Apricot Lane

3333 Vaca Valley Parkway, Suite 700 Vacaville, California 95688

[email protected]

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Country Visions, Inc. was incorporated on January 2, 1996, as a California corporation. Their principal business address is 3333 Vaca Valley Parkway, Suite 700, Vacaville, California 95688.

Franchises are offered under the terms of our Franchise Agreement (the “Franchise Agreement”) a copy of which is attached to this Disclosure Document as Exhibit B. The Stores operate within a specific area (the “Protected Area”) from a location approved by COUNTRY VISIONS and specified in the Franchise Agreement. The Stores are usually located in lifestyle strip centers, value retail centers, regional malls, neighborhood centers and other locations. j Certain franchisees may qualify to participate in our Shoptiques e-commerce platform program (the “Shoptiques E-Commerce Platform Program”). Through the Shoptiques E-Commerce Platform Program, qualifying franchisees may sell certain fashion apparel, accessories and other merchandise to customers through the Shoptiques e-commerce distribution channel. Qualifying franchisees will be those who are not in default under their franchise agreement(s) with us, meet our then-current criteria for participation, and submit all application and any other materials that we request, including a signed Shoptiques Participating Agreement, the current form of which is attached to this Disclosure Document as Exhibit B-1. In addition, COUNTRY VISIONS also offers a branded e-commerce platform program (the “Branded E-Commerce Platform Program”). Through this Branded E-Commerce Platform Program, qualifying franchisees may also sell certain fashion apparel, accessories and other merchandise to customers through an “Apricot Lane” branded e-commerce distribution channel (that either we or a third party operates). Qualifying franchisees will be those who are not in default under their franchise agreement(s) with us, meet our then-current criteria for participation, and submit all application and any other materials that we request, including a signed Amendment for Branded E-Commerce Platform Agreement, the current form of which is attached to this Disclosure Document as Exhibit B-2. COUNTRY: VISIONS has never operated a business of the type being franchised. Persons identified in Item 2 operated businesses selling home accessories and gift items from August 1991 until April 1995, including COUNTRY CLUTTER stores and similar stores under different names. COUNTRY VISIONS has offered franchises for the Stores since its formation in January 1996. All of the franchises were offered and operated under the name COUNTRY CLUTTER August 2004, when COUNTRY VISIONS adopted APRICOT LANE as an additional brand to be used for certain demographic segments and markets. From 1998 to 2007, COUNTRY VISIONS offered to qualified franchisees Christmas stores under the names CHRISTMAS CLUTTER and SANTA'S CLAUSET. COUNTRY VISIONS no longer offers any stores other than APRICOT LANE Stores. i Customers for the APRICOT LANE Stores are the general public including those shopping for fashion apparel and accessories, gifts, and impulse buyers. We believe that the market for the products and services provided by the Franchised Business is established. As is the case with retail in general, this business tends to be seasonal with the busiest period in the fourth calendar quarter. The Franchised Business will compete with other specialty retail businesses, including fashion boutiques, gift shops, and other businesses such as catalog and on-line sellers that offer products similar to those carried in the Franchised Business. I COUNTRY VISIONS' management believes that there are no regulations specific to the operation ofthe Franchised Business. However, you will need to comply with all federal, state and local laws applicable generally to the Franchised Business.