Tutor Doctor

1013 Centre Road, Suite 403S Wilmington, Delaware 19805

[email protected]

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Tutor Doctor Systems Inc. is a Delaware corporation that was formed on November 16, 2007. Their principal business address is 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808. They have been selling franchises since January 2008.

A Tutor Doctor franchisee will provide “Tutor Doctor” services We offer two types of franchises (a) a Local Territory Franchise, and (b) a Regional Territory Franchise, which are described below A prospective franchisee must pass our rigorous screening process and must not have been convicted of any crime against a child We require our franchisees to conduct background checks on all teachers and instructors they employ in connection with the Franchise * A “Tutor Doctor” franchise (“Franchise,” “Business,” “Franchised Business” or “Tutor Doctor Business”) serves its customers by operating a tutoring educational business within a uniform system consisting of high standards of service, using quality educational and tutoring products, and operating in accordance with the business format created and developed by Tutor Doctor (the “System”) The System offers affordable tutoring services at a student's home Our System offers an effective alternative to students and parents who prefer to receive tutoring help in their own home instead of traveling to a learning center Tutor Doctor provides affordable “One-to-One” supplementary educational support to students This empowers students to develop, pursue, and achieve their educational goals As a System franchisee, you will be offering and selling certain approved Tutor Doctor products and services (“Products” and “Services”) In the Tutor Doctor System, our franchisees recruit qualified tutors to tutor students one-to-one in the child's home using a wide variety of textbooks and workbooks Our unique tutoring programs improve academic skills as well as attitudes towards learning Our tutors work in partnership with parents, the community, and the child's classroom teachers Our tutors also have the advantage of utilizing the Tutor Doctor orientation, various educational resources, and expertise captured throughout the System to improve the child's skills and grades You may choose to operate the Franchise from your home or any other suitable location you choose You may ask us, but we are not required, to review a site from which you propose to operate the Franchised Business Although we do not expect you to do so, if you would like to operate a Tutor Doctor Business out of a retail location, then you will need to enter into our then- current retail location addendum to the Franchise Agreement (the “Retail Location Addendum") Our current Retail Location Addendum is found as Exhibit G to the Franchise Agreement Regardless of the location from which you choose operate the Franchised Business, you are required to be mobile and to acquire a vehicle in order to be able to provide services at a child's home We offer to enter into a franchise agreement (a “Franchise Agreement,” the form of which is attached to this disclosure document as Exhibit C) with qualified individuals and companies that wish to establish and operate a Tutor Doctor Franchise We offer two types of Franchises, but in certain markets we may offer only Regional Territory Franchises “Local Territory Franchise” - The Local Territory is defined by zip code boundaries and will include approximately 75,000 to 100,000 people The Local Territory will be non-exclusive and may, therefore, be shared with other Tutor Doctor Businesses, some of which may be in close proximity to your Business (but if you are in good standing under the terms of your Franchise Agreement, we will not award another Local Territory Franchise for the same Local Territory) o "Regional Territory Franchise" - The Regional Territory will include a state or an equivalent territory, as described in your Franchise Agreement Your Regional Territory will include a Local Territory situated within your Regional Territory This Local Territory will be the focus of your Business If we later grant a Local Territory Franchise to another of our franchisees for an area within your Regional Territoiy, you may not offer or sell Products and Services to new customers located within that Local Territory area, however, you may continue to offer and sell Products and Services to your pre-existing customers located in such area before we granted the Local Territory to the other franchisee Your Regional Territory is non-exclusive and may, therefore, be shared with other Tutor Doctor Businesses, some of which may be in close proximity to your Business (but if you are in good standing under the terms of your Franchise Agreement, we will not award another Local Territory Franchise for the same Local Territory) We also offer the option of an Empire Builder franchise, as described below • “Empire Builder Program” - We also offer an Empire Builder Program under which you will develop (A) a Regional Territory Franchise (which includes your first Local Territory Franchise), and (B) two additional Local Territory Franchises We expect that the territorial boundaries for all Local Territory Franchises will be contiguous to each other, but we reserve the right to make exceptions to this policy in certain circumstances You will have three Local Territories in total (including the one included in the Regional Territory Franchise you purchase, as described above) You understand that the development rights granted under the Franchise Agreement are non-exclusive and may, therefore, be shared with other Tutor Doctor Businesses, some of which may be in close proximity to your Businesses For the Empire Builder Program, you will sign our standard Franchise Agreement for each territory you will develop

2 Ongoing Lawsuits