BETWEEN:    

The party named and described in Schedule 2 (the Company)

AND:        

The party named and described in Schedule 3 (the Regional Franchisor)

AND:        

The party named and described in Schedule 4 (the Guarantor)



WHEREAS:

A.    

The Company has the exclusive right to use the ABC COMPANY method and associated trade marks and intellectual property by way of an agreement with THE LICENSEE which agreement permits the Company to grant sub-licences or franchises to individual franchisees.

B.    

The Company, through its director and associated companies, has experience, ability and know-how in relation to the business of ABC BUSINESS CATEGORY, including XYX and XYZ (the Services).

C.    

The Company and its directors have developed a uniform system (the System) for provision of the services and products.

D.    

The system has been identified by the Company Name ABC COMPANY NAME including but not limited to other such companies, trade marks, trade names, designs, copyrights and logos, as may hereafter be designated as being part of the system (the Marks).

E.    

By maintenance of uniformity and high standards of quality and service the Company, its directors, and associated companies have established a reputation, demand and goodwill for the Services and the Marks.