Circle K

1130 West Warner Road Tempe, Arizona 85284

[email protected]

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The franchise offers the right to operate a retail convenience store under the “Circle K” trade name and service marks and the Circle K convenience store business system.

We offer to certain qualified franchisees a franchise arrangement for Kangaroo Express Stores which consists of a franchise agreement (the “Franchise Agreement”) for the right to use the “Kangaroo Express” mark and other distinctive Marks, as defined below, and the business system m connection with the operation of a single Kangaroo Express convenience store business In addition, we may, from time to time, enter into a Franchise Agreement with existing convenience store operators, existing dealers or existing marketers From time to time, we also have offered and may offer m the future, franchises to certain types of operators whose sites are acquired m transactions The terms and conditions of the Kangaroo Express convenience store franchises offered to those operators may be materially different from the terms and conditions described in this Disclosure Document The Franchise Agreement which you will be required to sign is the form of Franchise Agreement attached to this Disclosure Document as Exhibit F We also will provide you with training and continuing support as described in this Disclosure Document and will provide you access to an online copy of the Kangaroo Express Business Systems Manuals We also offer to certain qualified franchisees that already own multiple, existing convenience stores or that wish to develop and operate multiple convenience stores a multiple site operator agreement (the “Multiple Site Operator Agreement”) for the right to convert their existing convenience stores to Kangaroo Express Stores and/or develop multiple new Kangaroo Express Stores Under the Multiple Site Operator Agreement, you must commit to convert and/or develop a minimum of six Kangaroo Express Stores at Franchised Locations within a KE 2019 Multi-State FDD US 123569293 07 given period of time The Multiple Site Operator Agreement that you will be required to sign is the form of the Multiple Site Operator Agreement attached to this Disclosure Document as Exhibit G The rights granted to you under the Multiple Site Operator Agreement are limited to the right to convert existing convenience stores to Kangaroo Express Stores or develop multiple new Kangaroo Express Stores at designated Franchised Locations and do not include any sort of territorial protection The terms and conditions of each Franchise Agieement entered into with a franchisee that has executed a Multiple Site Operator Agreement (a “Multi-Site Operator”) will differ materially from TMC's standard Kangaroo Express Franchise Agreement For example, in consideration for a modified fee structure, you, rather than TMC, will be responsible for (1) providing all training as required under the Franchise Agreement, and, at our option, (2) administering and collecting marketing, promotional, or other similar allowances to which you may be entitled These and other material variations are discussed in other sections of this Disclosure Document and are incorporated into an Amendment to Kangaioo Express Franchise Agreement for MultiSite Operators (the “Multi-Site Amendment”) Unless otherwise stated, any reference to a Kangaroo Express convenience store franchisee m this Disclosure Document is intended to refer to (1) a franchisee operating one Kangaroo Express Store under a single Franchise Agreement, and (2) a franchisee operating multiple Kangaroo Express Stores under multiple Franchise Agreements whether or not pursuant to the terms of a Multiple Site Operator Agreement We also offer to qualified Kangaroo Express convenience store franchisees the right to offer and sell, from their Kangaroo Express Store, Kangaroo Express-sourced and branded motor fuel or motor fuel from a third-party source As of the date of this Disclosure Document, we only offer the Motor Fuel Business to franchisees who already operate, or agree to open and operate, a Kangaroo Express Store We reserve the right m the future to offer a Motor Fuel Business to a person or entity that does not operate a Kangaroo Express Store If you will operate a Motor Fuel Business, you will sign our form Motor Fuel Agreement attached to this Disclosure Document as Exhibit H (“Motor Fuel Agreement”) Franchisees operating a Motor Fuel Business under a Motor Fuel Agreement must purchase their motor fuel supply from us or our affiliate In addition, under the Branded Business, we offer to qualified Circle K convenience store franchisees the right to use and display the Kangaroo Express Marks (as defined below) m connection with the sale from their Kangaroo Express Store of motor fuel Franchisees operating a Branded Business may obtain their fuel from any source, provided, the motor fuel meets our standards and requirements As of the date of this Disclosure Document, we offer the Branded Business only to franchisees who already operate, or agree to operate, a Kangaroo Express Store We reserve the right m the future to offer a Branded Business to a person or entity that does not operate a Kangaroo Express Convenience Store If you operate a Branded Business, you will sign our Branding Agreement (m the form attached hereto as either Exhibit I1 or Exhibit 1-2, as applicable, collectively the “Branding Agreement”)