and managerial resources to construct and operate the Approved Location in accordance with Franchisor's then current standards and specifications for store development and operation and to continue to meet Developer's obligations under this Agreement and any other Agreement between Developer and Franchisor.

Site Selection. 5.1.1 If A. Developer assumes all cost, liability, expense and responsibility for locating, obtaining and developing sites for Restaurants, and for constructing and equipping Restaurants at such sites. The development of a Restaurant at any site must be consented to by Franchisor in accordance with the parties have then existing site selection procedures including, but not designated limited to, the street address following procedures: (2) Developer acknowledges that Franchisor's consent to the use of a prospective Restaurant site or the Franchised Location on Exhibit A on rendering of assistance in the Effective Dateselection of a site for a Restaurant does not constitute a representation, Franchisee shall identify, submit promise or guarantee by Franchisor that a Restaurant operated at that site would be profitable or otherwise successful. (3) After the location for a Restaurant is consented to by Franchisor and obtain Franchisor’s prior written approval of the Franchised Location meeting leased or acquired by Developer in accordance with the requirements of this Section 4, Developer shall execute a Franchise Agreement prior relating to entering the Restaurant and its location shall be recorded in Attachment A to the applicable Franchise Agreement. B. If the Developer will occupy the premises of any Restaurant under a lease, Developer shall furnish to Franchisor a copy of the executed lease or sublease for the Franchised Location. Franchisee shall provide Franchisor all information required by Franchisor, as determined by Franchisor in Franchisor’s sole determination, necessary for Franchisor to evaluate the Franchised Location. Franchisor shall have ten (10) business days to review Franchisee’s written site proposal for the Franchised Location and notify Franchisee of its approval or disapproval in writing. Franchisor’s failure to respond within ten (10) business days after execution thereof. Prior to such execution, Developer shall signify submit the lease to Franchisor for its written approval. Unless Developer has obtained Franchisor’s disapproval 's written consent to the exclusion of a required provision, the lease shall include the following terms and conditions: (1) That the premises shall be used for the operation of the site. Restaurant; (2) That the lessor consents to the use of such Proprietary Marks and signage as Franchisor may prescribe for the franchised business; (3) That the lessor agrees to furnish Franchisor with copies of any and all letters and notices sent to Developer pertaining to the lease and the premises at the same time that such letters and notices are sent to Developer; (4) That Developer may not sublease or assign all or any part of its occupancy rights, or extend the term of or renew the lease, without Franchisor's prior written consent, which shall not be unreasonably withheld; (5) That Franchisor shall not unreasonably withhold have the right to enter the premises to make any modification necessary to protect Franchisor’s approval of a proposed site for 's Proprietary Marks or to cure any default under the Franchised Location.lease, this Agreement or the Franchise Agreement; 5.1.2 Franchisee must have a site for the Franchised Location approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from That the Effective Date, except as lessor agrees that Developer may assign the lease to Franchisor; that the lessor will consent to such assignment and may not impose any assignment fee or similar charge on Franchisor in connection with such assignment; and that Franchisor may sublease the premises for all or any part of the remaining term of the lease; and (7) That the lessor and Developer shall not amend or otherwise provided in Section 5.1.3 All matters related modify the lease in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or manner which would materially affect any of the foregoing terms and conditions without Franchisor’s affiliates or associates 's prior written consent. "Midwest" 5 C. Developer shall construct the Restaurant in accordance with regard to such matters. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase the provisions of the franchise for the Franchised Business; (ii) the remodeling of the Franchised Location; (iii) the transfer of any interest in this franchise or this Franchise Agreement; or (iv) any other purpose; Franchisee shall open (or re‐open, as the case may be), the Franchised Business for business within sixty (60) days from the loan origination date.

Site Selection. 5.1.1 If 4.1 Criteria for Site Approval Franchisor agrees that prior to or within one hundred and twenty (120) days after the parties have not designated execution of a Franchise Agreement, it will locate and obtain the street address approval of Franchisor for a Site within the Protected Territory for the establishment and operation of the Franchised Location on Exhibit A on the Effective DateRestaurant. To qualify for approval, Franchisee shall identify, must submit and obtain to Franchisor’s prior written approval : (a) a completed site review form substantially in the form of Attachment C. (b) if the Franchised Location meeting the requirements of this Agreement prior to entering a lease or sublease premises for the Franchised Location. Franchisee shall provide Franchisor all information required by proposed Site are to be leased, satisfactory evidence that the lessor will agree to the minimum requirements contained in the Lease Rider to be executed between Franchisor, Franchisee and the lessor attached hereto as determined Attachment D; and (c) any other information or materials as Franchisor reasonably requires, such as a letter of intent or other document which confirms Franchisee's favorable prospects for obtaining the proposed Site. 4.2 Approval by Franchisor Upon receipt of all requested documentation as required in Franchisor’s sole determinationSection 4.1, necessary for Franchisor to evaluate the Franchised Location. Franchisor shall have ten (10) business days to review Franchisee’s written site proposal for the Franchised Location and will notify Franchisee of its approval or disapproval in writing. writing within a period of 30 (thirty) days from Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval 's receipt of the sitecomplete information requested. Franchisor shall not unreasonably withhold agrees that it will act in a commercially reasonable manner when approving or disapproving any proposed Site. However, Franchisee agrees that Franchisor will have absolute discretion in approving any proposed Site and Franchisee agrees to accept any of Franchisor’s 's decisions as final. Franchisee hereby acknowledges and agrees that Franchisor's approval of a proposed site does not constitute an assurance, representation or warranty of any kind, express or implied, as to the suitability of the Site for the Franchised Location. 5.1.2 Franchisee must have a site Restaurant or for any other purpose or of the financial success of operating the Franchised Location approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to Restaurant at such mattersSite. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase of the franchise for the Franchised Business; (ii) the remodeling of the Franchised Location; (iii) the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐open, as the case may be), the Franchised Business for business within sixty (60) days from the loan origination date.

Site Selection. 5.1.1 If the parties have not designated the street address of the Franchised Location on Exhibit A on the Effective Date6.1 Franchisee acknowledges that, prior to signing this Agreement, Franchisee shall identify(with or without Franchisor assistance) located, submit and obtain Franchisor approved, the Site. Franchisee acknowledges and agrees that Franchisor’s prior written recommendation or approval of the Franchised Location meeting Site, and any information regarding the requirements Site communicated to Franchisee, do not constitute any acknowledgement, warranty or representation of this Agreement prior any kind, express or implied, including any warranty or representation as to entering the potential access, visibility or profitability of a lease Krispy Kreme Store at that Site, or sublease for the Franchised Location. Franchisee shall provide Franchisor all information required by Franchisor, as determined by Franchisor in Franchisor’s sole determination, necessary for Franchisor to evaluate the Franchised Location. Franchisor shall have ten (10) business days to review Franchisee’s written site proposal for the Franchised Location and notify Franchisee of its approval or disapproval in writingany other purpose. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval approval of the siteSite merely signifies that Franchisor is willing to grant a Franchise for a Krispy Kreme Store at that location. Franchisor shall Application of criteria that have appeared effective with respect to other sites may not unreasonably withhold accurately reflect the potential for all sites, and, after Franchisor’s approval of a proposed site site, demographic and/or other factors included in or excluded from Franchisor’s criteria could change, thereby altering the potential of a site. The uncertainty and instability of such criteria are beyond Franchisor’s control, and Franchisor will not be responsible for the Franchised Location. 5.1.2 Franchisee must have failure of a site for Franchisor has recommended or approved to meet expectations as to potential revenue or operational criteria. Neither Franchisor’s approval of the Franchised Location approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of Site nor any assistance Franchisor may choose give Franchisee in identifying the Site, constitutes a warranty or representation of any kind, express or implied, as to providethe suitability of the proposed Site for a Krispy Kreme Store or for any other purpose. Franchisee’s decision to develop and operate the STORE at the Site is based solely on Franchisee’s own independent investigation of the suitability of the Site for a Krispy Kreme Store. 6.2 Franchisee must also cause to be prepared, and submit for approval by Franchisor, a site plan and any modifications to Franchisor’s basic plans and specifications for the STORE, including requirements for dimensions, exterior design, materials, interior layout, equipment, fixtures, furniture, signs and decorating. Franchisee is responsible understands that Franchisee may modify Franchisor’s basic plans and specifications only to the extent required to comply with applicable ordinances, building codes and permit requirements and only with Franchisor’s prior written approval. Franchisor’s exercise of its right to approve the Site layout, to approve any plans, to inspect the construction or conversion of the STORE shall be solely for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its the purpose of assuring compliance with local law. Neither Franchisorthe System Standards and shall not be construed as any express or implied representation or warranty that the STORE complies with any applicable laws, nor codes or regulations (including the Americans with Disabilities Act (“ADA”) or any other person federal, state, or company associated with local law or ordinance regulating standards for the access to, use of, or modification of buildings for and by persons whose disabilities are protected by law) or that the construction thereof is sound or free from defects. Franchisor’s criteria for approval or disapproval do not encompass technical, architectural or engineering considerations. Franchisor shall have any no liability for any site‐related matter. Xxxxxxxxxx agrees not or obligation with respect to make any claims against Franchisor and/or any of Franchisor’s affiliates the construction or associates with regard to such matters. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase conversion of the franchise for the Franchised Business; (ii) the remodeling of the Franchised Location; (iii) the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐open, as the case may be), the Franchised Business for business within sixty (60) days from the loan origination dateSTORE.

Site Selection. 5.1.1 If the parties have not designated the street address of the Franchised Location on Exhibit A on the Effective Date4.1 Developer, Franchisee at its sole expense, shall identify, submit identify and obtain Franchisor’s prior written approval of the Franchised Location meeting the requirements of this Agreement prior a site for each Bakery to entering be developed hereunder and, if applicable, for each bagel dough manufacturing site. Before acquiring a site by lease or sublease for the Franchised Location. Franchisee purchase, Developer shall provide submit to Franchisor all such information required by Franchisor, and materials as determined by Franchisor in Franchisor’s sole determination, necessary for Franchisor may reasonably request to evaluate the Franchised Locationsite. Franchisor After receipt of such information and materials, Franchisor, in its sole discretion, shall have ten (10) business days approve or refuse to review Franchisee’s written site proposal for approve the Franchised Location and notify Franchisee of its approval or disapproval in writing. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval of the proposed site. Franchisor shall either approve or reject a proposed site not unreasonably withhold later than thirty (30) days after receipt of all information and materials requested pursuant to this Section 4.1. No site shall be deemed to have received Franchisor’s 's approval unless it has been approved in writing by Franchisor. The site approved in writing by Franchisor shall be the "Approved Location" referred to in the Franchise Agreement. 4.2 With respect to both Bakeries and bagel dough manufacturing sites, Franchisor shall furnish to Developer the following: 4.2.1 Site selection guidelines and criteria, which shall be provided upon execution of this Agreement, and such site selection counseling and assistance as Franchisor may deem advisable; and 4.2.2 Such on-site evaluations, if any, as Franchisor may deem advisable in response to Developer's request for Franchisor's approval of a proposed site. 4.3 If Developer will occupy the premises of a Bakery and/or a bagel dough manufacturing site (if separate from the Bakery) under a lease, Developer shall, prior to the execution of the lease, submit the lease to Franchisor for its written approval. Franchisor's approval of the lease may be conditioned on the inclusion in the lease of any or all of the following terms and conditions, among others: 4.3.1 That the lessor consents to Developer's use of such Proprietary Marks and signage as Franchisor may prescribe for the Franchised Location. 5.1.2 Franchisee must have a site for Bakery or the Franchised Location approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with Franchisor shall have any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to such matters. 5.1.4 If Franchisor makes a loan to Franchisee for (i) Franchisee’s purchase of the franchise for the Franchised Business; (ii) the remodeling of the Franchised Location; (iii) the transfer of any interest in this franchise or this Agreement; or (iv) any other purpose; Franchisee shall open (or re‐openbagel dough manufacturing site, as the case may be); 4.3.2 That the use of the premises be restricted solely to the operation of the Bakery (or bagel dough manufacturing site, as the Franchised Business for business case may be) during the term of the Franchise Agreement, as it may be extended in accordance with its terms; 4.3.3 That Developer be prohibited from subleasing or assigning all or any part of its occupancy rights or from extending the term of or renewing the lease without Franchisor's prior written consent; 4.3.4 That the lessor provide to Franchisor copies of all notices of default given to Franchisee under the lease; 4.3.5 That Franchisor have the right to enter the premises to make modifications necessary to protect the Proprietary Marks or the System or to cure any default under the applicable Franchise Agreement or under the lease; 4.3.6 That Franchisor (or Franchisor's designee) have the option, upon default, expiration, or termination of the applicable Franchise Agreement, and upon notice to the lessor, to assume all of Developer's rights under the lease, including any right to assign or sublease; and 4.3.7 That the tenant under the lease have the right to remodel the premises without the prior approval of the lessor. 4.4 Developer shall furnish Franchisor with a copy of each executed lease within sixty ten (6010) days from the loan origination dateafter its execution.

Site Selection. 5.1.1 If the parties have Site is not designated the street address specified in Exhibit D as of the Franchised Location on Exhibit A on the Effective Date, then within seventy (70) days after signing this Agreement, Franchisee shall identifysubmit to Franchisor a complete site approval request package and location feasibility analysis (a "Site Package") on Franchisor's specified forms, submit containing such demographic, commercial, economic, and obtain other information, photographs and collateral material as Franchisor may require, for the site at which Franchisee proposes and intends in good faith to establish and operate the Outlet and which Franchisee reasonably believes to conform to certain minimum site selection criteria established by Franchisor from time to time. In approving or disapproving any proposed site, Franchisor may consider such matters as it deems material from time to time, which factors may (but are not required to) include demographic characteristics, traffic patterns, parking, visibility, allowed signage, the predominant character of the neighborhood, competition from other businesses providing similar products and services within the area, the nature of other businesses in proximity to the site, and other commercial characteristics (including the purchase price or rental obligations and other lease terms for the proposed site) and the size, appearance, and other physical characteristics of the proposed site. Franchisor will approve or disapprove sites by delivery of written notice to Franchisee. Franchisee will use commercially reasonable efforts to deliver such notification within twenty (20) days after receipt by Franchisor of a complete Site Package and other materials requested by Franchisor’s prior written , but Franchisor's failure to deliver such notification within such twenty (20) day period shall not be deemed an approval of the Franchised Location meeting the requirements of this Agreement prior to entering a lease or sublease for the Franchised Location. Franchisee shall provide Franchisor all information required by Franchisor, as determined by Franchisor in Franchisor’s sole determination, necessary for Franchisor to evaluate the Franchised Locationproposed site. Franchisor shall have ten (10) business days the sole right to review Franchisee’s written site proposal for the Franchised Location and notify Franchisee of its approval approve or disapproval in writing. Franchisor’s failure to respond within ten (10) business days shall signify Franchisor’s disapproval of the disapprove a site. Franchisor shall not unreasonably withhold Franchisor’s approval of a proposed site for the Franchised Location. 5.1.2 Franchisee must have a site for the Franchised Location approved by Franchisor, receive the opening notice from Franchisor described in Section 5.4 below, and open Franchisee’s Franchised Business for business within six (6) months from the Effective Date, except as otherwise provided in Section 5.1.3 All matters related in any way to Franchisee’s site are Franchisee’s sole responsibility, regardless of any assistance Franchisor may choose to provide. Franchisee is responsible for obtaining any architectural acknowledges and engineering services required for Franchisee’s facility and for ensuring its compliance with local law. Neither Franchisor, nor any other person or company associated with agrees that Franchisor shall have no liability therefor. Franchisee acknowledges that Franchisor's approval of the Site and any liability for any site‐related matter. Xxxxxxxxxx agrees not to make any claims against Franchisor and/or any of Franchisor’s affiliates or associates with regard to such matters. 5.1.4 If Franchisor makes a loan information communicated to Franchisee for (i) Franchisee’s purchase regarding proposed sites are not a representation or warranty of any kind, express or implied, of the franchise for the Franchised Business; (ii) the remodeling suitability of the Franchised Location; (iii) the transfer of any interest in this franchise Site for a UFood Outlet or this Agreement; or (iv) any other purpose; Franchisee shall open (. Franchisor's approval indicates only that Franchisor believes that the particular site meets, or re‐open, as the case may be)that Franchisor has waived, the Franchised Business general site criteria which Franchisor has established as of that time. Applying criteria that have appeared effective for business within sixty (60) days other sites might not accurately reflect the potential for all sites, and, after Franchisor approves a site, demographic and/or other factors included in or excluded from Franchisor's site criteria could change, thereby altering a site's potential. The changeable nature of these criteria is beyond Franchisor's control, and Franchisor is not responsible for the loan origination datefailure of a site which it has approved to meet Franchisor's or Franchisee's expectations.