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Business Description

We are a Delaware limited liability company formed on April 11, 2014. Our principal business address is 407 North Belcher Road, Clearwater, Florida 33765. Our phone number is (727) 725-7090 and our website is www.murphybusiness.com. We operate under our corporate name, Murphy Business & Financial Corporation LLC. Our registered agent for service of process is GKL Registered Agents, Inc., 3500 South Dupont Highway, Dover, Delaware 19901. If we have an agent for service of process in your state to comply with state franchise laws, it is disclosed in Exhibit A.

Prior Experience

We have a parent company, MB Brokerage Group, LLC, whose principal business address is 407 North Belcher Road, Clearwater, Florida 33765. On May 1, 2014 (the “Reorganization Date”), to facilitate the raising of additional capital and to enable certain owners of MBFC to recover some of their invested capital, we acquired substantially all of the assets, and all of the franchise agreements and regional developer agreements, and all other franchise system assets, from our predecessor, Murphy Business & Financial Corporation (“MBFC”) in exchange for issuing membership interests in us to it, and other consideration (the “Reorganization”). On January 1, 2017, we re-acquired all of MBFC's membership interest in us, and MBFC is no longer a member of us as of that date. MBFC, our predecessor, is a Florida corporation, incorporated on January 9, 2006. Its principal place of business is the same as ours, 407 North Belcher Road, Clearwater, Florida 33765. We also share the same telephone number with MBFC – (727) 725-7090. MBFC offered Murphy Business location franchises and regional developer franchises from September 2006 until the Reorganization Date, when it had 126 Location Franchises sold and in operation, and 2 sold and under development, and 25 Regional Developer franchises sold and in operation. MBFC never offered franchises in any other line of business and did not engage in any business other than the offer, sale and administration of Murphy Business franchises.

Business Offered

If you sign a Franchise Agreement, you will operate what is referred to in this disclosure document as a “Murphy Business” or “Location”. We grant to persons who meet our qualifications, and who are willing to undertake the investment and efforts, the right to operate a Murphy Business (“Location Franchises”) under the terms of our then current form of Franchise Agreement, a copy of which is attached to this disclosure document as Exhibit B (the “Franchise Agreement”). We use, promote and license in the operation of Murphy Businesses certain trademarks, service marks and other commercial symbols, including the trade and service mark “Murphy Business & Financial Corporation®” and other associated logos, designs, trade dress, trademarks service marks, commercial symbols, phone numbers and e-names, which have gained and continue to gain public acceptance and goodwill, and may create, use and license additional trademarks, services marks, e-names and commercial symbols in conjunction with the operation of Murphy Businesses (collectively the “Marks”). We also use, promote and license in the operation of Murphy Businesses certain information capable of being rendered into tangible form that we claim as our copyrights, including spreadsheets, pro forma documents, forms, marketing materials, manuals, advertisements, modifications to software, our website, and any other written materials we may provide for the operation of your Murphy Business (including the look, compilation, feel and content of them) (collectively, the “Copyrights”). Each Murphy Business is operated in a designated geographic area where it will provide those products and services we designate or approve as part of our System. If you enter a Location Franchise Agreement, you will establish a Murphy Business. We do not require you to maintain a non-home based office for the operation of the Murphy Business. If you choose to have an office, it can be a leased office in a professional business area, or in an office suite, and must be professionally decorated. You must have the necessary staff to manage the operations of the Murphy Business regardless of where it is located

Initial Fees

Your initial fees are all monies you are required to pay to us, or to our affiliates before you commence operation of your Murphy Business and they include the “Franchise Fee” and the “Standard Quick Start Marketing Program Fee” (“Standard QSMP Fee”). Both the Franchise Fee and Standard QSMP Fee are fully earned and non-refundable upon payment. Franchise Fee. Unless you opt to purchase a franchise multi-pack by entering into two or three Franchise Agreements simultaneously, you are required to pay a franchise fee (the “Franchise Fee”) that varies from $40,000 - $47,500 for each Location Franchise. Franchise Fees are fully earned and nonrefundable upon payment. You must pay the Franchise Fee in lump sum when you sign each Franchise Agreement. The Franchise Fee varies depending on the number and types of businesses in your Market Area. There is no set formula for determining the Franchise Fee and it is determined based on our sole judgment. If you purchase a multi-pack of two or three Location Franchises, you will sign a separate Franchise Agreement, pay a separate Franchise Fee for each Location Franchise, and receive a $20,000 discount off the price of each second and third Location Franchise. In consideration for the Franchise Fee, we grant you a franchise to operate a Murphy Business within a specific territory and provide you with initial training. In 2018, we received Franchise Fees ranging from $39,000 to $55,000. The Franchise Fees vary based on the Market Area awarded and may be negotiated from time to time depending on the circumstances at our discretion. The Franchise Fee is based upon the number of sellable businesses within your Market Area. If your Market Area contains approximately 5,500 businesses, the Franchise Fee is $40,000. If your Market Area contains approximately 8,000 business, the Franchise Fee is $47,500. If you purchase a multi-pack consisting of two franchises with combined Market Areas containing approximately 11,000 businesses, the Franchise Fee is $60,000. If you purchase a multi-pack consisting of three franchises with combined Market Areas containing approximately 17,000 businesses, the Franchise Fee is $80,000. We participate in the Veterans Transition Franchise Initiative (commonly referred to as “VetFran”), which seeks to provide an opportunity for veterans who want to be in business. If you are a veteran of the U.S. Armed Forces that has been honorably discharged, you may be eligible to receive a $5,000 discount off of the Initial Franchise Fee for a single unit Murphy Business. You must advise us of your service prior to execution of the Franchise Agreement in order to receive the discount. You can only utilize one discount toward the Franchise Fee. QSMP Fee. You are also required to pay us a QSMP Fee for each Murphy Business you purchase when you sign each Franchise Agreement. You are required to pay us the Standard QSMP Fee of $15,785 in a lump sum when you sign the Franchise Agreement for a Basic or Enhanced Market Area, or for your first Location Franchise if you purchased a multi-pack. If you purchase a multi-pack, you will also pay a modified QSMP Fee of $11,288 (the “Modified QSMP Fee”) no later than 12 months following the date you sign the Franchise Agreement for the second Location Franchise and you will pay another Modified QSMP Fee no later than 24 months following the date you sign the Franchise Agreement for the third Location Franchise. All QSMP Fees are fully earned and non-refundable when paid. Conversion Franchises: Initial Fees. If you have been in the business brokerage business on a full time basis for at least two full years not as a Murphy Business broker or agent, we may discount the initial franchise fee for a location franchise or the first franchise location of a multi-pack. The amount of any discount is based on the number of business for sale listings that you bring to the new franchise business entity and the number of business closings that you have performed over the past two years. The discount is also based on your past success in business brokerage, your experience in the business and the value of the beginning listing inventory that you bring into the system to start your new franchise. Franchise Fee. You are required to pay a franchise fee (the “Franchise Fee”) that varies from $20,000 to $46,500 for your first Location Franchise. The Franchise Fee is fully earned and non-refundable upon payment. You must pay the Franchise Fee in lump sum when you sign the Franchise Agreement. The Franchise Fee varies depending on whether you are seeking a Basic or Enhanced Market Area and whether you are purchasing a multi-pack. Any discount offered to a Conversion Franchise is applicable only to the first Location Franchise of a multi-pack. There is no set formula for determining the Franchise Fee and it is determined based on our sole judgment. QSMP Fee. You are also required to pay us the Modified QSMP Fee in lump sum for each Murphy Business you purchase when you sign the Franchise Agreement, provided that, if you purchase a multipack, you will pay the Modified QSMP Fee no later than 12 months following the date you sign the Franchise Agreement for the second Location Franchise and you will pay another Modified QSMP Fee no later than 24 months following the date you sign the Franchise Agreement for the third Location Franchise. All QSMP Fee is fully earned and non-refundable when paid

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 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 circumstance