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Business Description

LIME Franchise Systems, LLC is a Colorado limited liability company that was formed on August 30, 2017. Our principal address is 5910 S. University Blvd., C-18 Unit 220, Greenwood Village, Colorado 80121. Our agents for service of process are disclosed in Exhibit A. We conduct business under the name “LIME Painting.” We have offered franchises for LIME Businesses since February 2018. We have neither offered franchises in any line of business, nor operated a LIME Business. We do not conduct any other business activities other than selling and supporting LIME Businesses.

Prior Experience

Our parent company is LIME Holdings, LLC (“Holdings”), a Colorado limited liability company. The principal business address of Holdings is 5910 S. University Blvd., C-18 Unit 220, Greenwood Village, Colorado 80121. Holdings has neither offered franchises in any line of business nor operated a LIME Business. Our affiliate, LIME IP, LLC, a Colorado limited liability company (“IP Owner”), owns the “LIME Painting” logo, and the additional principal service marks, trademarks, trade names, logos, emblems, slogans or indicia of origin which are or may be designated by us in the future (“Proprietary Marks”) for use in accordance with the methods and processes developed in connection with the LIME Business. The principal business address of IP Owner is 5910 S. University Blvd., C-18 Unit 220, Greenwood Village, Colorado 80121. IP Owner has neither offered franchises in any line of business nor operated a LIME Business. Another affiliate is LIME Painting, LLC, a Colorado limited liability company, has operated a company-owned LIME Business since January 1, 2014. Currently, it has two LIME Businesses in operation. The principal business address of LIME Painting, LLC is 5910 S. University Blvd., C-18 Unit 220, Greenwood Village, Colorado 80121. LIME Painting, LLC has never offered franchises in any line of business. Our third affiliate is LIME Light Outreach, Inc., (LIME Light Affiliate,) a Colorado-based nonprofit organization that was organized on November 11, 2015. Its address is the same as ours. If your customer decides to sign up for the Loyalty Membership Program (Item 8), then you must work our LIME Light Affiliate. Our Lime Light Affiliate has never offered franchises in this or in any other line of business.

Business Offered

We offer an agreement (the “Franchise Agreement”) that gives you the right to operate a LIME Business that offers and sells painting and substrate services for delivery at Designated Residences (defined below), including high-quality substrate restoration and preparation and application of highquality paints, stains, and coatings, supporting a wide variety of substrates, as well as related products and services (collectively, “Coatings Products and Services”). A LIME Business (i) offers and sells © 2019 LIME Franchise Systems, LLC All Rights Reserved Gen 2 2-23-19 Coatings Products and Services in a specific geographic area (“Protected Territory”) under our distinctive selling system, business format, systems, methods, procedures, designs, standards, and specifications (“System”) and (ii) is identified by the Proprietary Marks. The System is described in our confidential brand standards manuals (the “Manuals”) and other written documents. LIME Businesses may coordinate sub-contractors to deliver Coatings Products and Services to designated customers. In some cases, and if you qualify, we will offer you the right to sign the AD Agreement (Exhibit B-1), in which you will be given a specific amount of time within which to open between two and five contiguous territories. Each Unit will operate under the then-current Franchise Agreement, which means that each future Unit may operate under a form of Franchise Agreement that is different from the one currently found at Exhibit B-1. To qualify, you must demonstrate to us that you have the business acumen, financial ability and business staff sufficient to simultaneously operate more than one LIME Business. There is no guaranty that you will qualify to become a Developer. As a LIME franchisee, you will operate the LIME Business from a designated location (the “Designated Location”) and from vehicles with distinctive signage and design (the “Mobile Units”). You must acquire (by purchase or lease) and use in connection with the operation of the Franchised Business the number of Mobile Units as reasonably anticipated to meet customer demand, but not less than one Mobile Unit. Except as otherwise stated by us in the Manuals or elsewhere in writing, LIME Businesses must deliver Coatings Products and Services: (a) only to Designated Residences within your Protected Territory; (b) only from the Designated Location and Mobile Unit(s) or through an independent contractor; and (c) only in accordance with our policies as they may be developed and/or modified from time to time. “Designated Residences” are duplexes, triplexes, row homes, townhomes, condominiums, stand-alone homes, vacation homes, family-owned rental homes, and similar abodes that meet the minimum-value and other characteristics that we designate from time to time. We may also require that your LIME Businesses deliver Coatings Products and Services only in connection with projects that meet a minimum project value, as stated in our Manuals. Our current policy is to also permit franchisees to deliver Coatings Products and Services at Designated Commercial Businesses inside and outside of the Protected Territory. “Designated Commercial Businesses” are Commercial Facilities that (a) are no more than three stories high, (b) are neither (i) a National Account, as described in Item 12, nor (ii) located in a Protected Territory that has been granted by us to another LIME franchisee, and (c) do not require the Franchised Business to acquire any tools, equipment, or insurance beyond that which we require for the sale and delivery of Coatings Products and Services to Designated Residences. “Commercial Facilities” includes all businesses, organizations, or institutional facilities, and multi-unit dwellings, such as apartments, dormitories, hotels, motels, inns, or other short-term lodging facilities. If you would like to provide Coatings Products and Services to any Commercial Facility that is not a Designated Commercial Business, you must obtain our prior written consent. We may modify or repeal this policy at any time, at our option in the Manuals or otherwise in writing.

Initial Fees

Initial Franchise Fee - Single Unit When you sign the Franchise Agreement, you will pay us an initial franchise fee (the “Initial Franchise Fee”) of $45,000. We have developed proprietary business management software for the System that includes a customer relations management module. (LIMEWare) You will pay us $750 to open it (Initial LIMEWare License Fee) and our then-current LIMEWare license fee that now is $300 per month. (LIMEWare License Fee). We will collect the first three months of the LIMEWare License Fee for a total of $900. If this is the first Franchise Agreement that you sign with us, we have the right to terminate the Franchise Agreement before the LIME Business opens for failure to open in a timely manner (Item 11), or for failing to complete initial training to our satisfaction (Item 11). In such an event, we will refund 50% your Initial Franchise Fee, but will not refund any of the LIMEWare fees. © 2019 LIME Franchise Systems, LLC All Rights Reserved Gen 4 2-23-19 Except as stated in this Item, the Initial Franchise Fee is fully-earned, uniformly applied and nonrefundable in consideration of the administrative and other expenses incurred by us in granting this franchise and for our lost or deferred opportunity to franchise others.

Financing

We do not offer direct or indirect financing. We do not guarantee any of your notes, leases or other obligations

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 or franchisor-owned outlets, if there is a reasonable basis for the information, and if the information is included in this 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. The following chart presents unaudited data regarding the revenues and certain expenses experienced by our affiliate, LIME Painting, LLC, while operating its LIME Business in Denver, Colorado (the “Affiliated Business”) during the time period of January 1, 2014 to December 31, 2018 (the “Operational Period”). The Affiliated Business commenced operations on January 1, 2014. The Affiliated Business is the only LIME Business that was in operation during the Operational Period. The figures below were collected from the Metro Denver area in the Colorado, a market population with characteristics that will likely be different from the market where you will operate. The Affiliated Business operated zero Mobile Units during the Operational Period. Though there were franchisees at the end of 2018, none was in business for 12 months or more and as a result, their performance is not considered here.