SVN

1309 Beacon Street, Suite 300

[email protected]

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SVN International Corp. is a Delaware Subchapter S-Corporation incorporated on May 18, 2001. They changed their name from Sperry Van Ness International Corporation to SVN International Corp. on May 31, 2016. Their principal place of business is 745 Atlantic Avenue, Floor 8, Boston, Massachusetts 02111. They have offered franchises for businesses similar to the SVN Franchise Businesses since March 2002.

The SVN Franchise Business (the “Franchise Business”) is an owner-developed and operated commercial real estate services business. The Franchise Business offers various services, which may include the listing, co-listing, offering, selling, purchasing, exchanging, leasing, or renting of commercial real property (including certain types of businesses conducted on the commercial real property), property management services, auction services and mortgage loan brokerage services, from a specific location using the trade name “SVN”. SVN franchisees use a system for the operation of a “Commercial Real Estate Services” business developed by us and/or our former Related Parties and which we continue to evolve (the “System”), which we license to you so long as you are a Franchisee. As used within the System, the term “Commercial Real Estate Services” means acting as a broker, salesperson, agent or finder for or on behalf of sellers, buyers, lessors, tenants or others in connection with the listing, co-listing, offering, selling, purchasing, exchanging, auctioning, leasing, renting, consulting, expert witness testimony, or managing of commercial real property, including vacant land transactions (excluding Residential Property, but including Approved Portfolio Sales) and related personal property, and providing mortgage loan brokerage services. We reserve the right to condition, further define and interpret the scope of the Commercial Real Estate Services from time to time through the SVNIC Confidential Operations Manual and the SVNIC Branding Guide (collectively, the “Manuals”) or other written instruction to you. Your SVN Franchise precludes transactions involving “Residential Real Property,” which is defined as real property that consists of four (4) or fewer residential units or individual residential lots. With our prior approval, you may offer and sell certain services in connection with multiple parcels or units of Residential Real Property in a common development (“Approved Portfolio Sales”). With our consent and at our option, you may also offer and perform permitted ancillary services as part of your SVN Franchise. You can request that we permit a particular service you want to offer at your SVN Franchise. We determine if the requested service is ancillary in our judgment and sufficiently related to Commercial Real Estate Services such that we will permit the service to be offered and sold under our Marks. Business brokerage could be an ancillary service, for example. You may not provide certain services, even independently of your SVN Franchise, except with our consent, and then only if you follow our policies for doing so. These excluded services are called “Outside Services” and include the following: insurance, title insurance or searches, real estate syndicating, mortgage banking, escrow or appraisal services. For example, if we consent to you performing a Permitted Outside Service, we may require you to use separate telephone number(s), business cards and letterhead to avoid any suggestion that you are conducting these services as part of your SVN Franchise. You will sign a Franchise Agreement to operate a single SVN Franchise Business from a single location, which you choose, and we approve. If you are a Business Entity, each Owner of a ten percent (10%) or greater interest in the Business Entity must execute the Franchise Agreement on behalf of the entity in his or her capacity as an officer, shareholder and/or member. If we permit you to open an additional office location in your Primary Market Area you will sign a Satellite Office Addendum to your Franchise Agreement. Any Satellite Office must be in your Primary Market Area; meet the specifications and standards, as set forth in the Manuals; and have at least one Senior Advisor working from that office and acting as a manager. We have in a few instances and at our sole option mutually amended a franchisee's Franchise Agreement to modify a Primary Market Area so as to accommodate a proposed satellite office location, but we have no obligation to do so and you should not expect that result. We offer two Commercial Real Estate Services Franchise Programs: (1) a “Team Program” for those franchisees involved in building a coordinated functional team in their defined Primary Market Area; and (2) an “Established Program” for certain established and highly qualified Commercial Real Estate Services firms that are eligible. The Team Program is generally offered to three or more licensed sales agents functioning as a team with three-year median annual revenues of over $250,000, but less than $500,000, with a proactive strategy to add additional agents. The Established Program is generally offered to existing commercial real estate brokerage firms with over three years' experience, with five or more agents and a substantial historical earnings track record, typically with three-year median annual revenues of over $500,000. Some eligible franchisees will have access to certain specialty program features in addition to their Commercial Real Estate Services Franchise. The Auction Services Program is for Franchisees that derived at least 75% of their gross revenues in the immediately preceding fiscal year from eligible Auction Services. We sometimes deviate from these Franchise Program criteria in situations that we think warrant it and may consider other factors in determining the eligibility of a candidate for a particular program, including the prospect's geographic market, experience and credentials, any product specialty, and the number of agents involved, among others. The commercial real estate services business is a mature industry. You will be competing with over 100,000 other independent and franchised commercial real estate brokers in the United States. Some of these real estate brokers may be SVN franchisees or employees of entities currently or formerly related to us. All segments of the commercial real estate services business are highly developed, competitive and may be affected by demographic changes and by local and national economic conditions. Typical purchasers of Franchises must be able to sustain the initial investment and ongoing expenses associated with the development of a real estate services establishment. You also will compete with other commercial real estate services franchises and related concepts. If you were referred to us by one of our existing franchisees, we may award that franchisee a referral fee, vacation package or other incentive for making the referral.

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