Pizza Hut

7100 Corporate Drive Plano, Texas 75024

[email protected]

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Pizza Hut, Inc. is a California corporation. PHI was originally incorporated as “Pizza Hut of San Diego, Inc.” in 1967, and changed its name on September 25, 1997, in anticipation of acquiring the assets of Pizza Hut, Inc., a Delaware corporation. PHI does not currently do business under any trade name other than “Pizza Hut.” PHI’s principal business address is 7100 Corporate Drive, Piano, Texas 75024-4100. PHI’s corporate parent is YUM! Brands, Inc. f/k/a TRICON Global Restaurants.

We operate (directly and/or through our subsidiaries and affiliates) and offer franchises for single-purpose Pizza Hut restaurants, which offer various combinations of dine-in, carryout, and delivery services. We also offer licenses to sell Pizza Hut pizza and related products at nontraditional locations. In most cases, Pizza Hut licensees already operate businesses in nontraditional channels and are incorporating the licensed Pizza Hut concept into those existing businesses, instead of operating it as a stand alone operation. We distinguish between our “franchisees”, who operate traditional Pizza Hut restaurants under a franchising program that is described in a separate disclosure document, and our “licensees”, who are granted rights under the Pizza Hut Express licensing program described in this disclosure document. You will sign a Master License Agreement (Exhibit C) and one or more Schedules to that Agreement (Exhibits D-1 through D-7) which grant you a license to use our recipes and trademarks to produce and sell Pizza Hut pizza and, in some cases, related products ("Licensed Products"). This is an ancillary business conducted within a non-restaurant facility ("Licensed Location").The Master License Agreement describes the general licensing relationship, and the Schedules describe the specifics that apply to your Licensed Location. If the Licensed Location is located in the territory of a Pizza Hut franchisee who holds a territorial franchise agreement, that franchisee may have to consent to the operation of the licensed concept at the Licensed Location. If it does, you must sign a Franchise Location Addendum to the appropriate Schedule (Exhibit D-8). The Franchise Location Addendum modifies only the Schedule for the Licensed Location in the affected franchisee's territory and describes certain limitations as a result of operating the franchisee's territory. We currently offer a number of different non-traditional concepts ("Licensed Concepts"), depending (among other factors) on the nature of the proposed location, the identity of the proposed licensee, and the nature and quantity of other existing or proposed foodservice operations at the proposed location. The Licensed Concepts include: Pizza Hut Express Hotel/Resort Pizza Kitchens; Pizza Hut Express Retail Snack Bars; Pizza Hut Express Recreation Centers; Pizza Hut Express Institutional Kiosks; Pizza Hut Express Stadium and Arena Concession Stands; Pizza Hut Express Airports/Tollways Concepts and the Pizza Hut Express School Commissary. The Licensed Concepts are characterized by a proprietary system that consists of special recipes, seasonings, and menu items; distinctive design, decor, color scheme, and furnishings; standards, specifications, and procedures for operations; procedures for quality control; training and assistance programs; and advertising and promotional programs (the "System"). Trademarks, service marks, slogans, logos, and emblems that we authorize for use (the "Marks" or the “Pizza Hut Marks”) identify the Licensed Concepts. Each Licensed Concept involves the preparation of a limited menu of Licensed Products, typically including pizza, breadsticks and beverages, and self-service or counter-service sales. Depending on the Licensed Concept, Licensed Products may also include pasta, sandwiches, wings, salads, breakfast items and various side items. In some circumstances, licensees also may offer the WingStreet Express menu which includes various chicken wings and related items. The Licensed Products that you are authorized to sell will be identified in the Schedules and may be modified by changes to the Manual for the Licensed Concept. You must sell all Licensed Products identified in your Schedule. For product testing, as a limited time offer, or for other business reasons, we may also approve or designate additional food items to be offered from specific Licensed Locations or within specific distribution channels that may or may not encompass all Licensed Locations for a particular Licensed Concept (“Specially Licensed Products”). If we designate or approve the offer and sale of a Specially Licensed Product at one or more of your Licensed Locations, we may direct that part or all of your Marketing Fee be spent to promote the Specially Licensed Product. A Licensed Concept includes ovens, a hot-hold merchandiser, and a cut table, where pizzas can be prepared, baked, cut, boxed, and displayed. Licensed Concepts are typically located in a larger foodservice facility (like a cafeteria or food court) or other type of facility (like a convenience or retail store). Retail Snack Bars are designed for high traffic areas like mass merchandisers, retail stores, malls, Taco Bell Restaurants, KFC Restaurants and the like. Stadium and Arena Concession Stands are intended as high-volume units for use in stadiums, arenas, and convention centers. The Hotel/Resort Pizza Kitchen is designed to allow an existing foodservice operation at a hotel or resort to add branded Licensed Products to its existing product mix. The Recreation Centers are licensed primarily to amusement parks, race tracks or other recreational centers. Institutional Kiosks are licensed to institutional feeders who operate facilities that serve a wide range of products in educational institutions, healthcare facilities, zoos, museums, business and industry facilities. The Airports and Tollways Concept is licensed for use at airports, railway stations, tollway plazas and other transportation areas. The School Commissary is licensed for use at primary and secondary schools. Delivery is not generally allowed from any of the Licensed Concepts except selected military bases and hotels and resorts (but only if the hotel or resort customers are already being serviced by the facility’s centralized food service operation, and the hotel or resort is not already being serviced by an existing full service Pizza Hut restaurant.) Previous offers of the Licensed Concepts may have been on terms different from those described in this disclosure document, and we may in the future enter into arrangements on substantially different terms and conditions for Pizza Hut concepts at locations that are different in their character from those at which the Licensed Concepts are generally operated. These may include (a) locations in foreign countries, (b) certain airport, food service and hotel locations not realistically accessible to you and which, in certain cases, are operated under an agreement with a contract feeder, (c) certain sports arenas, and (d) private sector food service locations controlled by the operator or owner. We also may periodically grant licenses to operate or distribute Licensed Products through special distribution outlets. These include licenses for distribution at airports, universities, and at motor fuel or other retail outlets. These special arrangements may require special agreements or modifications to our standard form Master License Agreement. Our agreement to these modifications may be based upon, the licensee’s business experience, control and accounting systems, financial resources, or rights to provide food service to the locations in question, among other things. We do not represent that modified terms will be granted to any prospective licensee.