Culligan

9399 West Higgins Road, Suite 1100 Rosemont, Illinois 60018

[email protected]

Culligan International Company is a Delaware corporation formed on March 19, 1986, and the successor by merger of a company incorporated May 5, 1945, as Culligan Zeolite Company. Their principal place of business is 9399 West Higgins Road, Suite 1100, Rosemont, Illinois 60018.

Culligan refers to its franchisees as “Dealers”, “Independent Dealers” or “Franchised Dealers.” Culligan Franchised Dealers operate their businesses (“dealerships”) under various trademarks, trade names and service marks, including the registered trademark CULLIGAN® (“Proprietary Marks”). The Proprietary Marks have achieved a high degree of favorable consumer recognition, goodwill and distinction. You will buy products and equipment from Culligan, its Affiliates and suppliers Culligan authorizes as meeting its product specifications. You may buy generic products from any supplier you choose. You will resell the products and provide related services to the general public using uniform methods of operation distinctively associated with the Proprietary Marks. These products, services and methods, together with the Proprietary Marks, are integral and essential components for the single franchised package that Culligan refers to as the “Culligan System.” Under Culligan's franchise agreement attached as Exhibit C (“Franchise Agreement”), Culligan will authorize you to sell and distribute specific categories of products and perform specified types of services and processes (“Authorized Products and Services”) to specified authorized customers (“Authorized Customers”) identified in the Franchise Agreement. Culligan will authorize you to provide one or more of the following products or services to specified Authorized Customers, subject to certain territorial restrictions: ? Household Products and Services (including Portable Exchange and Drinking Water) ? Commercial Products and Services (including Portable Exchange Service and Deionized Water Service) ? Deionized Water Regeneration -3- 62203.4 Multistate Culligan FDD 4/2019 ? Bottled Water Distribution ? Bottled Water Production ? Industrial Products and Services ? Hemodialysis - Regeneration, Product Sales and Service ? Hemodialysis - Product Sales and Service Only You may also be able to sell certain Ancillary Products and Services as discussed in Item 8. You will be required to pay a continuing royalty on your revenues from each of your authorized categories of goods and services, as listed above, but you will be entitled to a reduced royalty on Industrial and Ancillary Products and Services. Other products and services may be test marketed and will not necessarily be available in every area. The services and products you provide will be similar, but not necessarily identical, to those offered by other Culligan Dealers, depending on the date of issuance of their franchises and their business capabilities. If you are authorized under the Franchise Agreement to offer Culligan products and services to customers who use them in hemodialysis applications and you choose to regenerate resin for use in these hemodialysis applications (“Regeneration, Sales, and Service Program”), you must comply with Culligan's standards and audit procedures. You may (but are not required to) obtain comprehensive regulatory compliance assistance from Culligan. Most new Culligan dealerships are expansions or conversions from an existing business rather than a start-up enterprise without a pre-existing customer base. Some existing Culligan Dealers also operate, under trade names and marks other than the Proprietary Marks, water treatment systems and services provided to Industrial Customers for (i) installation in facilities involved in the manufacture of raw materials into finished goods and facilities employing processes to manufacture intermediate and/or finished goods (e.g., automobiles, automobile parts, textiles, electronics, pharmaceuticals, power, pulp, plating foundries, metal working, beverage, chemicals or rubber), including, in the case of sales of water treatment systems, sales and servicing of boiler and cooling tower chemical treatment equipment, or (ii) hemodialysis applications authorized by the U.S. Food and Drug Administration (“FDA”) (collectively, “Non-Culligan Industrial Products and Services”). Those Dealers, if they signed the Non-Culligan Industrial Water Treatment Addendum (“Industrial Addendum”), will continue to operate their Culligan dealerships according to the terms and conditions of the Franchise Agreement, and will also continue to offer, sell and provide Non-Culligan Industrial Products and Services to end users at their business establishments selling products or services to wholesale accounts or through distributors, but not to (i) the general public, or (ii) Public Water Systems, as defined in the Federal Safe Drinking Water Act (“Industrial Customers”); in the case of hemodialysis applications, Industrial Customers include all medical facilities, such as hospitals and clinics. The Industrial Addendum will require the payment of a royalty from the Non-Culligan Industrial Products and Services. New Franchised Dealers will not be allowed to operate businesses that offer Non-Culligan Industrial Products and Services. In addition, certain existing Dealers also produce Small Pack Water for resale under brands other than the Proprietary Marks. Those Dealers, if they signed the Non-Culligan Small Pack Bottled Water Production Addendum (“Small Pack Addendum”), will continue to operate their Culligan dealerships according to the terms and conditions of the Franchise Agreement, and will also continue to offer, sell and provide Non-Culligan bottled water in containers under 2 gallons. New Franchised Dealers will not be allowed to produce Small Pack Water for resale under any brand other than the Proprietary Marks.

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