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Business Description

HomeSmart International, LLC is an Arizona limited liability company formed on May 19, 200S. We do not do business under any other name. Our principal business address is 8388 East Hartford Dr., Suite 100, Scottsdale, AZ 8S2S5. We began offering fianchises for HomeSmart Real Estate Brokerage Businesses in August 2005. We have not offered franchises iii other lines of business, ^ile we do not opaate a Real Estate Brokerage Businesses, our Affiliates (described below); operate four (4) HomeSmart Real Estate Brokerage Business located in Scottsdale, Galifomia, Colorado and Florida. We do not have a parent

Prior Experience

We have 11 affiliates (“Affiliates”). HomeSmart, LLC (“HS”), is an Arizona limited liability company formed on June 4, 1997. HomeSmart, LLC operates a HomeSmart Real Estate Brokerage Business in Arizona similar to the business you will operate. VirtuSmart LLC (“VirtuSmart”) is an Arizona limited liability company formed on May 19, 2005. VirhiSinart is a technology company that provides software, computer equipment, and related services to real estate brokerage businesses, including our franchise, HomeSmart University, LLC (“HoiheSmart University”) is an Arizona liinited liability company formed on February 8,2006. HomeSmart University is a residentialreal estate sales and brokerage school. PlatmUrh Home Protection LLC (‘TIatinam") is an Arizona limited liability company formed on December 13,2011. Platinum is a home warranty company. Essco Title Agency, LLC (“Essco”) is an Arizona limited liability company formed on October 24,2008. Essco is a title agency. On the Run Printing, LLC (‘‘On.the Run”) is an Arizona lirnited liability company formed on November 18,2011. On tire Run is a printing company. HSCA, Inc. (“HSGA”) is a California corporation formed on Match 7,2012. HSCA operates a HomeSmart Real Estate Brokerage!Business in California similar to the business you will operate. We share an address with HomeSmart, LLC, VirtuSmart, Platinum, Essco, On the Run, HSCA, and HomeSmart University. Eiquitable. Escrow, Inc. (“Equitable Escrow”) is a California corporation fonhed on May 14, 2013. Its principal business address is 431 S. Palm Cariybn Drive, Suite 101, Palm Springs, California 92626, HSDEN, LLC (“HSDEN”) is a Colorado Limited Liability Compariy formed on January 5, 2015. Its principal business address is 13111 E. Briarwood Avenue, Suite 110 Centenriial^ CO 80112. It operates a residential real estate brokerage business similar to the business that you will operate. Equitable Title Agency, LLC is an Arirona Liinited Liability Company formed on March 14, 20l6. HomeSmart, LLC VirtuSmart, Platinum, Essco, On the Run, HSCA, and HomeSrnart University do not offer any franchises in this or any other line of business. HSFLA, LLC (SFLA) is a Florida Limited Liability Company formed on February 7, 2019. Its principal business address is 618 E South Street, Suite 500, Oriandb, FL 32801. It operates a residential real estate brokerage business similar to the business diat you will operate. We; do not haVe any predecessors. Our agent and address for service of process in Arizona is Susan Watson, 8388 E. Hartford Drive, Suite 100, Scottsdale, AZ 85255 [email protected] 602.889.2276. Our oftier agents for service disclosed on.Exhibit D.

Business Offered

We offer franchises for the use of our “HOMESMART” trademarks, trade names, service marks and logos (“HomeSmart Marks” or “Marks”) in the operation of HomeSmart Real Estate Brokerage Businesses (“HomeSmart Real Estate Brokerage Businesses”). The HomeSmart Real Estate Brokerage Business is operated under a business format per a unique system, including our valuable know-how, information, Trade Secrets, methods. Operations Manual, staiidards, designs, methods, of trademarkusage, copyright, sources, and specifications, confidential electronic and other communications, methods of Internet usage, marketing programs, and research and development connected widi the operation and promotion of HomeSmail Real Estate Brokerage Businesses (“System”). We reserve the right to change or otherwise modify the System at any time. Each HomeSmart Real Estate Brokerage Business offers residential and commercial real property purchasers and sellers a variety of services in the real estate industry. You must operate your HomeSmart Real Estate Brokerage Business our standard business operating practices and sign our standard franchise agreement (‘Trancbise Agreement”). We reserve die right to add, modify, or delete any Service that you must offer or sell at your HomeSmart Real Estate Brokerage Business at any time. You must also obtain all necessary permits, licenses and.approvals to operate your HomeSmart Real Estate Brokerage Business, including a license to operate as a real estate broker as required by each state in which your HomeSmart Real Estate Brdkerage Business is located.

Initial Fees

You must pay us an initial franchise fee CTnitial Franchise Fee”) of $20^000 for your first HomeSmart Internationkl Real Estate Brokerage Office, which is payable when you sign a Franchise Agreement and is not refundable under any circumstances: If you conunit to opening one or more Branch Offices in the Territory, you will also be required to pay us a Branch Office Fee of $ I0;000 per Branch Office iinmediately prior to the Opening Date (as defined below in Item 6) of each Branch Office. The Branch Office Fee is in lieu of an butial Franchise Fee for each Branch Office that you open and is not refundable under rmy circum^ances. We will negotiate with you before you sign your Franchise Agreement regaidiiig the size of your Territory and the nuniber of Branch Offices you must open in the Territory. During our last fiscal year, 18 franchised outlets were opened and we collected Initial Franchise Fees that ranged from $0 to $20,000 wdiich includes the Initial Franchise.Fee plus Branch Office Fees that were collected at the same time as the Initial Franchise Fee.

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 permits a fianchisor to provide information about the actual or potential.financial performance of its fimichised and/or fianchisor-owned outlets, if tiiere is a reasonable basis: for the information, and if the information is included in the disclosure dtwumenti Financial performance information that differs fiom that included in ITEM 19 may be given only if: (1) a franchisor provides the actual records of an existing outlet you are considermg buying; or (2) a franchisor supplements tire infonmtion provided in this ITEM l9,.for extunple, by'providing information about possible performance at a particular location or under particiilar circumstances. We do not make any representations about a.fiancbisee's fiiture .financial performance or the past financial performance of cotnpany-oyraed or fianchised outlets. We also do not authorize our etnployees or representatives to make any such rqiresentations eitiier orally or in writing. If.yoii are purchasing an existing outlet, however, we may provide you ynth the actual records ofthatoutlet If you receive any other financial performance information or projections of your future income, you should report it to the fiancbisor's management by contacting Bryan Brooks, Senior Vice President of Franchise Sales, HomeSmart International, LLC, Franchise SCes, at 8388 East Hartford Dir., Suite 100, Scottsdale, AZ 85255, and (602) 889-2100 the Fedetal Trade Cdtnmission, and the appropriate state regulatory agencies.