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Business Description

We are a limited liability company formed in Colorado oh February 10, 2010. Our principal business address is 662 Encinitas Blvd., Suite 248, Encinitas, CA 92024. We operate under our corporate name and the trademarks described in Item 13 {the “Marks”). We do not do business or intend to do business under any other names. We: currently have no parents, predecessors or affiliates required to be included in this Item (except as provided below). If we have an agent in your state for service of process, we disclose that agent in Exhibit A. We do not currently operate any PHENIX SALON SUITES® Businesses, although our affiliates own and operate a number of PHENIX SALON SUITES® Businesses and we may also in the future. We have no other business activities and have not offered franchises in any other lines of business.

Prior Experience

Our affiliate, Phenix Salon Products, LLC, a Colorado limited liability company whose principal business address is 662 Encinitas Blvd,, Suite 248, Encinitas, CA 92024, offers and sells products to franchisees that operate a Phenix Salon Store. Our affiliate, Gina's Platform LLC, a Delaware limited liability company whose principal business address is 1084 N. El Camino Real, Encinitas Blvd., Suite B427, Encinitas, CA 92024, provides a mobile application platform for salon professionals, franchisees and the general public that provides scheduling, credit card processing, messaging, and marketing tools for Salon professionals to operate their business. None of our Other affiliates offers or sells any products or services to our franchisees and none of our affiliates offers; or has Offered franchises in any line of business; Parents and Predecessors We do not have any parent companies and we do not have any predecessors during the 10-year period immediately before the close of our most recent fiscal year.

Business Offered

We grant a franchise for a business operating under the “PHENIX SALON SUITES®” mark (the “Franchise”). A copy Of the Franchise Agreement is attached as Exhibit; B to this disclosure document. For reference purposes in this disclosure document, we call a business in our system “PHENIX SALON SUITES® Business” or a “Business”. A Phenix Salon Suites® Business develops fully equipped luxury salon suites or a hair stylist salon and Licenses these suites, to independent salon professionals and other business professionals under the Phenix Salon Suites mark. PHENIX SALON SUITES® offers salon professionals the opportunity to operate independently without the hassle ^d expense of facility management and maintenance and to maximize their revenues and income. Each suite ranges in size from one hundred square feet to over one hundred and forty square feet; has twelve-foot ceilings, a full window door with lock ,and is engineered acoustically to provide total privacy and maintain a spacious Telling in a quiet Salon setting., Suites can be customized by independent professionals, who can make changes in their personal suites to express their own sense of ownership or individuality, and/or upgraded with flooring, paint, wallpaper, etc., selected by the professionals,, Each Business is operated according to specified procedures. If you acquire a franchise, you must operate your Business according to our business formats, methods, procedures, designs, layouts, standards, and specifications. We also offer a development agreement whereby you ate granted the right to purchase two or more franchises, within an agreed upon development area (the “Development Area”) and to develop those franchisee in accordance with an agreed upon development schedule. A copy of the Development Agreement is Exhibit G to this disclosure document. We began offering franchises and development agreements in June 2010.

Initial Fees

Development Fee If you enter into a Development Agreement with us whereby you agree to develop two or more locations, you must pay tis a development fee upon the execution of the agreement (the “development fee”). The Development Fee, which is based upon the number of locations to be developed, is $30,000 for each location to be; developed. You enter into a Franchise Agreement with for each location, however, you do not pay any initial franchise fee. The development fee is not refundable under any circumstances. Initial Franchise Fee if you do not enter into a Development Agreement with us, you must: pay us an initial franchise fee in a lump sum upon the execution of each Franchise Agreement. The initial franchise fee is generally $49,500, except that, if you are a franchisee in good standing and buy an additional franchise. The initial franchise fee is $40,500 for each additional franchise and the initial franchise fee for qualified veterans is $30,000 for each franchised business developed, the initial franchise fee is not refundable under any circumstances. Site Evaluation Fee the Site Evaluation Fee is for visiting and evaluating potential sites for the Franchised Business to determine whether it meets our criteria. The Site Evaluation Fee is $2,750 per location, which is payable in advance, upon your receipt of invoice. Layout and Design Approval Fee the Layout and Design Approval Fee is for PHENIX SALON SUITES' review and approval of space design and layout. The Layout and Design Approval Fee is $50Q, which must be paid once the space Plan has been approved by PHENIX SALON SUITES and Official notification of such approval has been given by PHENIX SALON SUITES via email and before the approved space plan is released to the architect. Construction Management Fee the Construction Management Fee is for PHENIX SALON SUITES' assistance in recruiting a contractor and negotiating the final contract. The Construction Management Fee is $65000 which is payable iii advance, upon your receipt of our invoice. Collection Books You must purchase a collection book from list for each person who rents or licenses one of your suites. The cost of each collection book is $l5-$20 and is payable upon your receipt of our invoice. Initial Inventory if you operate a Phenix Salon Store at your salon, then you must purchase an initial inventory of our proprietary and private label products from us before the Business Opens. The cost of an initial inventory of our proprietary and private label products ranges from $5000 to $20,000 and is payable upon your receipt of our invoice. You are not required to operate a Phenix Salon Store. Training Fees we provide our Initial Training Program and training materials to up to three trainees designated by you at no extra, charge to you, however, if you send more than three people to initial training, we will charge you a $250 training fee for each additional person, which is payable upon your receipt of our invoice; Training fees are payable before you begin initial training and are uniform and non-refundable. In addition, you must pay for all of your trainees' travel, meal and lodging expenses, Gina's Platform You must use the Gina's Platform app to manage the business and their collection of rents, including credit card processing, and which provides resources to your licensees. The one-time set up fee for the Gina's Platform app is ^50Q, the foregoing amounts include all fees and payments for services or goods received from us or an affiliate before your Business opens. The total amount of the initial fees that must be paid to the franchisor Or an affiliate under a single franchise agreement ranges from, $44,545 to $&2,810 and the total amount of the initial fees that must be paid to toe franchisor or an affiliate under a development agreement for the development of three franchises ranges from, $130,545 to $146,810. None of these fees, is refundable under any circumstances.

Financing

Neither we nor any agent or affiliate offers direct or indirect financing to you, guarantees any note, lease or obligation of yours, or has any practice or intent to sell, assign or discount to, any third party dl or any part of any financing arrangement of yours. We do not know whether you will be able to obtain financing for all or part of your investment and, if so, the terms of the financing: We do not place financing for you or receive direct or indirect payments for placing financing.

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 is may be given only if: (I) 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. Chart 1 below reflects the annual gross revenues for fiscal year ended December 31, 2018, of 22 franchise locations in the US. That were in operation for over one year as of that date, Chart 2 shows, a breakdown of the annual revenue of these 22 locations.by range of annual revenue, they should not be considered as the actual or probable results that will be realized by you or for any other franchise location. We do not represent that any franchise location can expect to attain these results. A new location's results are likely to differ from these results.