$10

Business Description

We are an Oklahoma limited liability company, and our prmcipal business address is 1300 Metropolitan Avenue, Oklahoma City, Oklahoma 73108 We were incorporated as a Georgia corporation on December 19, 1984 We converted to a Georgia limited liability company on May 28, 2014 and then converted to an Oklahoma limited liability company on Apnl 20, 2015

Prior Experience

We do business under our limited liability company name and the name “TSS Photography ” We do not do business under any other name Our corporate name until September 25, 2006 was The Sports Section, Inc At that time, we changed our name to TSS Photography, Inc We first began offering and selling franchises m February 1985 under the trademark “The Sports Section” We ceased offering franchises under this mark around September 25, 2006, at which time we began offenng and selling franchises under the mark TSS Photography Our agents for service of process are disclosed m Exhibit J

Business Offered

Our business consists of selling and servicing franchises to qualified mdividuals so that they may promote, market, and sell specialty photographic products under the trade name TSS Photography to individuals and groups that participate in youth sports, portrait and any special event activity (the “Franchised Business”) We changed the name associated with our franchise system in September 2006 when we changed our corporate name Franchisees existing at that time have been given some latitude as to when they convert the name of their franchise to “TSS Photography ” All new franchisees entering the system must begin operating under the TSS Photography brand and submit all images captured for photofimshing, pnnt production, and other imagmg work to us or our affiliate unless specifically authonzed otherwise You must sign our standard form of Franchise Agreement (Exhibit A to this Disclosure Document) Under the Franchise Agreement, you may promote, market, and sell our products within an exclusive territory using our trade secrets, know-how and other propnetary and confidential information, our standards and specifications, and our trademarks and service marks (collectively, the “Marks”), all of which are intended to create, promote, and maintain a uniform rniage of high-quality products and services (collectively, the “Methods”)

Initial Fees

before signing your Franchise Agreement, you must pay us a $1,000 deposit m order to reserve the territory you want to purchase as a means of showmg your senous interest in purchasing a franchise and so that we do not sell the territory you've designated to another franchisee Upon our receipt of the deposit, we will prepare your Franchise Agreement and conduct a background check We will hold a territory for 30 days If you decide not to sign the Franchise Agreement, you will have no further obligation to us, and we will refund the deposit, less our reasonable direct expenses m prepanng the Franchise Agreement and m prepanng to provide Sales and Marketing Training (e g purchase of airline tickets), if any If you sign the Franchise Agreement, we will apply the entire deposit toward your initial franchise fee, and it will be non-refundable in the same manner as the remainder of the initial franchise fee Our usual practice is to provide you with sales and marketing training after we approve you as a franchisee and receive your signed Franchise Agreement See Item 11 of this Disclosure Document Initial Franchise Fee You must pay an initial franchise fee m the amount of $7,500 It is payable in cash in full at the time you sign the Franchise Agreement It is considered fully earned when paid and is not refundable, in whole or in part, under any circumstances Territory Fee In addition to the initial franchise fee, you must pay us a territory fee The amount of the fee is $0 07 per member of the population in the territory for up to 99,999 m population, and $0 05 per member of the population in the territory in excess of 99,999 If you expand your territory, you must pay an additional territory fee for the expanded territory, unless we waive this fee m whole or in part The amount of the additional territory fee is $0 10 per member of the population m excess of the population m your existmg territory, unless we reduce the additional territory fee in our discretion The territory fee is payable in cash in full at the time you sign the Franchise Agreement or at the time you expand your territory, as applicable, unless we waive the territory fee in whole or in part It is considered fully earned when paid and is not refundable, in whole or in part, under any circumstances

Financing

We may, at our option, finance a portion of your initial franchise fee, territory fee, and purchases you make from us (mcludmg purchases of cameras, other photography equipment, computer equipment, and the start kit) If we agree to provide you financmg, you will be required to sign (at the same time you sign the Franchise Agreement) a Promissory Note in substantially the form attached as Exhibit M to this disclosure document We will determine the amount of financmg we will offer you, if any As set forth in the Promissory Note, interest will ccrue at mterest at a per annum rate equal to the sum of 2% and the Prime Rate as published in the Wall Street Journal, and you shall make payments of pnncipal and interest in equal monthly installments on the 10 day of each month commencing on the 10 day of the month immediately following the month m which this Promissory Note is made and ending on the matunty date of the Promissory Note as set forth m the Promissory Note The mterest rate will be readjusted quarterly The prime rate as of the date of this Franchise Disclosure Document is 5 50% per annum, which means that the initial interest rate on a Promissory Note as of the date of this disclosure document would be 7 50% per annum Amounts due under the Prormssory Note may be prepaid at any time without penalty

Franchisee Revenue and Profit

the FTC's Franchise Rule permits a franchisor to provide information about the actual financial performance of its franchises and/or franchisor-owned units, 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.