the unconditional right to approve or
disapprove any proposed supplier, and Franchisor may approve a supplier
conditionally. Within one thirty (30) days after Franchisor receives all
requested information, Franchisor will communicate to Franchisee in writing
Franchisor's decision to approve or disapprove Franchisee's proposed supplier.
Franchisor will evaluate proposed suppliers on their ability to comply with
applicable standards, specifications and procedures, and Franchisor will only
approve those proposed suppliers that meet Franchisor's high standards.
Franchisor may disapprove any supplier who Franchisor previously approved, and
Franchisee may not, after receipt of notice of disapproval, reorder from any
supplier Franchisor has disapproved. Franchisor may prescribe procedures for the
submission of requests for approval and impose obligations on approved
suppliers, which will be incorporated in a written license agreement with the
supplier. Franchisor may obtain from Franchisee and/or such approved suppliers
reimbursement of Franchisor's reasonable costs and expenses incurred in
connection with the approval process of the supplier's compliance with
Franchisor's requirements. Franchisee acknowledges and agrees that Franchisor
does not act as agent, representative or in any other intermediary or fiduciary
capacity for Franchisee in Franchisor's relationship with approved suppliers.
Franchisor may impose limits on the number of approved suppliers. Franchisor has
the right to monitor the quality of services provided by approved suppliers in a
manner Franchisor deems appropriate and may terminate any approved supplier that
does not meet Franchisor's quality standards and specifications, as may be in
effect from time to time.
9.6 Franchisee agrees to place or display at the
Sites (interior and exterior) only such signs, emblems, lettering, logos, and
display materials that Franchisor approves from time to time.
10. COMPUTER
SYSTEM
10.1 Franchisee agrees to use in the development and operation of the
FACILITY the POS, cash register/ computer terminals and operating software
("Computer System") that Franchisor specifies from time to time. Franchisee
agrees to install and use at the FACILITY the Computer System that Franchisor
specifies from time to time and to transmit to Franchisor (and otherwise permit
Franchisor to collect) in the form and at frequencies it specifies from time to
time, electronic information from the Computer System. Franchisee also agrees to
identify Product categories and other items in the Computer System in a form
that Franchisor specifies. Franchisee agrees to install and maintain at the
FACILITY a DSL or cable modem, or similar means of networking, and dedicated
line that Franchisor may use to access sales information and other data on the
Computer System. Franchisee is responsible for maintaining a secure network
environment consistent with this Agreement and all applicable legal
requirements.
D-15
10.2 Franchisee acknowledges that Franchisor has developed specifications for
certain components of the Computer System and may modify such specifications and
the components of the Computer System from time to time. As part of the Computer
System, Franchisor may require Franchisee to obtain specified computer hardware
and/or software, including a license to use proprietary software developed by
Franchisor or others. Franchisor's modification of such specifications for the
components of the Computer System