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Business Description

We are a Delaware limited liability company that was formed on October 26, 2016. Our principal business address is 5051 New Centre Drive, Wilmington, North Carolina 28403. We have no parents or predecessors. We do business under our corporate name and the name 'N2 Publishing' and 'Real Producers.' Our agents for service of process in the states which require franchise registration and in which we are registered are listed in Exhibit H. We sell franchises for businesses that sell digital and print advertising to businesses that wish to advertise in one or more magazines, newsletters, and/or directories for companies, individuals, and/or organizations interested in or connected to the real estate industry ('RP Publications'); that facilitate the publishing of RP Publications, and that develop relationships with advertisers in, and recipients of, such publications ('RP Business' or 'Franchised Business'), all under the trademark 'Real Producers' and other trade names, service marks, trademarks, logos, and commercial symbols we authorize ('Marks').

Prior Experience

Neither we nor our affiliates operate businesses that are the same as or similar to the RP Business, but our affiliate, Neighborhood Networks Publishing, Inc. ('N2 Inc.'), operates businesses that are the same as or similar to the Neighborhood Publications business. N2 Inc. also creates digital and print advertising and provides other publishing-related services to our RP Business franchisees. N2 Inc. previously entered into agreements for the RP Business under arrangements that are different from the franchise offered under this disclosure document. The people operating under these arrangements are called Area Directors. N2 Inc. is a Delaware corporation that was originally formed as a Missouri corporation on November 29, 2004. It became a North Carolina corporation on December 27, 2005 and became a Delaware corporation on January 16, 2009. N2 Inc. shares our principal place of business. We began offering RP Business franchises on November 20, 2017, and we have offered franchises for the Neighborhood Publications business since December 2, 2016. We are not engaged in any other businesses and have never offered franchises in any other line of business other than as described above. Except as described above, we have no parents, predecessors, or affiliates that have offered franchises for this business or any other lines of business.

Business Offered

The franchise agreement attached as Exhibit B to this disclosure document ('Franchise Agreement') will grant you the right to operate the RP Business in a non-exclusive, geographic area ('Territory') using our System and Marks. The distinguishing characteristics of the System include specifications, policies, and procedures for operations; quality of the products and services offered; procedures for sales, management, and financial 2 917322-v1\DALDMS control; customer service; training and assistance; and advertising and promotional programs, all of which we may change, improve, and further develop from time to time. Currently, we provide franchisees the following: (a) onboarding and start-up orientation information and support; (b) advertising sales and publication management tools and support; (c) accounting management tools; (d) customer service tools; and (e) recognition and performance incentives. You will operate your RP Business out of a facility you choose, which may be home based ('Office'). Your Office must be located within a radius of 50 miles from the perimeter of your Territory. From time to time, we may test other publications to determine, among other things, the viability and financial parameters of the publication. If you request to operate a business associated with a test publication that is not part of the RP Business, and we agree, then you and we will enter into the Franchise Agreement and the Test Publication Amendment, which is Attachment to the Franchise Agreement. Test publications may be discontinued at any time we determine without any penalty to us and without any compensation to you. We or other N2 Publishing franchisees may, from time to time, establish one or more national or regional accounts with N2 Publishing advertisers that may be located in, or have offices, branches, or some other presence in your Territory ('Strategic Partners'), if Strategic Partners are relevant to your target market and/or publication, as we determine. We may, at our discretion, permit you to call on these Strategic Partners in an effort to sell advertising to the Strategic Partners in your publication. If you attempt to sell advertising to a Strategic Partner, you must strictly comply with all of our requirements relating to these relationships, including honoring any pricing arrangement agreed to between us and each Strategic Partner. We reserve the right to designate, at any time, any advertiser as a Strategic Partner, including but not limited to those to whom you have already sold advertising. We may also place national or regional advertisements or advertising inserts into your publication at our discretion. We call these 'National Ads.' If we place National Ads in your publication, we will compensate you in accordance with our then-current National Ads Commission policy. We may require your current and future Principals (as defined in the Franchise Agreement) to sign a Principals' Undertaking agreement, binding themselves individually to certain provisions of the Franchise Agreement, including the covenants against competition, solicitation, and disclosure of confidential information, restrictions on transfer, and dispute resolution procedures.

Initial Fees

Initial Franchise Fee The initial franchise fee for an RP Business franchise is $570. However, we are waiving the initial franchise fee for franchises offered or entered into on or after the Issuance Date of this disclosure document, unless this disclosur

Financing

We do not offer direct or indirect financing. We do not guarantee any 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 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 performance at a particular location or under particular circumstances. COMMISSION PAYMENTS FOR REAL PRODUCERS PUBLICATIONS This financial performance representation provides the total Commissions that our affiliate, N2 Inc., paid from January 1, 2018 through December 31, 2018 ('Reporting Period') to the 9 Area Directors who had one REAL PRODUCERS publication in print during the entire Reporting Period. (As described in Item 1, during the Reporting Period, some Area Directors operated similar businesses as the Franchised Business, but under different arrangements with N2 Inc. However, the commission payments that franchisees will be paid will be calculated using the same formula that N2 Inc. used when calculating commission payments for Area Directors.) Further, the only material difference between the agreements that Area Directors entered into with N2 Inc. and the Franchise Agreement that you will enter into with us is that N2 Inc. did not charge, or reserve the right to charge, an initial fee under such agreements, but we do have the right to charge an initial franchise fee (which is currently being waived) upon execution of the Franchise Agreement.