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Business Description

Image Marketing Enterprises, L L C (“we,” “our” or “us”) is a limited liability company formed under the laws of the state of Missouri m September, 2003 We maintain our principal place of business at 648 Trade Center Blvd , Chesterfield, MO 63005 We currently conduct our business under our corporate name and under the names “John Casablancas Centers” and “Model & Talent Management Agency ” We do not retain the services of any sales organization or brokers On March 4, 2004 we purchased certain assets and liabilities of Model Merchandising International, L P (“MMI”) Included m those assets was the System (defined below), which includes the right to operate, and to license others to operate. Centers (defined below) in the United States, Canada, and other international countries Our members, James Cans and Tyler Cans, are owners of 16 Centers (these Centers are listed below in Item 20, and they are collectively referred to as the “AfTiliated Centers”) The first Affiliated Center was opened as a franchise of MMI m 1982, and our members have acquired additional Affiliated Centers since that time Our agents for service of process are listed in Exhibit G We do not have a parent company ,

Prior Experience

Our predecessor, MMI, was a limited partnership formed under the laws of the state of New York in April 1987 MMI maintained its principal place of business at 111 East 22nd Street, New York, New York 10010 MMI conducted its business under its own corporate name and under the names "John Casablancas Modeling & Career Center" and "Model & Talent Management Agency" only From 1987 until February 2004, MMI offered franchises in the United States for the establishment of a "John Casablancas Modeling & Career Center" and "Model & Talent Management Agency " Before 1987, these franchises were offered by Model Merchandising International, Ltd MMI did not offer franchises in any other line of business The following three businesses are operated by our members and are associated with the Affiliated Centers Talent Management International, LLC (“TMI”) is an Internet marketing business, concentrated on selling Internet portfolios to graduates of the Affiliated Centers and others TMI has operated since 2003 and its principal place of business is 648 Trade Center Blvd, Chesterfield, MO 63005 TMI has business relationships with vendors (some of whom TMI owns) who provide services to students and graduates under the System, including Syngency com, to provide Internet on-line portfolios TMl also maintains the website www supermodel com for Supermodel com, along with providing certain supporting marketing materials TMI is an authorized reseller of on-line portfolios for Syngency com International Talent Alliance, LLC (“ITA”) markets semi-annual conventions held by International Models and Talent Association Model and Talent Expo to graduates of the Affiliated Centers and others ITA has operated since 2013 and its principal place of business is 648 Trade Center Blvd , Chesterfield, MO 63005 None of these affiliates operate, or have operated in the past, a business of the type that you will operate None of these affiliates offer, or have offered in the past, franchises in any line of business

Business Offered

If approved, you ("you" includes individual franchisees, partnerships, corporations, and shareholders owning 30% or more of a corporate franchisee's stock) will have the right to sign a franchise agreement with us (the "Franchise Agreement") Under the Franchise Agreement, you are granted the right and must undertake the obligation to establish and operate a modeling, personal development, and acting school under the name "JOHN CASABLANCAS CENTERS," and a model agency business under the name "MODEL & TALENT MANAGEMENT AGENCY" (the school and model agency business are collectively called the "Center") In the past, some of our Centers operated under the name “John Casablancas Modeling and Career Center,” but we no longer intend to use that name for Centers established in the future We have developed a system consisting of certain procedures and methods of operation, merchandising, promotion, and quality control for the operation of the Centers which includes a standardized, comprehensive manner of operations (the "System") The Centers currently offer courses in modeling, personal development and commercial film and acting courses The Franchise Agreement grants you the right to use the trademarks, trade name, service marks, and commercial symbols as we now designate and as we may designate m the future (the "Proprietary Marks") for use in the operation of the Center As discussed m Item 13 below, MMI retains ownership of the Proprietary Marks, and under a license agreement with MMI, we have the right to use, and to license others to use, the Proprietary Marks You must operate the Center according to our confidential operating manuals (that include our curriculum, marketing, sales, promotion, and other manuals) and various audio and audio-visual materials, each of which may be made available to you in paper or electronic (e g. on the Internet) format (collectively, the "Manuals") You may operate the Center from a location (the "Premises") within the territory described in the Franchise Agreement (the "Licensed Territory")

Initial Fees

We will determine the population of the Licensed Territory according to statistical information available from governmental and/or private sources As a general matter, we use the proceeds from initial franchise fees for the following purposes administrative costs of our franchise sales operation, legal costs of complying with franchise laws and regulations and editing and updating our franchise agreements, qualifying and investigating prospective franchisees, traveling to meet, and meeting with, prospective franchisees, reviewing site approval requests made by new franchisees, preparing and updating our confidential Operations Manual, conducting initial training for new franchisees and creating and updating training materials, and promoting and providing on-site assistance for the opening of new Centers As described in Note 5 to Item 6 below, you will be required to enter into a software license agreement with us for the use of the LMS and JCSA software (the “Software License Agreement”), a copy of which is attached to this Disclosure Document as Exhibit K Under the Software License Agreement, you must pay us an initial fee in the amount of $2,295 All initial fees are payable in lump sum, are non-refundable, and uniformly applied to new franchisees

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 (I) a franchisor provides the actual records of an existing outlet you are eonsidering 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 performance 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 income, you should report it to the franchisor's management by contacting Mr James Cans at 648 Trade Center Blvd, Chesterfield, MO 63005, (636) 536-6100, the Federal Trade Commission, and the appropriate state regulatory agencies