$28

Business Description

We are the owner of a system (the “System”) for the operation of Cellairis® branded retail merchandise units (“Cellairis Business Units”). Cellairis Business Units have multiple business formats which we may add to, delete, and modify from time to time. The current formats of Cellairis Business Units include (i) movable display centers which hold and display Products (defined below) on all four sides, where an employee who operates the cart is free to move around all four sides of the unit and is not confined behind a counter (each an “RMU” and also referred to as “cart”), (ii) Cellairis® retail interactive kiosks with four sides of products in display cases operated with an employee behind a counter with storage space behind the counter, thereby allowing this type of unit to hold and display approximately 50% more Products than the RMU (each an “Interactive Kiosk”), (iii) Cellairis® branded traditional full retail stores which may be in-line with other stores and are likely to be operated in a shopping mall, freestanding building, or in an in-line retail plaza such as a lifestyle center or strip center, as opposed to being located in the common area or middle of the mall, and such unit will offer a larger assortment of wireless device accessories and will offer the Services including wireless device repair (each a “Full Store Unit”), and (iv) Cellairis® branded retail units, which are operated within the building of, and/or on the premises of, another retailer which will often be a “big box” or mass market retail store, selected by us (each a “Store-in-Store Outlet” or “Store-in-Store Business Unit”). We have developed the System for the operation of the Store-in-Store Outlets, but an affiliate of ours, Cellairis SNS, LLC, will operate as the “franchisor” for the Store-in-Store Outlets. Interactive Kiosks and RMUs are collectively refeiTed to as “Mall Units” and Mall Units and Full Store Units are collectively referred to in this Disclosure Document as “Business Units”. Our principal place of business is 6485 Shiloh Road, Building B, Unit #100, Alpharetta, Georgia 30005.

Prior Experience

As of December 31, 2018 there were 78 Store-in-Store Outlets in operation. As of December 31, 2018 we had 169 franchised Full Store Units and Mall Units in operation, and we had 4 company-owned or affiliate-owned Full Store Units and Mall Units in operation. We were organized as an S-corporation in Georgia on August 9, 2005. We do not do business under any other name.We have a parent company, JJT Holdings, LLC and we have no predecessor but we have an affiliated distributor of products. See the description of Global Cellular, Inc. below. We have never offered any other franchise and we do not operate any Business Units for this franchise. We have been offering franchises for Mall Units since April 27, 2006, Full Store Units since March 28, 2013, and Store-in-Store Outlets since October 31, 2014. Our parent company is JJT Holdings, LLC (“JJT”), which is a Georgia limited liability company, formed in March 2013. JJT's principal place of business is 6485 Shiloh Road, Building B, Unit #100, Alpharetta, Georgia 30005. JJT has never offered franchises in any line of business, and does not and has not operated Cellairis Business Units. JJT does not do business under any name other than its entity name.

Business Offered

We offer franchises, under the name Cellairis® for the operation of Mall Units and Full Store Units under this Disclosure Document. Our affiliate, Cellairis SNS (defined below), offers franchises for Store-in-Store Outlets under a separate Disclosure Document. ; Cellairis SNS also uses a different form of franchise agreement to grant Store-in-Store Outlet franchises. (If we refer to the other types of Cellairis Business Units we will refer to the specific type, or we will refer to all types, including Store-in- Store Outlets, collectively as “Cellairis Business Units.”). The Business Units specialize in the sale of wireless device accessories including cellular telephone accessories, Parts (defined below) and other related products (the “Products”),, and specified services including cellular telephone and wireless device repair, warranties, product guaranties, and replacement services (collectively the “Services”), as well as the use and sale of parts and equipment necessary to perform the Services (collectively the “Parts”) under marks licensed and authorized for use in the Business Units, including the “Cellairis” ® mark (the “Marks”).

Initial Fees

You must pay us an initial franchise fee of $7,500 for each Cellairis RMU franchise, an initial franchise fee of $20,000 for each Cellairis Interactive Kiosk franchise, arid an initial franchise fee of $30,000 for each Cellairis Full Store Unit. We will reduce the initial franchise fee by $1,500 if, in conjunction with your evaluation of this Cellairis franchise opportunity, you retained and were represented by an attorney knowledgeable and experienced in franchising and business transactions. To obtain this reduction, you must sign the “Acknowledgment of Legal Representation,” which is an exhibit to the Franchise Agreement. If you are executing the Franchise Agreement in conjunction with the acquisition of the Business Unit from an existing franchisee as part of an approved transfer, we will credit you $1,500 against any transfer fee you pay, if you satisfy the same requirements for retaining and being represented by an experienced franchise attorney and by completing the “Acknowledgement of Legal Representation.” You must pay the initial franchise fee to us by check or other immediately available funds upon signing the Franchise Agreement. These fees, as described above, are uniform to all franchisees within the applicable franchise concept (RMU, Interactive Kiosk, or Full Store), and the initial franchise fees are not refundable under any circumstances. Except as described in this Item 5, we have no intention, now or in the future, of reducing the initial franchise fee for any prospective franchisee, although we reserve the right to do so in our sole discretion on a case by case basis. During the year ending on December 31, 2018, we reduced the franchise fee to certain franchisees, and charged franchise fees ranging from $0 to $7,500 for a RMU franchise, ranging from $0 to $20,000 for an Interactive Kiosk franchise, and ranging from $0 to $30,000 for a Full Store franchise. We reserve the right to waive or reduce the initial franchise fee for our affiliates, employees, existing franchises or if we run a franchise marketing promotion. As a member of the International Franchise Association (“IFA”), we participate in the IFA's VetFran program, offering a 20% discount on our initial franchise fee to veterans of the US armed forces who meet the requirements of the VetFran program. So if you meet the VetFran program requirements, you would pay us an initial franchise fee of (1) $6,000 for an RMU, (2) $16,000 for an Interactive Kiosk, or (3) $24,000 for a Full Store Unit. ' If you sign a Franchise Agreement, pay the full initial franchise fee, travel to our headquarters for initial training, and successfully complete the initial training program, we will refund to you $1,000 of your initial franchise fee. We may, at our option, credit this amount against your future payments to us for royalties or other amounts owed, and the credit will be applied within the first four months of the operation of your Business Unit. This refund or credit will also apply if you are a new franchisee acquiring a Business Unit from an existing franchisee as part of an approved transfer, and, as part of the transfer transaction you are required to pay for, or reimburse the transferor franchisee for, a transfer fee, and you satisfy the same training obligations described above. Sub-license of Premises You may sublicense the location of your franchised Business Unit from Global Cellular. In the event you sublicense the location of your franchised Business Unit from Global Cellular, then you must pay Global Cellular the first month's fee. You must also pay Global Cellular a deposit equivalent to one month's fee. Global Cellular's billing may include a markup over its cost in order to cover administrative expenses and to provide an element of profit. Your first month's fee plus the deposit are due at the time that you sign the sub-license with Global Cellular. There is no way for Global Cellular to fix an exact amount that would be due for these sums based on various factors such as the location of the Business Unit and the current fees being charged; however, as detailed in Item 7, we estimate monthly fee payments typically range from $900 - $6,600 for an RMU, $2,6(^0 - $14,500 for an Interactive Kiosk, and $2,000 - $12,000 for a Full Store Unit, depending on the various locations. Additionally, there is no way for Global Cellular to fix an exact amount of the security deposit, which is a function of the monthly rent being charged; however, as detailed in Item 7, we estimate the security deposit to range from $0 - $6,600 for an RMU, $0 - $14,500 for an Interactive Kiosk, and $0 - $12,900 for a Full Store Unit. These costs are not refundable except that if you perform all of your obligations under the sub-license agreement, the deposit, or any amount that has not been applied by us or Global Cellular, will be returned, without payment to you of interest, at the expiration of the term of your sub-license and after you have vacated the Business Unit. Inventory and Other Items Before your business opens, you are required to purchase a portion of the initial inventory from our affiliate. Global Cellular in the following amounts (i) $3,000 for an RMU, (ii) $6,000 for an Interactive Kiosk, and (iii) $7,500 for a Full Store Unit. Also, a portion of your initial inventory, particularly the repair parts, may be purchased from our affiliate Vendor DP or an approved vendor. All initial inventory purchases from Global Cellular and Vendor DP must be paid by credit card or check at the time of the order. This cost is not refundable. Before your business opens, in the event that Global Cellular directly leases or licenses the location of your Business Unit, then the landlord will, in our experience, require that; Global Cellular obtain general liability insurance, and most likely property insurance, in the amount that the landlord specifies. This insurance is for our protection as a lessee and as a sublicensor of the premises to you. This insurance is in addition to and will seiwe as excess coverage above other types of insurance you are required to obtain under the Franchise Agreement (see Item 8 below). We, or Global Cellular, will also try to obtain insurance coverage for you and your Business Unit at the same time, as part of the Global Cellular policies, or in conjunction with the Global Cellular insurance policies. In such an event. Global Cellular will advise you of such action, and will charge you a fee of $500 for Mall Units and $800 for Full Store Units to cover the annual cost of both the general liability insurance, and the property insurance, which coverage will include flood and earthquake coverages. Global Cellular will continue to do this on an annual basis, unless and until you advise Global Cellular to cease. If Global Cellular acquires insurance on your behalf, Global Cellular will, on an annual basis, bill you for this insurance coverage and Global Cellular's billing will include a markup over its cost in order to cover administrative expenses and to provide an element of profit. Global Cellular's billing to you will be made annually and payment in full will be due. This must be paid by credit card or check. There will be no installment payments and the billing will not be prorated over the year so operators may not receive a full year of coverage in their first and last year. In the event you wish to obtain either or both coverages (general liability insurance and property insurance, which would include flood and earthquake coverages) on your own, you may do so, and must advise Global Cellular and us of your intention to secure your own insurance. In that event, we will charge you a $300 insurance review fee to cover our administrative costs and expenses to review your compliance with our insurance requirements. If you are opening a Full Store Unit, before your business opens, you must undertake various degrees of real estate improvements and the scope and costs of the work will depend on the size and condition of the premises, price differences among contractors and/or subcontractors, services of the architect, general contractor and electrician, labor rates, and other local conditions. All of these services will be provided by our affiliate, Global Cellular. We estimate the price for the real estate improvements will cost between $50,000 and $100,000, which must be paid by credit card or check at the time of the services being provided. This cost is not refundable. Before your business opens, you must purchase all, or most of, the fixtures, furnishings and equipment from our affiliate, Global Cellular. (For example, certain equipment, such as security cameras, may be purchased from third-party vendors and not from Global Cellular.) We estimate the price for the fixtures, furnishings, and equipment will cost between $5,000 and $11,000 for an RMU, between $25,000 and $40,000 for an Interactive Kiosk, and between $30,000 and $60,000 for a Full Store Unit, which must be paid by credit card or check at the time of the order. This cost is not refundable. For an Interactive Kiosk, you must purchase the Interactive Kiosk physical Structure (defined in Item 8) from our affiliate. Global Cellular, and the cost of the Structure and shipping is included in the range provided. If you are opening a Full Store Unit, before your business opens, you must purchase the signage from our affiliate. Global Cellular. We estimate the price for the signage will cost between $3,000 and $6,000, which must be paid by credit card or check at the time of the order. This cost is not refundable. Digital SEQ and Communications Set-Up Fee Before your business opens, you must pay a flat fee to our affiliate, Global Cellular, a “Digital SEO and Communications Set-Up Fee”. Global Cellular will contact arid contract with certain third party marketing, search engine optimization, communications, and customer development entities as part of The Digital SEO and Communications Set-Up Fee, which covers various elements of digital marketing for your Business Unit, including search engine optimization work, uploading into the store locator portions of the Cellairis.com website, preparing press releases, and other online marketing efforts which are aimed at increasing customer foot traffic. Additionally, the Digital SEO and Communications Set-Up Fee includes customer service and training elements, whereby we establish a call forwarding number, which does not require you to purchase a second phone line, but which allows both you and us to listen to any phone call received at the Business Unit. The Digital SEO and Communications Set-Up Fee is $4,000, which must be paid by credit card or check at the time you sign the Franchise Agreement. This cost is not refundable. E-Mail Fee Before your business opens, as part of the point of sale system (“POS”), the Business Unit must have a separate email address that identifies the Business Unit as a separate business. We will provide this email address to you in connection with the activation of the POS. We are charged $60 per year per email address from Microsoft, and you must pay us this amount by credit card or check at the time of the order. This cost is not refundable. In addition, we may require you to have, or you may voluntarily select to have, an additional email address with the “Cellairis” name as part of the domain. If you so choose this, or if we require this, there will be additional $60 per year charge that must be paid by credit card or check at the time of the order. This cost is not refundable. Training Personnel Fee In connection with the initial and pre-opening and training program (described in Item 7 and 11 below, we will send a trainer to your Business Unit to conduct the training program. You must pay to us, or our affiliate, not later than 20 days before your scheduled opening date, a fee for our training personnel's time and expenses in providing and conducting the on-site training (the “Training Personnel Fee”)- The Training Personnel Fee is currently $2,000 per trainer.

Financing

We do not offer direct or indirect financing. We do not guarantee your note, lease, or obligation.

Franchisee Revenue and Profit

The FTC's Franchise Rule pennits a franchisor to provide information about the actual or potential financial performance of its franchised and/or franchisor-owned outlets, if there is a reasonable basis for the information, and if the information is included in the Disclosure Document. Financial performance information that differs from that included in Item 19 may be given only if: (1) a franchisor provides the actual records of an existing outlet you are considering buying; or (2) a franchisor supplements the information provided in this Item 19, for example, by providing information about possible performance at a particular location or under particular circumstances. We do not make any representations about a franchisee's future financial perfonnance or the past financial performance of company-owned or franchised outlets. We also do not authorize our employees or representatives to make any such representations either orally or in writing. If you are purchasing an existing outlet, however, we may provide you with the actual records of that outlet. If you receive any other financial performance information or projections of your future ineome, you should report it to the franchisor's management by contacting Jaime Brown, c/o Cellairis Franchise, Inc., 6485 Shiloh Road, Building B, Unit # 100, Alpharetta, Georgia 30005, 678-513-4020 ext. 222, the Federal Trade Commission, and the appropriate state regulatory agencies.