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Business Description

Our limited liability company was organized in December 1996 in the State of Utah under the name Pro Image Franchise, L.C. (formerly PI Acquisition, L.C.). Our principal place of business is 1310 West 233 North Suite 200, Centerville, Utah 84014.

Prior Experience

We do not do business under any names other than Pro Image Franchise, L.C. and have no business activities other than operating the Pro Image Sports franchise system. We do not operate a business of the type offered to you in this disclosure document. We previously offered franchises under the name 'Capz.' This system was similar to the Pro Image Sports franchise except it was exclusively focused on the sale of sports related hats. Other than Capz, we have not offered for sale or sold franchises in any other line of business. In addition, we did not begin offering or selling franchises in this business until 1985.

Business Offered

We license and train others to operate Pro Image Sports businesses. As a Pro Image Sports business, you will operate a retail store featuring sports-related licensed products and sportswear with professional and collegiate sport emphasis business. The grant of a franchise authorizes you to engage in our complete system under the name Pro Image Sports and other proprietary marks. Our system includes, among other things, confidential manuals, methods, standards, merchandising, marketing, d????????cor, sale of products and services, and other confidential business information, specifications, procedures, and services as we may develop. As a Pro Image Sports franchisee, you will have the opportunity to use the Pro Image Sports system only at a specific location. Under the Pro Image Sports system you are only allowed to sell professional or college sports items from vendors duly licensed by the related sports entity.

Initial Fees

On the signing of the franchise agreement, all franchisees pay an initial franchise fee of $30,000. In addition, you must purchase uniforms and retail bags and hat trays from us at a cost of between $100 and $2,000. These fees are non-refundable. The only

Financing

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

Franchisee Revenue and Profit

Other than the preceding financial performance representation, Pro Image Franchise, L.C. does not make any financial performance representations. 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 income, you should report it to the franchisor's management by contacting Pro Image Franchise, L.C., at 1310 West 233 North Suite 200, Centerville, Utah 84014 and 801-296-9999, the Federal Trade Commission, and the appropriate state regulatory agencies.