RowHouse - 2022-04-01 - FDD - Xponential Fitness

FRANCHISE DISCLOSURE DOCUMENT
Row House Franchise, LLC

a Delaware limited liability company
17877 Von Karman Ave., Suite 100
Irvine, CA 92614
(949) 341-5585
[email protected]
www.therowhouse.com
Row House Franchise, LLC (“we,” “us,” or “our”) offers for sale a franchise to establish and operate
a fitness studio (each, a “Studio”) that provides rowing and other exercise classes utilizing (a) the proprietary
marks we designate, including our current primary mark ROW HOUSE (the “Proprietary Marks”), (b) a
designated package of rowing ergometers and other exercise equipment our franchise offering expects and
assume will be leased for use in connection with Studio operations (the “Exercise Equipment Package”), and
(c) other proprietary components and information comprising the system of business operations we have
developed for a Studio (our “System”).
The total investment necessary to begin operations of a single Studio franchise ranges from $247,116
to $483,316. This amount includes approximately $83,250 that must be paid to the franchisor or its affiliate
prior to opening.
The total investment necessary to develop multiple Studios under our form of area development
agreement depends on the number of franchises we grant you the right to open, which in all cases with be three
(3) or more, under this Disclosure Document. The total investment necessary to enter into a development
agreement for the right to develop three (3) franchised Studios is $322,116 to $558,316, which includes (a) a
development fee of $135,000 that is paid to us or our affiliates prior to opening, and (b) the total estimated
initial investment to begin operation of your initial franchised Studio (as described above).
This Disclosure Document summarizes certain provisions of your Franchise Agreement and other
information in plain English. Read the disclosure document and all accompanying agreements carefully. You
must receive this disclosure document at least 14 calendar days before you sign a binding agreement with, or
make any payments to the Franchisor or an affiliate in connection with the proposed franchise sale. Note,
however, that no government agency has verified the information contained in this document.
You may wish to receive your Disclosure Document in another format that is more convenient for you.
To discuss the availability of disclosures in different formats, contact Nik Kish at Row House Franchise, LLC,
17877 Von Karman Ave., Suite 100, Irvine, CA 92626, and at (949) 346-5158.
The terms of your contract will govern your franchise relationship. Don’t rely on the disclosure
document alone to understand your contract. Read all of your contract carefully. Show your contract and this
disclosure document to an advisor, like a lawyer or accountant.
Buying a franchise is a complex investment. The information in this disclosure document can help you
make up your mind. Information about comparisons of franchisors is available. More information on
franchising, such as “A Consumer’s Guide to Buying a Franchise,” which can help you understand how to use
this Disclosure Document, is available from the Federal Trade Commission. You can contact the FTC at 1-877-
FTC-HELP or by writing to the FTC at 600 Pennsylvania Avenue, NW, Washington, DC 20580. You can also
visit the FTC’s home page at www.ftc.gov for additional information. There may also be laws on franchising in
your state. Call your state agency listed on Exhibit B or visit your public library for other sources of information
on franchising.
THE ISSUANCE DATE OF THIS DISCLOSURE DOCUMENT IS: APRIL 1, 2022.
©2022 Row House Franchise, LLC

2022 Franchise Disclosure Document
This document was downloaded from franchimp.com. All the information on this website is published in good faith and for general information purpose only. FranChimp.com does not make any warranties about the completeness, reliability, and
accuracy of this information. Any action you take upon the information you find on this website (FranChimp.com), is strictly at your own risk. We will not be liable for any losses and/or damages in connection with the use of our website.
How to Use This Franchise Disclosure Document
Here are some questions you may be asking about buying a franchise and tips on how to find more
information:
QUESTION WHERE TO FIND INFORMATION

How much can I earn? Item 19 may give you information about
outlet sales, costs, profits or losses. You
should also try to obtain this information from
others, like current and former franchisees.
You can find their names and contact
information in Item 20 or Exhibit H.
How much will I need to invest? Items 5 and 6 list fees you will be paying to
the franchisor or at the franchisor’s direction.
Item 7 lists the initial investment to open.
Item 8 describes the suppliers you must use.
Does the franchisor have the financial Item 21 or Exhibit C includes financial
ability to provide support to my business? statements. Review these statements
carefully.
Is the franchise system stable, growing, or Item 20 summarizes the recent history of the
shrinking? number of company-owned and franchised
outlets.
Will my business be the only Row House Item 12 and the “territory” provisions in the
business in my area? franchise agreement describe whether the
franchisor and other franchisees can compete
with you.
Does the franchise have a troubled legal Items 3 and 4 tell you whether the franchisor
history? or its management have been involved in
material litigation or bankruptcy proceedings.
What’s it like to be a Row House Item 20 or Exhibit H lists current and former
franchisee? franchisees. You can contact them to ask
about their experiences.
What else should I know? These questions are only a few things you
should look for. Review all 23 Items and all
Exhibits in this disclosure document to better
understand this franchise opportunity. See the
table of contents.

What You Need To Know About Franchising Generally
Continuing responsibility to pay fees. You may have to pay royalties and other fees even if you are
losing money.
Business model can change. The franchise agreement may allow the franchisor to change its manuals
and business model without your consent. These changes may require you to make additional
investments in your franchise business or may harm your franchise business.
Supplier restrictions. You may have to buy or lease items from the franchisor or a limited group of
suppliers the franchisor designates. These items may be more expensive than similar items you could
buy on your own.
Operating restrictions. The franchise agreement may prohibit you from operating a similar business
during the term of the franchise. There are usually other restrictions. Some examples may include
controlling your location, your access to customers, what you sell, how you market, and your hours
of operation.
Competition from franchisor. Even if the franchise agreement grants you a territory, the franchisor
may have the right to compete with you in your territory.
Renewal. Your franchise agreement may not permit you to renew. Even if it does, you may have to
sign a new agreement with different terms and conditions in order to continue to operate your
franchise business.
When your franchise ends. The franchise agreement may prohibit you from operating a similar
business after your franchise ends even if you still have obligations to your landlord or other creditors.
Some States Require Registration

Your state may have a franchise law, or other law, that requires franchisors to register before
offering or selling franchises in the state. Registration does not mean that the state recommends that
franchise or has verified the information in this document. To find out if your state has a registration
requirement, or to contact your state, use the agency information in Exhibit B.
Your state also may have laws that require special disclosures or amendments be made to your
franchise agreement. If so, you should check the State Specific Addenda. See the Table of Contents
for the location of the State Specific Addenda.

Special Risks to Consider About This Franchise
Certain states require that the following risk(s) be highlighted:
1. Out-of-State Dispute Resolution. The franchise agreement requires you to resolve disputes
with the franchisor by mediation or arbitration only in California. Out-of-state mediation or
arbitration may force you to accept a less favorable settlement for disputes. It may also cost
more to mediate or arbitrate with the franchisor in California than in your own state.
2. Spousal Obligation. Your spouse must sign a document that makes your spouse liable for
all financial obligations under the franchise agreement, even if your spouse has no ownership
interest in the franchise. This guarantee will place both your and your spouse’s martial and
personal assets (perhaps including your house) at risk if your franchise fails.
3. Operating History. The franchisor is at an early stage of development and has a limited
operating history. This franchise is likely to be a riskier investment than a franchise with a
longer operational history.
4. Minimum Gross Revenue. You must meet a minimum monthly gross revenue quota
requirement. Your inability to meet this requirement may result in loss of any territorial rights
you are granted, termination of your franchise, and loss of your investment.
Certain states may require other risks to be highlighted. Check the “State Specific Addenda”
(if any) to see whether your state requires other risks to be highlighted.

TABLE OF CONTENTS
PAGE
ITEM 1 THE FRANCHISOR, ANY PARENTS, PREDECESSORS AND AFFILIATES ................................. 1
ITEM 2 BUSINESS EXPERIENCE ......................................................................................................................... 5
ITEM 3 LITIGATION ............................................................................................................................................... 6
ITEM 4 BANKRUPTCY ........................................................................................................................................... 7
ITEM 5 INITIAL FEES ............................................................................................................................................. 7
ITEM 6 OTHER FEES .............................................................................................................................................. 8
ITEM 7 ESTIMATED INITIAL INVESTMENT ................................................................................................. 15
ITEM 8 RESTRICTIONS ON SOURCES OF PRODUCTS AND SERVICES ................................................. 21
ITEM 9 FRANCHISEE’S OBLIGATIONS........................................................................................................... 25
ITEM 10 FINANCING ............................................................................................................................................. 27
ITEM 11 FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS AND TRAINING ... 28
ITEM 12 TERRITORY ............................................................................................................................................ 38
ITEM 13 TRADEMARKS ...................................................................................................................................... 42
ITEM 14 PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION ............................................... 43
ITEM 15 OBLIGATION TO PARTICIPATE IN THE OPERATION OF THE FRANCHISE BUSINESS ... 44
ITEM 16 RESTRICTIONS ON WHAT THE FRANCHISEE MAY SELL ........................................................ 45
ITEM 17 RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION .................................. 45
ITEM 18 PUBLIC FIGURES .................................................................................................................................. 56
ITEM 19 FINANCIAL PERFORMANCE REPRESENTATIONS ..................................................................... 56
ITEM 20 OUTLETS AND FRANCHISEE INFORMATION .............................................................................. 60
ITEM 21 FINANCIAL STATEMENTS.................................................................................................................. 60
ITEM 22 CONTRACTS ........................................................................................................................................... 66
ITEM 23 RECEIPTS ................................................................................................................................................ 66
Exhibits
A. FRANCHISE AGREEMENT AND EXHIBITS

B. LIST OF STATE AGENTS FOR SERVICE OF PROCESS AND STATE ADMINISTRATORS
C-1. FINANCIAL STATEMENTS
C-2. AFFILIATE GUARANTY
D. STATEMENT OF PROSPECTIVE FRANCHISEE
E. TABLE OF CONTENTS OF MANUAL
F. FORM OF GENERAL RELEASE
G. STATE SPECIFIC ADDENDA
H. LIST OF FRANCHISEES AND FRANCHISEES THAT LEFT OUR SYSTEM
I. DEVELOPMENT AGREEMENT
J. STATE EFFECTIVE DATES
K. RECEIPTS
i
ITEM 1
THE FRANCHISOR, ANY PARENTS, PREDECESSORS AND AFFILIATES
To simplify the language, this disclosure document uses “we,” “us,” “our,” “Franchisor” or “Row House”
to mean Row House Franchise, LLC, the franchisor. “You” means the person, corporation, partnership or other
entity that buys the franchise. Terms not defined in this Disclosure Document (including various capitalized terms)
are defined in the Franchise Agreement attached as Exhibit A to this Disclosure Document (the “Franchise
Agreement”).
Franchisor
We do business under the name Row House Franchise, LLC, or in some cases, simply as “Row House.”
We do not do business under any other name. Our principal business is 17877 Von Karman Ave Irvine, CA 92626
and our business phone number is (949) 341-5585. We are a Delaware limited liability company formed on
December 4, 2017. We began offering franchises for this business on December 4, 2017.
Except as provided in this Item, we do not, nor have we ever, offered franchises in any other line of
business, and we are not otherwise involved in, nor have we conducted, any substantive business in any other line
of business. We have not and do not directly own or operate any Studios. We previously had an affiliate-owned
location that was acquired by a System franchisee in 2019 to be operated as a Franchised Business pursuant to a
franchise agreement that franchisee entered into with us.
Parent
Xponential Fitness, LLC (“Xponential”) is our direct parent company. Xponential is a Delaware limited
liability company with a principal business address at 17877 Von Karman Avenue, Suite 100, Irvine, California
92614. Xponential, via an intermediate holding company, is controlled by Xponential Fitness, Inc., a Delaware
corporation that is publicly traded and listed on the New York Stock Exchange with the same principal business
address as Xponential. As of the Issue Date, please note that none of these parent entities: (i) provide products or
services to our franchisees directly; or (ii) have directly offered or sold franchises in any line of business.
Affiliates
Our affiliate, CycleBar Franchising, LLC (“CBF”), an Ohio limited liability company with a principal
business address of 299 E 6th St., Floor 1, Cincinnati, Ohio 45202, franchises indoor cycling studios under the
CYCLEBAR® marks. CBF began franchising CYCLEBAR studios in January 2015. As of December 31, 2021,
there were 234 franchised CYCLEBAR studios in operation.
Our affiliate, CycleBar Canada Franchising, LLC (“CycleBar Canada”), a British Columbia unlimited
liability company with a registered office at 2200 HSBC Building, 885 West Georgia Street, Vancouver, BC V6C
3E8, offers CYCLEBAR franchises in Canada. Our affiliate, CycleBar International Inc. (“CycleBar
International”) an Ohio corporation with a principal business address of 299 E 6th St., Floor 1, Cincinnati, OH
45202 offers CYCLEBAR franchises in other international territories. CycleBar Canada has offered franchises in
Canada since August 2015, and CycleBar International has offered franchises outside the United States since
February 2016.
Our affiliate, Club Pilates Franchise, LLC (“CP Franchising”), a Delaware limited liability company with
a principal business address at 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises fitness
studios that provide Pilates and other exercise classes under the CLUB PILATES ® marks. CP Franchising began
offering franchises in March 2015 and, as of December 31, 2021, there were 667 franchised CLUB PILATES
studios in operation.
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2022
This document Franchise
was downloaded Disclosure
from franchimp.com. Document
All the information on this website is published in good faith and for general information purpose only. FranChimp.com does not make any warranties about the completeness, reliability, and
Our affiliate, AKT Franchise, LLC (“AKT Franchising”), a Delaware limited liability company with a
principal business address at 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises fitness
studios that provide indoor fitness classes/instruction through a combination of circuit training, dance cardio,
Pilates, and yoga under the AKT® marks. AKT Franchising began franchising at some point in July 2018. As of
December 31, 2021, there were 24 franchised AKT studios actively open and providing classes.
Our affiliate, PB Franchising, LLC (“PB Franchising”), a Delaware limited liability company with a
principal business address at 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises fitness
studios that provide indoor fitness classes/instruction through a combination of Pilates, weights and ballet,
including using a ballet barre, under the PURE BARRE marks. PB Franchising commenced franchising as the
franchising arm of the brand in October 2012 and, as of December 31, 2021, there were 603 franchised PURE
BARRE studios actively open and providing classes. As of the Issue Date, PB Franchising guarantees our
obligations to System franchisees with respect to the franchise and/or development agreement that such
franchisees enter into with us, and a copy of this guaranty is attached to this Disclosure Document as Exhibit C-
2.
Our affiliate, Stretch Lab Franchise, LLC (“SL Franchising”), a Delaware limited liability company with
a principal business address of 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises fitness
studios that provide stretching classes in both private and group formats, related therapy activities and, if approved,
a proprietary “flexologist” training programs under the STRETCH LAB® marks. SL Franchising began offering
franchises for STRETCH LAB studios in late December 2017. As of December 31, 2021, there were 148
franchised STRETCH LAB studios actively open and providing classes.
Our affiliate, Stride Franchising, LLC (“Stride Franchising”), a Delaware limited liability company with
a business address at 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises fitness studios that
provide indoor running classes and related fitness classes and instructions through the use of treadmills and live
instruction under its then-current proprietary marks, including its current primary mark STRIDE. As of December
31, 2021, there were 10 franchised STRIDE studios actively open and providing classes.
Our affiliate, Yoga Six Franchise, LLC (“Y6 Franchising”), a Delaware limited liability company with a
principal business address of 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises fitness
studios that offer and provide indoor yoga classes/instruction and other related exercise classes under the YOGA
SIX® marks. Y6 Franchising began offering franchises for YOGA SIX studios in September 2018. As of
December 31, 2021, there were 125 YOGA SIX studios actively open and providing classes.
Our affiliate, Rumble Franchise, LLC (“Rumble Franchise”), a Delaware limited liability company with
a principal business address of 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises fitness
studios that offer and provide boxing classes/instruction and other related exercise classes under the RUMBLE®
marks. Rumble Franchise began offering franchises for RUMBLE studios in March 2021. As of December 31,
2021, there were 14 RUMBLE franchised Studios actively open and providing classes.
Our affiliate, BFT Franchise Holdings, LLC (“BFT Franchise”), a Delaware limited liability company
with a principal business address of 17877 Von Karman Ave., Suite 100, Irvine, California 92614, franchises
fitness studios that offer and provide functional, group training fitness instruction and related services under the
BFT® marks. BFT Franchise began offering franchises for BFT studios in January 2022; however, its predecessor
began offering franchises for BFT studios in 2020. As of December 31, 2021, there were 2 BFT franchised Studios
actively open and providing classes.
We have three (3) other affiliates that previously offered franchises outside of the fitness industry that no
longer require disclosure because they ceased franchising in 2019 and, as of the Issue Date, they have no plans to
resume offering franchises in our next fiscal year.
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2022
As disclosed in Item 12 of this Disclosure Document, our Parent may acquire or develop other affiliate
franchisor brands, whether in the fitness industry or otherwise, in the future at its discretion.
Except as disclosed above, we currently have no parents, predecessors or affiliates required to be disclosed
in this Item.
Agent for Service of Process
Our agents for service of process are disclosed in Exhibit B.
The Franchised Business We Offer
We offer for sale a franchise to operate a distinctive Row House Studio (each, a “Franchised Business”),
which is operated pursuant to the terms of our franchise agreement attached to this Disclosure Document as
Exhibit A (the “Franchise Agreement”). We expect that a Studio will typically be located in a retail shopping
center, and this franchise offering assumes that the size of a typical Studio will be at least around 2,000 square
feet in size. We may, however, consider alternative sites, on a case-by-case basis. Under the Franchise
Agreement, we will also grant you the right to operate your Franchised Business within a designated geographical
area wherein you will also be able to actively promote the Franchised Business and solicit new clientele (the
“Designated Territory”). If you own an existing fitness facility and meet our other qualifications, you may convert
your existing business to a Studio. A converted Studio will likely encounter lower investment requirements than
those of a start-up Studio.
The Studios are established and operated under a comprehensive design that includes spacious interior, at
least twenty-six (26) ergometer rowing ergometers, specifications, and procedures for operations; quality
customer service; management and financial control; training and assistance; and advertising and promotional
programs (collectively, the “System”). The System standards, specifications and procedures (collectively, the
“System Standards”) are described in our confidential operations manual (the “Manual”). The System and the
Manual may be changed, improved and further developed by us.
Each Studio will offer and provide indoor rowing classes through live instructional group and individual
classes, including proprietary and/or other branded classes we have developed and currently offer to target and
accommodate all skill levels, as we designate and authorize from time to time (collectively, the “Rowing
Classes”); and (ii) any other services that we develop, designate and/or otherwise authorize (collectively, the
“Approved Services”). Typically, all classes and other Approved Services will be paid for and scheduled online
via the Internet.
Before any coach you engage can provide the Approved Services at your Studio, that coach must attend
and complete: (i) a proprietary rowing instruction program designed to provide training and information related
to the offer and provision of the Approved Services at a given Studio in accordance with our System standards,
specifications and equipment (collectively, the “RH University”); and (ii) an online training through an approved
supplier prior to attending RH University. A coach that completes the RH University will be referred to as a
“Authorized Coach” for purposes of this Disclosure Document, and you must have at least one (1) Authorized
Coach on-site to provide the Approved Services at your Studio at all times it is open and operating. We may adjust
or even waive certain components or testing associated with our typical RH University for a given coach at your
Studio if that coach demonstrates significant experience and/or prior training/education with regards to indoor
rowing and/or the related equipment. You or your coach will be required to pay us our then-current tuition for the
RH University (the “RH University Tuition”).
Your initial staff of prospective coaches must attend and complete RH University, which will be
conducted at your franchised Studio prior to opening by one (1) of our “Master Trainers” that we will provide
(and cover the travel-related costs associated with providing this training at your Studio).
3
Once a franchised Studio is open and operating, you must designate one (1) of your Authorized Coaches
to complete certain additional training we designate so that individual can serve as the “Lead Coach” of your
franchised Studio. Once your franchised Studio has an Authorized Coach that we have designated as a Lead
Coach, that individual can provide and conduct RH University to any replacement or additional Authorized
Instructors you wish to provide Approved Services at your franchised Studio. In either event, the appropriate
tuition fee(s) associated with RH University (as disclosed more fully in Items 5, 6 and 11 of this Disclosure
Document) will be paid directly to us.
Prior to opening your Franchised Business, you must ensure that: (i) you (or, if you are an entity, one of
your Designated Operators) complete at least the owner/operator module of our initial training program (the
“Owner/Operator Module”); and (ii) your initial staff of prospective coaches all attend, fully participate in and
complete the RH University to our satisfaction so that you can ensure the appropriate number of Authorized
Coaches are scheduled to be on-site at all times your Franchised Business from time it opens and/or is providing
the Approved Services (as part of any soft opening).
The Franchise Agreement is signed by us, by you, and by those of your principals whom we designate as
the principal franchisee-operator(s) (the “Designated Operator(s)”) of your Franchised Business. The Designated
Operator(s) (there may be up to two such individuals, but only one address to which we communicate in regards
to the franchise) you designate must have the authority to act for you in all matters relating to the Franchised
Business, including voting responsibilities. By signing the Franchise Agreement, you and the Designated
Operator(s) agree to be individually bound by certain obligations in the Franchise Agreement, including covenants
concerning confidentiality and non-competition, and to personally guarantee your performance under the
Franchise Agreement. Depending on the type of business activities, which must be fully disclosed prior to signing
this document, in which you or your Designated Operator(s) may be involved, we may require you or your
Designated Operator(s) to sign additional confidentiality and non-competition agreements.
Multi-Unit Offering
We also offer qualified individuals and entities the right to open and operate multiple Franchised
Businesses within a designated geographical area (the “Development Area”) under our current form of
development agreement that is attached to this Disclosure Document as Exhibit J (the “Development Agreement”),
which will also outline a schedule or defined period of time in which you must open and commence operating
each Franchised Business (a “Development Schedule”).
You will be required to sign a Franchise Agreement for the initial Franchised Business we grant you the
right to open within the Development Area at the same time you sign your Development Agreement, and you will
need to sign our then-current form of franchise agreement for each of the Franchised Businesses you open under
the Development Schedule, which may differ from the current Franchise Agreement included with this Disclosure
Document.
You will be required to pay us a one-time development fee that will be calculated based on the number of
Franchised Businesses we grant you the right to open under the Development Agreement (the “Development
Fee”), but you will not be required to pay a franchise fee at the time you execute your franchise agreements for
each Franchised Business you timely develop under your Development Agreement.
Market and Competition
The market for fitness services and studios is crowded. You will face competition for members from
other rowing studios, gyms, personal trainers, fitness/exercise centers and studios, health clubs, yoga and Pilates
studios and even other System franchisees (subject to the territorial protections and restrictions set forth in Item
12). The market for the Approved Services does not fluctuate seasonally.
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Applicable Regulations
Some states require that health/fitness facilities have a staff person available during all hours of operation
that is certified in basic cardiopulmonary resuscitation or other specialized medical training. Some state or local
laws may also require that health/fitness facilities have an automated external defibrillator and/or other first aid
equipment on the premises. At a minimum, your Studio will be subject to various federal, state and local laws, and
regulations affecting the business, including laws relating to zoning, access for the disabled, and safety and fire
standards. You may need the local fire marshals or other local, state or federal agency’s permission before you begin
operations. In addition, there may be local licensing and employment regulations, including worker’s compensation
insurance requirements.
You will be solely responsible for ensuring you acquire and maintain any specific licenses, permits,
authorizations or otherwise that may be required to operate your Studio under the applicable laws of where your
Studio is located. Among other things, you will need to ensure that all music played by Authorized Instructors the
Studio is properly licensed for use in connection with the provision of the Approved Services or, if permitted by us,
any other purpose.
You should examine the laws and regulations described above and confirm you will be able to operate
your Studio in compliance with the same before purchasing a franchise.
You should consult with your attorney, and local and state agencies/authorities, before buying a franchise
to determine if there are any specific regulations you must comply with as it relates to offering the Studio products
and services to consumers in your state, and consider the effects on you and the cost of compliance. These
requirements can affect a broad scope of your operations, including location selection, and hiring of personnel,
among other things. You must investigate any regulations in your area, including those related to the establishment
and operation of a Studio generally.
We make no representations or assurances as to the specific licenses, permits, authorizations or otherwise

that may be required for operating your Studio, which can vary significantly by venue and change over time.
Among other things, you will need to ensure that all music played by you or your Authorized Instructors at the
Studio is properly licensed for use in connection with the provision of the Approved Services or otherwise.
It is your responsibility to investigate and ensure that you are in compliance with all local, state,
provincial and federal business, retail sales, zoning, and other regulations and licensing requirements, and any
applicable laws and regulations, and to identify and obtain all authorizations necessary to operate your Studio.
Please be advised that you must investigate and comply with all of these applicable laws and regulations. You
alone are responsible for complying with all applicable laws and regulations, despite any advice or information
that we may give you. We have not researched any of these laws to determine their applicability to your Franchised
Business.
ITEM 2
BUSINESS EXPERIENCE
Nik Kish: Brand President
Mr. Kish has served as our Brand President since March 2022. From May 2020 to March 2022, Mr. Kish was
Senior Vice President of Studio Sales and Operations for Xponential Fitness, LLC. Previously, from October 2019
to March 2020, Mr. Kish was Director of Presales for Aspyr Holdings, located in Costa Mesa, California. Prior to
that time, Mr. Kish was Director of Basecamp Fitness for Self Esteem Brands, located in Woodbury, Minnesota,
from November 2018 to August 2019. Previously, Mr. Kish served as Chief Operating Officer for Basecamp
Fitness, located in Burlingame, California, from August 2016 to October 2018, and as Director of Operations,
from November 2013 to March 2016.
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2022
Ryan Junk: Chief Operating Officer
Mr. Junk has served as our Chief Operating Officer since March 2021. Since June 2016, Mr. Junk has also served
as a Consultant and Owner for R.L.J Consulting Group, LLC in Redondo Beach, California. Mr. Junk has also
served as the COO of the following affiliates since March 2021: (i) AKT Franchise, LLC (“AKT”); (ii) Club
Pilates Franchise, LLC (“CP”); (iii) CycleBar Franchising, LLC (“CB”); (iv) PB Franchising, LLC (“PB”); (v)
Rumble Franchise, LLC (“Rumble”); (vi) Stretch Lab Franchise, LLC (“SL”); (vii) Stride Franchise, LLC
(“Stride”); and (viii) Yoga Six Franchise, LLC (“Y6”). He has also served as the COO for Xponential Fitness,
LLC since July 2020. From November 2017 to June 2020, Mr. Junk served as President of CB. From June 2017
to November 2017, Mr. Junk served as the President of UFC Gym in Santa Ana, California.
Sarah Luna: President (Xponential Fitness, LLC)
Ms. Luna has served as our President since March 2021. Ms. Luna has also served as Founder of Pilates by Sarah
since January 2012. Ms. Luna has also served as the President of the following affiliates since March 2021: (i)
AKT Franchise, LLC (“AKT”); (ii) Club Pilates Franchise, LLC (“CP”); (iii) CycleBar Franchising, LLC (“CB”);
(iv) PB Franchising, LLC (“PB”); (v) Rumble Franchise, LLC (“Rumble”); (vi) Stretch Lab Franchise, LLC
(“SL”); (vii) Stride Franchise, LLC (“Stride”); and (viii) Yoga Six Franchise, LLC (“Y6”). Ms. Luna has also
served as the President of our parent, Xponential Fitness, LLC, since January 2021. Previously, Ms. Luna was
Brand President of PB from October 2018 to January 2021. Prior to that time, Ms. Luna was Senior Vice President
of CP from July 2017 to October 2018, and National Sales Director for CP from July 2015 to June 2017.
Megan Moen: Executive Vice President of Finance
Ms. Moen has been our Executive Vice President of Finance since December 2017. Ms. Moen has also served as
the Executive Vice President of Finance for: (i) AKT Franchise, LLC, since March 2018; (ii) Club Pilates
Franchise, LLC, since January 2016; (iii) CycleBar Franchising, LLC, since September 2017; (iv) PB Franchising,
LLC, since November 2018; (v) Rumble Franchise, LLC, since March 2021; (vi) Stretch Lab Franchise, LLC,
since March 2021; (vii) Stride Franchise, LLC, since January 2019; (viii) Yoga Six Franchise, LLC, since March
2021. Ms. Moen has also served as the Executive Vice President of Finance of our parent, Xponential Fitness,
since August 2017.
John Meloun: Chief Financial Officer
Mr. Meloun has been our Chief Financial Officer since March 2021. Mr. Meloun has also served as the Chief
Financial Officer for: (i) AKT Franchise, LLC, since October 2018; (ii) Club Pilates Franchise, LLC, since March
2021; (iii) CycleBar Franchising, LLC, since October 2018; (iv) PB Franchising, LLC, since October 2018; (v)
Rumble Franchise, LLC, since March 2021; (vi) Stretch Lab Franchise, LLC, since March 2021; (vii) Stride
Franchise, LLC, since March 2021; (viii) Yoga Six Franchise, LLC, since March 2021. Mr. Meloun has also
served as Chief Financial Officer for Xponential Fitness, LLC, located in Irvine, California, since July 2018. Prior
to that time, Mr. Meloun was the Chief Financial Officer for The Joint Corp., located in Scottsdale, Arizona, from
March 2015 to June 2018.
ITEM 3
LITIGATION
No litigation is required to be disclosed in this Item.
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ITEM 4
BANKRUPTCY
No bankruptcy information is required to be disclosed in this Item.
ITEM 5
INITIAL FEES
Franchise Agreement
Initial Franchise Fee
You must pay to us a lump sum initial franchise fee of $60,000 (the “Initial Franchise Fee”) to establish
a single Studio under a Franchise Agreement (whether a start-up or conversion). The Initial Franchise Fee is due
upon the signing of the Franchise Agreement. The Initial Franchise Fee shall be fully earned by Franchisor upon
payment and is not refundable, in whole or in part, under any circumstance. Except as disclosed in this Item, we
uniformly impose the Initial Franchise Fee on all parties that are purchasing a single Franchised Business.
Initial Software Fee
You must pay us an initial software setup and integration fee amounting to $3,000 at the time you execute
your Franchise Agreement to help defray the costs and expenses associated with your initial software and
technology setup (the “Initial Software Fee”).
Pre-Sale and Soft Opening Retail Inventory Package
Prior to opening your Studio, you must purchase opening inventory from us at a cost of approximately
$12,000 (“Pre-Sale and Soft Opening Retail Inventory Package”), which includes, but is not limited to, presale
merchandise and other apparel that will be available for resale as part of your Approved Products, including items
branded with the Proprietary Marks, and other t-shirts, towels, exercise clothing and related accessories. The
amount paid for the Opening Retail Inventory is non-refundable under any circumstances and will be imposed
uniformly.
Pre-Opening Authorized Coach Training
Prior to opening, we estimate we will provide RH University to your initial staff of prospective coach(es)
(up to a total of 10) at the Authorized Location of your franchised Studio. You must pay us a set tuition for this
pre-opening training for your initial Authorized Coaches amounting to $8,000. This amount must be paid to us
prior to us sending our Master Trainer to your Studio to conduct and administer the RH University training
program.
Technology Fee (1 Month Prior to Opening)
You will be required to commence paying us our then-current Technology Fee monthly, which is currently
$250/month as described more fully in Item 6 of this Disclosure Document below, in the calendar month preceding
the contemplated or required opening date of your franchised Studio.
As such, our standard franchise offering assumes and expects that you will pay us your first Technology
Fee amounting to $250 (for 1 month) prior to the opening of your Franchised Business. The fee is deemed fully
earned upon payment and is not refundable under any circumstances. We expect to impose this fee uniformly on
new System franchisees that are awarded any franchise rights in connection with this Disclosure Document.
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2022
*Note Regarding Fitness Equipment and Other FFE Package Components Acquired via a Lease-to-Own or
Comparable Program with Third-Party Provider
We strongly recommend, and our standard franchise offering expects, that you will acquire the a
designated package of fitness equipment and other furniture, fixtures and equipment we specify in the Manuals or
otherwise (collectively, the “Fitness Equipment and Other FFE Package”) via a lease-to-own or comparable
program that you enter into with a third-party provider of these programs that we have approved or, upon your
request, approve. As of the Issue Date, we do not have a specific Approved Supplier for such program services,
but we do have a number of providers we can recommend and/or that have worked with other System franchisees
as of the Issue Date. Certain of those providers are detailed in Item 10 of this Disclosure Document.
Any deposit and/or other payments made in connection with the lease-to-own or comparable program for
the Fitness Equipment and Other FFE Package will be paid to a third-party provider you select for your program.
The estimated range of investment we estimate you will need to make under this kind of agreement prior to
opening and over the first three (3) months that your Franchised Business is operating are disclosed in more fully
Item 7 of this Disclosure Document below. If you determine to not follow our System recommendation and
standard franchise offering by electing to purchase the components comprising this Fitness Equipment and Other
FFE Package outright, then the estimated investment range for this package is between $58,000 to $72,000
(depending on the size, layout and Studio location), including the shipping services associated with certain
components. In these circumstances, we may require that you pay us or, at our option, the supplier we specifically
designate prior to opening for this Fitness Equipment and Other FFE Package, which will be deemed non-
refundable upon payment.
Development Agreement
If we award you the right to develop three or more Franchised Businesses within a given Development
Area, you must pay us a one-time Development Fee upon execution of your Development Agreement. Your
Development Fee will depend on the number of Franchised Businesses we grant you the right to open within the
Development Area, and is calculated as follows: (i) $45,000 per Franchised Business if you are awarded the right
to develop three and five Franchised Businesses; (ii) $40,000 per Franchised Business if you agree are awarded
the right to develop between six and nine Franchised Businesses; and (iii) $35,000 per Franchised Business you
are awarded the right to develop operate 10 or more Franchised Businesses.
You will be required to enter into our then-current form of franchise agreement for each Franchised
Business you wish to open under your Development Agreement, but you will not be required to pay any additional
Initial Franchise Fee at the time you execute each of these franchise agreements. If you enter into a Development
Agreement, you must execute our current form of Franchise Agreement for the first Studio we grant you the right
to open within your Development Area concurrently with the Development Agreement.
Your Development Fee will be deemed fully earned upon payment, and is not refundable under any
circumstances. The Development Fee described above is calculated and applied uniformly to all of our franchisees.
ITEM 6
OTHER FEES
Type of Fee Amount Due Date Remarks
Royalty 7% of Gross Sales1 Payable weekly You will be required to start paying your
generated by the based on the Royalty once your Franchised Business
Franchised Business Gross Sales of begins collecting revenue from
your Franchised operations.
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2022
Business during
the preceding We reserve the right to collect your
business week Royalty on a different interval (for
example, monthly).
Brand 2% of Gross Sales Payable weekly at You will be required to contribute to the
Development Fund generated by the the same time and Fund once you commence collecting
Contributions2 Franchised Business in the same revenue in connection with your Studio
manner as the operations, including pre-opening sales
Royalty activity.
We reserve the right to collect your Fund

Contribution on a different interval (i.e.,
monthly).
Local Advertising $2,000 per month As arranged. You must expend a minimum of $2,000
Requirement per month on local advertising and
promotion of your Franchised Business
within your Designed Territory.
Training Fee (for Then-current training Prior to starting This fee is paid in connection with
Owner and/or fee for the type of training additional training/instruction that we may
Designated Studio training at issue provide on an ongoing basis in connection
personnel) with the overall operation and
Currently, our Training development of your Studio.
Fee(s) are as follows:
We reserve the right to charge this fee in
$500 per day per connection with (a) any Master Training
trainer for all training we provide to an Authorized Coach of your
other than Coach Studio, (b) re-training or replacement
Fundamentals training training with regards to the portions of the
program disclosed in initial training that are designed for the
this Chart in the next franchisee owner and/or Designated
row, or in the specific Manager, (c) any training we require you
instance described to complete to cure a default under your
immediately below; Franchise Agreement with us (“Remedial
Training”), (d) training you request we
$30,000 to be paid by provide (other than the kind of day-to-day
a franchisee that assistance described below), or (e) training
acquires and assumes we provide on-site at your Franchised
a franchise from Business.
another System
franchisee, which We will not charge any training fee in
covers our provision connection with minor, day-to-day
of the Initial Training assistance that we provide remotely over
Program to the the phone or via email, subject to our
acquiring franchisee availability.
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2022
In addition to our then-current training

fee, you will always be responsible for the
costs and expenses that are incurred in
connection with you and your personnel
attending training.
The $30,000 Training Fee is only due in

the specific situation and context noted in
this row.
RH University (full Our-then current Prior to attending
program) tuition for the RH This tuition must be paid for any
University training individual you wish to serve as an
program Authorized Coach at your franchised
Studio that did not attend and complete the
Currently, this tuition RH University training that our Master
amounts to $899 per Trainer provides to you prior to your
trainee Studio opening.
Technology Fee Then-current Payable monthly We have the right to collect a Technology
technology fee (the in the same Fee to help cover or defray any portion of
“Technology Fee”). manner as the the costs of the technology we determine
Royalty appropriate to provide as part of the
Currently, $250 per System and/or otherwise associate with
month per Studio. this fee.
We may modify what we expect and

decide to cover as part of your Technology
Fee as we determine appropriate, and we
modify the Technology Fee upon 30 days’
prior written notice (to account for third-
party vendor pricing or otherwise).
Music Licensing Then-current fee Payable monthly We currently collect a Music Licensing
Fee (In-Studio) charged by our in the same Fee to cover costs we incur in connection
Approved Supplier manner as the with obtaining licensing rights to music
Royalty and playlists you will use in connection
Currently, $129/month with the provision of the Approved
per Studio Services at your Studio. This amount is
subject to increase based upon vendor
pricing.
As of the Issue Date, we expect that

System franchisees that timely open under
the Franchise Agreement will be required
to commence paying the Music Licensing
Fee in the calendar month following its
contemplated and/or required opening
date.
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2022
Other Royalty and Actual cost of Upon demand For any music used outside of providing
Licensing Fees licensing and royalty the Approved Services at your Studio, you
payments must make payments to performing rights
organizations for licenses from
songwriters and composers as well as pay
royalties due to record labels. These
additional fees are not currently directly
payable to us or an affiliate, but we reserve
the right to collect them in the future.
Studio Then-current fee Payable every 4 Please see Items 8 and 11 of this
Management charged by our weeks, as agreed. Disclosure Document for additional
Software Fee Approved Supplier, information on Approved Suppliers and
which is currently this fee.
$145
Renewal Fee $10,000 At time of You must also renovate and reimage the
renewal. Studio at your expense at the time of
Renewal to conform to our then-current
standards and image, as well as meet
certain other renewal conditions.
Transfer Fee Franchise Agreement: Upon your Instead of the standard transfer fee, we
$10,000 request for our will only charge an administrative fee
(Franchise application for amounting to: (i) $500 if you are an
Agreement and Development our approval of individual franchisee and assigning your
Development Agreement: any proposed franchise and/or development agreements
Agreement) $10,000 per transfer rights to an entity that you fully own; or
undeveloped (ii) $1,500 if the assignment is from an
franchise existing System franchisee to another
immediate family member.
Payment of the transfer fee is one (1) of the

conditions you must satisfy in order to
assign an interest in your Franchise
Agreement, Franchised business and/or
you (if you are a business entity). There are
other various other terms and conditions
upon which we may condition or approval
or consent to any such transfer.
You may be afforded the option – but do

not have the obligation – to enter into an
agreement with our affiliate, Xponential
Fitness, for resale assistance and access to
certain third-party broker networks.
Should you determine to enter into this
agreement, you will be responsible for (a)
the third-party broker fees (currently, 40%
of the purchase price), and (b) a broker
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access fee amounting to 10% of purchase

price for any of the assignable assets that
are sold to a prospect, if we or broker
network generate the prospect.
Insurance Policies3 Amount of unpaid As invoiced. Payable only if you fail to maintain
premium and any required insurance coverage and we elect
associated costs we to obtain coverage for you.
incur in connection
with acquiring any
insurance on your
behalf as required
under your
agreement(s).
Audit Fees4 The cost we incur in Within 15 Payable only if (a) audit or review
connection with any calendar days shows an understatement of Gross
audit we conduct that after receipt of Revenue for the audited period of 2% or
reveals a default or audit report. more, or (b) the audit or review is being
deficiency. conducted in response to your failure to
timely submit any reports required by
Currently, we estimate your Franchise Agreement.
these costs to be
between $500 and
$2,500.
Mystery Shopper Currently, we do not Within 30 days of Payable only if we establish a mystery
and Other Quality require franchisees to demand. shopper program or other quality control
Control Programs contribute to these mechanism/program, in which case we
programs, but we reserve the right to require a franchisee to
reserve the right to do contribute up to $500/year to help defray
so in the future. the costs of such programs that are
designed to preserve the goodwill and
brand image.
Late Fees The greater of the Upon demand. Applies to all amounts not paid when due,
highest applicable until paid in full. We may also require you
legal rate for open to pay an administrative fee of $50 for each
account business late payment or late report.
credit, or 1.5% per
month.
Penalty Fee Then-current fee Upon demand. Payable only in the event you fail to
charged by us comply with your material obligations
under your Franchise Agreement by (a)
Currently, $100 for permitting any coach at your Studio to
each day of non- provide rowing instruction or other
compliance. Approved Services before they complete
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the RH University, or (b) offering or

selling any unauthorized products or
services at your Studio, including
provision of the RH University with an
approved Master Trainer (described more
fully in Item 11 below). The Penalty Fee
will be incurred during each day of non-
compliance.
Cost of All costs including Upon settlement You will reimburse us for all costs in
Enforcement or attorneys’ fees or conclusion of enforcing our obligations concerning the
Defense claim or action. Franchise Agreement if we prevail.
Indemnification All costs including Upon settlement You will defend suits at your own cost and
attorneys’ fees or conclusion of hold us harmless against suits involving
claim or action. damages resulting from your operation of
the Studio (subject to applicable state law).
Alternative $500 per day for At time of Additionally, you must reimbursement us
Supplier Approval5 personnel engaged in request. for any travel, accommodations, and meal
evaluating a supplier. expenses.
Regional As the Cooperative As the We may establish regional cooperatives

Cooperative determines Cooperative comprised of Studios that are within a
determines given geographical area (each, a
“Cooperative”). If a Cooperative is
established where your Studio is located,
you will be required to participate in that
Cooperative and contribute to that
Cooperative in the amounts the
Cooperative determines. Company-owned
or affiliate-owned Studios will have the
same voting rights in such Cooperatives as
franchisee-owned Studios
Relocation Fee $5,000 When you submit Payable to us only if you request to
your proposal for relocate your Studio. You may not move
a new location for your Studio without our prior written
your Studio. consent and must meet certain other
relocation conditions.
Manual Access $10,000 As incurred. If you in any way compromise the secure
Violation Fee access to the online version of the Manual,
including, but not limited to, allowing
unauthorized users access to the Manual
and its confidential contents, you will be
required to pay us a Manual Access
Violation Fee in the amount of $10,000, to
compensate us for the breach and related
damage to the System.
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Early Termination The applicable Early As incurred. In the event that your Franchise
Damages Termination Fee, as Agreement is terminated by us prior to its
further defined in the natural expiration due to your default or
Remarks non-compliance under this agreement,
then we reserve the right to charge you a
fee amounting to: (i) the sum of the
royalties paid to Franchisor over the
greater of (A) the 36 calendar months
wherein the franchised Studio was actively
operating proceeding the termination date,
or (B) if Franchisee’s Studio has not been
actively operating for 36 months, then the
months that Studio has had active in-
Studio operations; or (ii) if Franchisee has
failed to develop and open the franchised
Studio, 36 times the average royalty fee
paid to Franchisor by System franchisees
with actively operating franchised Studios
over the 12-month period preceding the
termination (the “Early Termination Fee”).
This fee will be in addition to any other
rights or remedies that we have in the event
of this default, and shall not impact our
right to seek injunctive relief with regards
to your violation of any post-term
obligations under your Franchise
Agreement.
Notes to Item 6 Chart:
All fees are uniformly imposed by and are payable to us, unless otherwise noted. No other fees or
payments are to be paid to us, nor do we impose or collect any other fees or payments for any third party. Any
fees paid to us are non-refundable unless otherwise noted. Fees payable to third parties may be refundable based
on your individual arrangements. With regards to any interest charged in connection with the fees set forth in the
chart above, the highest interest rate allowed by law in California is 10% annually.
1
Gross Sales. Except as provided below, the term “Gross Sales” means the total revenues you derive,
directly or indirectly from all business conducted upon, from or in connection with the Studio, less sales taxes or
similar taxes imposed by governmental authorities.
Please note that we exclude revenue generated from the provision of the RH University at your franchised
Studio or otherwise by an individual that is the Lead Coach that you employ or otherwise supply to provide these
two (2) kinds of additional Approved Services because: (i) the tuition paid in connection with such training is
managed by our System’s POS software and initially kept in that account; and (ii) the funds associated with each
tuition paid to us and the System franchisee that supplied the Lead Coach to provide RH University (in accordance
with our then-current allocation of such funds as set forth in this Item 6 Chart above).
You must participate in our then-current electronic funds transfer and reporting program(s). All fees owed
and any other amounts designated by us must be received or credited to our account by pre-authorized bank debit
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by 5:00 p.m. on or before the applicable due date. Your franchised business may be located in a jurisdiction
whose taxing authority will subject us to tax assessments on payments you submit to us for the Royalty Fee
and Fund contributions. Under such circumstances, you will be required to adjust, or “gross up” your payment
to us to account for these taxes.
2
Fund Contribution. We have established a fund designed to market and otherwise develop the brand,
Proprietary Marks, System, Studios and/or Approved Services (the “Fund”). The Fund may be used for (among
other things) product and technology development; signage; creation, production and distribution of marketing,
advertising, public relations and other materials in any medium, including the internet; social media;
administration expenses (including appropriate returns of the wages and other compensation paid to personnel
based on the amount of Fund-associated work they undertake); brand/image campaigns; media; national, regional
and other marketing programs; activities to promote current and/or future Studios and our brand generally; agency
and consulting services; research; and any expenses approved by us and associated with your Studio. We will
have sole discretion over all matters relating to the Fund. You must pay for your own local advertising.
3
Insurance Policies. The minimum limits for coverage under many policies will vary depending on
various factors, including where you are located and the size of your Studio. See Item 8 of this Disclosure
Document for our minimum insurance requirements.
4
Audit Fees. In the event that an audit discloses an understatement of Gross Sales or other discrepancy
equal to or greater than two percent (2%), in addition to the cost of the audit, you will be required to pay the
marketing due on the amount of such understatement, plus late fees and interest.
Alternative Supplier Approval. You may request the approval of an item, product, service or supplier.
5
We may require you to pre-pay any reasonable charges connected with our review and evaluation of any proposal.
ITEM 7
ESTIMATED INITIAL INVESTMENT
YOUR ESTIMATED INITIAL INVESTMENT
A. Franchise Agreement
Method To Whom
Type of Expenditure1 Low Amount High Amount of When Due Payment is to be
Payment Made
Upon
execution
Lump
Initial Franchise Fee2 $60,000 $60,000 of the Us
sum
Franchise
Agreement
Transportation
Travel & Living Expenses Lump Prior to
$500 $3,000 carriers, Hotel
while Training3 sum training
Facilities, Etc.
Landlord,
As
Real Estate/Lease4 $22,500 $46,500 As incurred Approved
arranged
Suppliers
Approved
5 As Suppliers,
Net Leasehold Improvements $52,400 $200,000 As incurred
arranged Architects,
Contractors,
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Method To Whom
Type of Expenditure1 Low Amount High Amount of When Due Payment is to be
Payment Made
Local, State or
Federal
Government &
third-party
vendors
As Approved
Signage6 $10,000 $25,000 As incurred
arranged Suppliers
As Before
Insurance7 $1,000 $2,500 Insurance Carrier
Arranged Opening
Payments for Fitness Us and other
Lump Before
Equipment and Other FFE $3,700 $14,300 Approved
sum Opening
Package – 3 Months8 Suppliers
Retail Inventory Package for Lump Before

$12,000 $12,000 Us
Presale & Soft Opening9 Sum Opening
Computer System
As As Us and Third-
Component(s) and Software $6,500 $6,500
arranged arranged Party Suppliers
Setup10
As As Approved
Audio/Visual Equipment11 $47,000 $47,000
arranged arranged Suppliers
As Before Approved
Initial Marketing Spend12 $15,000 $20,000
arranged Opening Suppliers
Us and
13 As Before transportation
Authorized Coach Training $5,000 $5,000
arranged Opening carriers, hotel
facilities, etc.
Technology Fee – 4 Months (1
month prior to opening and 3 As As
$1,516 $1,516 Us
months) and Music Licensing arranged arranged
Fee (3 Months)
Employees,
Additional Funds - First Three As
$10,000 $40,000 As incurred Vendors and
(3) Months14 arranged
Utilities
Total15 $247,116 $483,316
Notes to Table A in Item 7:

1
General. The initial investment table shows certain expenditures required to establish and operate a
Studio. Note that these amounts may vary widely, and the amounts you have to spend or invest may be higher or
lower than the estimated amounts, depending on location, size of the Studio, marketing conditions and other
factors. We strongly recommend that you verify actual costs in your area, and for your intended location, and
prepare a business plan and have it reviewed by your own independent adviser, like an accountant, before making
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any commitments to us or anyone else. Due to legal restrictions, we will not prepare, review or comment on any
business plan for a prospective Franchisee.
All amounts payable to us are nonrefundable, unless otherwise noted. Amounts payable to
suppliers/vendors are refunded according to arrangements you make with the vendor, if any. These figures are
estimates of the range of your initial costs in the first three months of operation only. Leasing and financing is
available for many of the above expenses. We do not offer direct or indirect financing, but we may assist you in
obtaining working capital through other sources. See Items 5 and 6, and other parts of this Disclosure Document,
for more information regarding Initial Franchise Fees and other costs. All estimates listed in the table above
exclude tax.
2
Initial Franchise Fee. The Initial Franchise Fee is non-refundable. The Initial Franchise Fee for a single
Studio is $60,000. We do not provide financing for the Initial Franchise Fee.
3
Travel and Living Expenses While Training. This estimate is designed to cover the costs and expenses
you might incur in connection with you (or if you are an entity, one (1) of your operating principals you designate
to be the Designated Operator for the Studio) attending and completing the required initial training described more
fully in Item 11 of this Disclosure Document. We will not charge you or your Designated Operator for this portion
of our initial training that must completed on behalf of the franchisee/owner under your Franchise Agreement.
You will be responsible for the costs and expenses associated with attending this training (e.g., transportation,
meals, lodging and other expenses). The amount you will spend while training will depend on several factors,
including the number of persons attending, the distance you must travel and the type of accommodations you
choose, if any are needed. The estimate assumes that you (or your Designated Operator) will attend their respective
training at the same time at our headquarters or one (1) of designated training Studios.
The estimated RH University Tuition fees associated with your initial coaches is accounted for in the
estimate of “Coach Training” in the Chart above.
4
Real Estate/Lease. If you do not own adequate Studio space, you must lease suitable premises. These
figures assume that the leased premises will be at least 2,000 square feet and that you will hire a lawyer to negotiate
the details of your lease on your behalf. Landlords may also vary the base rental rate and charge rent based on a
percentage of gross sales. In addition to base rent, the lease may require you to pay common area maintenance
charges (“CAM Charges”), your pro rata share of the real estate taxes and insurance, and your pro rata share of
HVAC and trash removal. The actual amount you pay under the lease will vary depending on the size of the
Studio, the types of charges that are allocated to tenants under the lease, your ability to negotiate with landlords,
and the prevailing rental rates in the geographic area. You will also likely be required to pay a security deposit.
This estimate assumes your security deposit will amount to approximately one (1) month of rent. This estimate also
covers the legal and other professional fees associated with securing an approved premises, including appropriate
lease negotiations based on estimates we have received from a panel of legal professionals that have experience
working with our System franchisees (and those of our affiliate franchisors) in connection with such negotiations
and associated pre-opening legal work. We do not require that you use one of the approved providers on this panel,
but we recommend you do so and provide this information as part of the System as a resource.
Since rental, improvement and other real-estate-related costs can vary significantly by area, it’s your
responsibility to (1) independently research all applicable laws and regulations, and real estate market conditions
and costs where you plan to locate and operate your facility, and (2) obtain appropriate advice from your own
accountant, attorney and real estate professional, before signing any binding documents or making any
investments or other commitments, whether to us or anyone else.
5
Net Leasehold Improvements. The cost of leasehold improvements will vary depending on: (i) the size
and configuration of the premises which will be approximately 2,000 square feet; (ii) pre-construction costs (e.g.,
demolition of existing walls and removal of existing improvements and fixtures); and (iii) cost or materials and
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labor which may vary based on geography and location. It includes the net cost of leasehold improvements,
including floor coverings, wall treatments, ceilings, painting, electrical, carpentry, plumbing, HVAC, and similar
work, as well as materials and the cost of labor. These amounts may vary substantially based on local conditions,
including the availability and prices of labor and materials. These amounts may also vary depending on whether
certain of these costs will be incurred by the landlord and allocated over the term of the lease. In certain major
metropolitan markets such as Boston, Chicago, New York, Los Angeles, San Francisco, Seattle, and Washington,
D.C., costs could be significantly higher than the estimates provided here due to local market rates for materials
and labor. You must adapt our prototypical plans and specifications for the construction and finish-out of the
Studio, including approved flooring and other vendors or materials as designated. We highly suggest you receive
multiple general contractor bids to determine your estimated build-out costs.
This estimate also includes amounts you may expend in connection with architectural services, sound
engineer consultants, utility deposits, and expenses incurred to acquire the required local business licenses and
permits. We make no representations or assurances as to what (if any) licenses, permits, authorizations or
otherwise may be required in connection with your studio. You should investigate applicable requirements in your
area and the related costs, including receiving advice from regulatory agencies and your own lawyer, before
making any commitments, whether to us or anyone else.
For clarity, the estimates presented herein are net of tenant improvement amounts incurred and reimbursed
by the landlord. This estimate presented herein is also assuming an average landlord tenant improvement
contribution range between $35,000 and $190,000, or an average of $100,000. The actual amount of tenant
improvement allowance you will receive can vary depending on your negotiations with the landlord.
6
Exterior and Interior Signage. You will need to purchase appropriate signage for your Studio that we
approve. The cost of your signage may be more or less than this estimate, and depends on the size, type, number
of signs, and method of installation you choose. Each landlord has different restrictions it places on interior and
exterior signage that may affect your costs.
7
Insurance. This estimate is for three months of your minimum required insurance. The actual cost may
be more than shown here. You will need to check with our Approved Supplier for for any updates to the actual
premium quotes and costs, and for the actual amount of deposit. Insurance costs can vary widely, based on the
area in which your business is located, your experience with the insurance carrier, the loss experience of the
carrier, the amount of deductibles and of coverage (which may vary based on landlord requirements), the revenue
generated by your Studio, and other factors beyond our control. You should obtain appropriate advice from your
own insurance professional before signing any binding documents or making any investments or other
commitments, whether to us or anyone else.
8
Payments in Connection with Fitness Equipment and Other FFE Package. Our standard franchise
offering assumes and expects that a new System franchisee will acquire the required Fitness Equipment and Other
FFE Package components via a lease-to-own or comparable program that you enroll in with a third-party provider.
As such, the range above is designated to capture and account for the typical deposit and payments you will make
to a supplier that (a) we have approved and with whom other System franchisees have entered into agreement, or
(b) other supplier you determine appropriate that provides this kind of program. We reserve the right to approve
this provider prior to you entering into a lease-to-own or comparable program provider. The initial required amount
of rowing and other exercise equipment for a standard Studio is approximately 26 rowing ergometers, free weights
of various sizes, various equipment/supplies for use in connection with the provision of the Approved Services,
and certain other equipment used in connection with the Studio. There will also be additional items, including
equipment, furniture, fixtures and ancillary costs included in this amount. The amount of equipment and
corresponding investment will likely vary based on the size and layout of your Studio. Financing for certain
equipment may be available, but neither we nor our affiliates provide such financing. This range also includes
expenses that will be incurred when decorating and furnishing the Studio. Both the low-end and the high-end
numbers assume that you will lease or make comparable installment payments on all furniture, fixtures and related
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supplies (rather than directly purchasing these items). This estimated range also accounts for the estimated costs
associated with arranging for the shipping and installation of all of your equipment and furniture/fixtures. These
amounts may vary based upon the location of your Studio.
If you determine not to follow our System-recommended practice of leasing this equipment associated
with our standard franchise offering described above, the estimated cost to purchase this equipment outright will
be more costly as an initial investment (between approximately $58,000 and $72,000) and will be paid to us or
our designated supplier of such equipment.
9
Retail Inventory Package for Presale and Soft Opening. This estimate is the cost associated with
acquiring the following proprietary and required items: opening stock of retail inventory which includes, but is
not limited to, presale merchandise, branded apparel made up of tops, bottoms, and accessories. The entire package
must be purchased prior to Soft Opening. Shipping is not included. If credit is not used within 180 days of Soft
Opening, credit will expire.
10
Computer System, Related Equipment and Software. You may need to purchase a laptop for activities that
take place outside of the studio. You will also need to use our required Point of Sale system (“POS”) for use in the
operation of the Studio. Your computer system must be equipped with a high-speed connection to the Internet and
must include a local area network with a dedicated server. You can expect initial cash outlays to be lower if the
items can be leased rather than purchased. These costs are paid to suppliers, when incurred, before beginning
business and are usually not refundable. Please see Item 11 of this Disclosure Document for more information on
the Computer System. You will pay the third-party vendor directly for all fees associated for the ongoing use of the
software. (Please see Item 6 of this Disclosure Document for the fee amount and more details on the software.)
11
Audio / Visual Equipment. The Audio / Visual Equipment package comes with a computer which will be
used for front desk operations. You are required to have at least one (1) surveillance camera installed in the Studio.
You may be required to purchase the camera(s) and related accessories from an Approved Supplier (see Item 8 of
this Disclosure Document). The camera(s) must be web accessible. You will use the camera to monitor teacher
performance, quality assurance and safety. We have an absolute right to also review and monitor the camera(s)
for the same purposes as you, and to ensure compliance with the System. You are responsible for ensuring
customer consent and for any failure to obtain such consent. You must indemnify us for any breaches of privacy
from your use of any surveillance camera. You must use our Approved Supplier for the purchase your audio/visual
equipment package (the “AV Package”) and the computer system components we require you to utilize in connection
with your Franchised Business, including but not limited to, a personal computer and the Point of Sale system
(“POS”) hardware and software for use in the operation of the Studio. Your computer system must be equipped with
a high-speed connection to the Internet and must include a local area network with a dedicated server. We will make
available to you a certain business management software program specific for the Studio to be loaded on to your
system. You will pay the third-party vendor directly for all fees associated with the use of the software. (Please see
Item 6 of this Disclosure Document for the fee amount and more details on the software.)
12
Initial Marketing Spend. You are required to expend this “Initial Marketing Spend” in coordination with
the pre-opening sales plan we approve or designate for your Studio as part of the opening support program that our
approved supplier provides in connection with your Studio, as we determine appropriate in our discretion (the
“Opening Support Program”). Typically, we expect your Opening Support Program to commence prior to the “soft
opening” of your franchised Studio through your actual opening of the Studio. These funds must be expended on
your Opening Support Program and any other pre-opening marketing and/or advertising activities we designate. We
may require that you expend any portion of these funds on services or product supplied by one or more of our
Approved Suppliers. We will have the right to modify its Opening Support Program as we determine appropriate in
our sole discretion. You must provide us with supporting documentation evidencing these expenditures upon our
request. This estimate is in addition to your required contributions to the Fund.
13
Coach Training. This range is to cover the amounts payable in connection with the Coach Training that
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your initial coaches must complete prior to providing any classes or other Approved Services at your franchised
Studio. This estimate assumes that you will pay us to have one (1) of our Master Trainers provide this type of Coach
Training at your franchised Studio where all your initial Authorized Coaches will attend and complete such training
prior to the grand opening of your Studio. You may incur additional travel in connection with our instructors
traveling to train your coaches.
14
Additional Funds – First Three (3) Months. This is an estimate of certain funds needed to cover your
business (not personal) expenses during the first three (3) months of operation of the Studio. These expenses
include initial personnel wages; ongoing purchases of equipment and supplies; marketing expenses/fees and local
advertising; utilities; and repairs and maintenance. Your cost will depend upon your management skill, experience
and business acumen; local economic conditions; the prevailing wage rate; competition; and sales of the Studio
during the period. This estimate is based on: (i) the experience of opening and commencing operations of the
Existing Studios;(ii) our experience in franchising since our inception and the experience of our System
franchisees based on reports and other information they provide (iii) the experience of our sister brands in
developing other fitness concepts and information related to their respective studio investment costs; and (iv)
current estimates we have received from our Approved Suppliers and other third party vendors. The availability
and terms of financing to you will depend upon factors such as the availability of financing in general, your credit-
worthiness, the collateral security that you may have, and policies of lending institutions concerning the type of
business you operate. This estimate does not include any finance charge, interest, or debt service obligation.
15
Total Estimated Initial Investment. The total listed above does not include compensation for your time
or labor or any return on your investment. Your costs will vary depending on such factors as: the location and
size of the Studio, how closely you follow the System; your management and marketing skills, experience and
general business ability; and local and general economic and market conditions, including disposable income.
You should review these figures carefully with a business advisor (such as an accountant) before making any
commitments. In preparing each of the ranges and figures in this chart, we relied on the experience of: (i) our
affiliate in opening one (1) affiliate-owned Studio; (ii) our experience in franchising since our inception; (iii) those
System franchisees that reported information in connection with the development of their respective franchised
Studios that meet our current System standards, specifications and criteria; (iv) the experience of our sister brands
in developing other fitness concepts and information related to their respective studio investment costs; and (iv)
current estimates we have received from our Approved Suppliers and other third party vendors.
B. Development Agreement (Using Example of Franchise Award to Develop 3 Studios)
TYPE OF AMOUNT METHOD WHEN DUE TO WHOM PAYMENT

EXPENDITURE1 OF IS TO BE MADE
PAYMENT
Development Fee2 $135,000 Lump sum, in At signing of Us
cash, certified the
check or bank Development
wire Agreement.
Initial Investment to Open $187,116 to $423,316 See Chart A of this Item 7.
Initial Franchised
Business3
TOTAL ESTIMATED $322,116 to $558,316 This is the total estimated initial investment to enter into a
INITIAL INVESTMENT Development Agreement for (a) the right to develop a total of
three Franchised Businesses, and (b) costs to open and
commence operating your initial Franchised Business (as
described more fully in Chart A of this Item 7). See Note 3.
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Notes to Table B in Item 7:
1
General. All amounts payable to us are nonrefundable, unless otherwise noted. Amounts payable to
suppliers/vendors are refunded according to arrangements you make with the vendor, if any. These figures are
estimates of the range of your initial costs in the first three months of operating the initial Franchised Business
you are granted under your Development Agreement only.
2
Development Fee. The Development Fee is non-refundable. The Development Fee is described in
greater detail in Item 5 of this Disclosure Document, and this Development Fee is for the right to open and operate
a total of three Franchised Businesses (provided you comply with your development obligations under the
Development Agreement). If you choose to open more than three Franchised Businesses, your Development Fee
will be calculated as follows: (i) $45,000 per Franchised Business if you are awarded the right to develop three
to five Franchised Businesses; $40,000 per Franchised Business if you are awarded the right to develop six to nine
Franchised Businesses; and (iii) $35,000 per Franchised Business if you are awarded the right to develop 10 or
more Franchised Businesses.
3
Initial Investment for First Franchised Business. This figure represents the total estimated initial
investment required to open the initial Franchised Business you agreed to open and operate under the Development
Agreement. You will be required to enter into our then-current form of franchise agreement for the initial
Franchised Business you open under your Development Agreement, most likely once you have found a Premises
for the business that we approve. The range includes all the items outlined in Chart 7.A. of this Item, except for
the $60,000 Initial Franchise Fee (because you are not required to pay any Initial Franchise Fee for those
Franchised Businesses you open under the Development Agreement). It does not include any of the costs you will
incur in developing, opening and initially operating any additional Franchised Business(es) that you are required
to develop after your initial Franchised Business under your Development Agreement.
ITEM 8
RESTRICTIONS ON SOURCES OF PRODUCTS AND SERVICES
You must operate all aspects of your Franchised Business in strict conformance with the methods,
standards and specifications of our System. Our methods, standards, and specifications will be communicated to
you in writing through our confidential Manuals and other proprietary guidelines and writings that we prepare for
your use in connection with the Franchised Business and System. We may periodically change our System
standards and specifications from time to time, as we deem appropriate or necessary in our sole discretion, and
you will be solely responsible for costs associated with complying with any modifications to the System.
Approved Products and Services
You may only market, offer, sell and provide the Approved Services, as well as any related merchandise
and other products that Franchisor authorizes for sale in conjunction with the Approved Services (the “Approved
Products”) at your Franchised Business in a manner that meets our System standards and specifications. We will
provide you with a list of our then-current Approved Products and Services, along with their standards and
specifications, as part of the Manuals or otherwise in writing prior to the opening of your Franchised Business.
We may update or modify this list in writing at any time.
If you wish to offer any product or service in your Franchised Business other than our Approved Products
and Services, or use any item in connection with your Franchised Business that does not meet our System
standards and specifications, then you must obtain our prior written approval as described more fully in this Item.
Approved Suppliers
We have the right to require you to purchase any items or services necessary to operate your Franchised
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Business from a supplier that we approve or designate (each, an “Approved Supplier”), which may include us or
our affiliate(s). We will provide you with a list of our Approved Suppliers in writing as part of the Manuals or
otherwise in writing, and we may update or modify this list as we deem appropriate.
Currently, we have Approved Suppliers for the following items that you must purchase in connection with
the establishment and/or operation of your Franchised Business: (i) Opening Retail Inventory; (ii) the Furniture
and Fixture Package; (iii) the RH University that your coaches must complete to become Authorized Coaches
(and related materials); (iv) the online course that your coaches must attend prior to attending RH University; (v)
certain other exercise equipment/supplies; (vi) interior graphics and exterior signage; (vii) insurance coverage;
(viii) shipping and installation services; (ix) training materials, including the “Webinar Training” associated with
the RH University; (x) counsel to review and negotiate potential leases; (xi) proprietary point-of-sale system (the
“POS System”) and then-current software we require you to use in connection with that POS System and your
Studio; (xii) sound consultant services; and (xiii) insurance, subject to laws where the Franchised Business is
located.
Currently, we and our affiliates: (i) are the only Approved Supplier for the Pre-Sale and Soft Opening
Retail Inventory Package, Fitness Equipment and Other FFE Package and the technology we provide as part of
your Technology Fee; and (ii) will be the only party that can (a) provide your initial staff of prospective
Authorized Coaches with the RH University, and (b) supply our proprietary online program designed to provide
the Row House University training to subsequent or replacement Authorized Coaches. If you determine to outright
purchase this Package, we may designate ourselves or our affiliate as the Approved Supplier for that package. As
of the Issue Date, we are the Approved Supplier of all of certain components the Fitness Equipment and Other
FFE Package that we expect, and our standard franchise offering assumes, will be acquired via a lease-to-own or
similar program with one or our designated Approved Suppliers or an alternate provider that we approve consistent
with the procedure detailed more fully below in this Item 8.
We may develop proprietary products for use in your Franchised Business, including private-label
products that bear our Marks, and require you to purchase these items from us or our affiliate(s). We may
recommend an architect, but you are ultimately required to locate and engage such an architect that is licensed
where your Studio is located.
If you wish to purchase a product or service that we require you to purchase from an Approved Supplier
from an alternate source, then you must obtain our prior written approval as outlined more fully in this Item. We
may provide our standards and specifications for our Approved Products and Services directly to our Approved
Suppliers, and may provide these standards and specifications to an alternative supplier you propose if: (i) we
approve the supplier in writing as outlined more fully in this Item; and (ii) the alternative supplier agrees to sign
our prescribed form of non-disclosure agreement with respect to any confidential information we disclose.
Except as provided above in this Item: (i) neither we nor any of our affiliates are an Approved Supplier
for any items you are required to purchase in connection with your Franchised Business; and (ii) none of our
officers own an interest in any of our Approved Suppliers other than us.
We reserve the right to designate us or any of our affiliates as an Approved Supplier with respect to any
other item you must purchase in connection with your Franchised Business in the future.
Required Purchases and Right to Derive Revenue
The products or services we require you to purchase or lease from an Approved Supplier, or purchase or
lease in accordance with our standards and specifications, are referred to collectively as your “Required
Purchases.” We estimate that your required purchases, purchases from Approved Suppliers and purchases that must
meet our specifications in total will be about 70% - 95% of your total purchases to establish the Studio and about
15% - 50% of your purchases to continue the operation of the Studio. Please be advised that these percentages do
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not include the lease payments that you make in connection with your premises.
We and our affiliates reserve the right to derive revenue from any of the purchases (items or services) that
our System franchisees are required to make in connection with the Franchised Business. As of our fiscal year
end of December 31, 2021, we derived $1,828,828 or 21% of our total revenue of $8,896,652 over our past fiscal
year, from System franchisee’s required purchases.
Non-Approved Product/Service and Alternate Supplier Approval
We may, but are not obligated to, grant your request to: (i) offer any products or services in connection
with your Franchised Business that are not Approved Products and Services; or (ii) purchase any item or service
we require you to purchase from an Approved Supplier from an alternative supplier.
If you wish to undertake either of these actions, you must request and obtain our approval in writing
before: (i) using or offering the non-approved product or service in connection with your Franchised Business; or
(ii) purchasing from a non-approved supplier. You must pay our then-current supplier or non-approved product
evaluation fee when submitting your request, as well as cover our costs incurred in evaluating your request. We
may ask you to submit samples or information so that we can make an informed decision whether the goods,
equipment, supplies or supplier meet our specifications and quality standards. In evaluating a supplier that you
propose to us, we consider not only the quality of the particular product at issue, but also the supplier’s production
and delivery capability, overall business reputation and financial condition. We may provide any alternate supplier
you propose with a copy of our then-current specifications for any product(s) you wish the supplier to supply,
provided the supplier enters into a confidentiality and non-disclosure agreement in the form we specify. We may
also inspect a proposed supplier’s facilities and test its products and/or services, and request that you reimburse
our actual costs associated with the testing/inspection.
We will notify you in writing within 30 days after we receive all necessary information and/or complete
our inspection or testing to advise you if we approve or disapprove the proposed item and/or supplier. The criteria
we use in approving or rejecting new suppliers is proprietary, but we may (although are not required to) make it
available to you upon request. Each supplier that we approve must comply with our usual and customary
requirements regarding insurance, indemnification and non-disclosure. If we approve any supplier, we will not
guarantee your performance of any supply contract with that supplier under any circumstances. We may re-inspect
and/or revoke our approval of a supplier or item at any time and for any reason to protect the best interests and
goodwill of our System and Marks. The revocation of a previously approved product or alternative supplier is
effective immediately when you receive written notice from us of revocation and, following receipt of our notice,
you may not place any new orders for the revoked product, or with the revoked supplier.
Purchasing Cooperatives and Right to Receive Compensation
We may, when appropriate, negotiate purchase arrangements, including price terms, with designated and
Approved Suppliers on behalf of the System. We may establish strategic alliances or preferred vendor programs
with suppliers that are willing to supply some products, equipment, or services to some or all of the Studios in our
System. If we do establish those types of alliances or programs, we may: (i) limit the number of approved suppliers
with whom you may deal; (ii) designate sources that you must use for some or all products, equipment and
services; and (iii) refuse to approve proposals from franchisees to add new suppliers if we believe that approval
would not be in the best interests of the System.
We and/or our affiliate(s) may receive payments or other compensation from Approved Suppliers or any
other suppliers on account of these suppliers’ dealings with us, you, or other Franchised Businesses in the System,
such as rebates, commissions or other forms of compensation. We may use any amounts that we receive from
suppliers for any purpose that we deem appropriate. We and/or our affiliates may negotiate supply contracts with
our suppliers under which we are able to purchase products, equipment, supplies, services and other items at a
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price that will benefit us and our franchisees.
We reserve the right to create additional purchasing cooperatives in the future. We may negotiate volume
purchase agreements with some vendors or Approved Suppliers for the purchase of goods and equipment needed to
operate the Studio.
Franchisee Compliance
When determining whether to grant new or additional franchises, we consider many factors, including
your compliance with the requirements described in this Item 8. You do not receive any further benefit as a result
of your compliance with these requirements.
Insurance
As a franchise owner, you are required to obtain and maintain, at your sole expense, the required insurance
coverages as we prescribe in your Franchise Agreement and/or Manuals. We may amend, modify, supplement or
otherwise change the coverages or policies required below up thirty (30) days’ written notice to you (or such shorter
period of time that we determine appropriate if a health/safety or infringement-related issues arises) via the Manuals
or otherwise. While the specifications and standards for such coverages may vary depending on the size of your
Studio and/or other factors, such as what is customary for businesses of your type in your area, as of the Issue
Date we typically require the following in connection with a franchised Studio opened in a traditional site:
1. Commercial General Liability insurance covering your day-to-day business operations and premises
liability exposures with limits not less than the following:
a. Each Occurrence: $1,000,000
b. General Aggregate: $5,000,000 (per location)
c. Products Completed Operations Aggregate: $5,000,000
d. Personal and Advertising Injury: $1,000,000
e. Participant Legal Liability: $1,000,000
f. Professional Liability: $1,000,000
g. Damage to Premises Rented to You: $1,000,000
h. Employee Benefits Liability (each employee): $1,000,000
i. Employee Benefits Liability (aggregate): $2,000,000
j. Medical Expense (any one person): $5,000
k. Sexual Abuse and Molestation: included (not excluded)
Such insurance shall include coverage for contractual liability (for liability assumed under an “insured contract”),
products-completed operations, personal and advertising injury, premises liability, third party property damage
and bodily injury liability (including death).
2. Automobile Liability insurance covering liability arising out of your use, operation or maintenance of any
auto (including owned, hired, and non-owned autos, trucks or other vehicles) in connection with your ownership
and operation of the franchise, with limits not less than the minimum compulsory requirements in your state (note:
it is highly recommended to maintain a least $1,000,000 each accident combined single limit for bodily injury and
property damage). This requirement only applies to the extent that owned, leased or hired/rented vehicles are
used in the operation of the franchise.
3. Workers Compensation insurance covering all of your employees with statutory coverage and limits as
required by state law. Such insurance shall include coverage for Employer’s Liability with limits not less than
$500,000 each accident, $500,000 disease – each employee, and $500,000 disease – policy or limit.
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4. Property insurance written on a special causes of loss coverage form with limits not less than the current
replacement cost of the Studio’s business personal property (including furniture, fixtures and equipment) and
leasehold improvements (tenant improvements). Such Property insurance shall include glass coverage with limits
not less than $25,000, signage coverage with limits not less than $10,000, and business interruption/extra expense
coverage with limits not less than twelve months of rent.
5. Employment Practices Liability insurance with limits of not less than $1,000,000 per claim in the
aggregate, with a retention not larger than $25,000, providing defense and coverage for claims brought by any of
your employees or other personnel alleging various employment-related torts. Said policy shall also include Third
Party Employment Practices Liability coverage.
Your policies must be written by an insurance company licensed in that state in which you operate the Studio and
the insurance company must have at least an “A” Rating Classification as indicated in A.M. Best’s Key Rating
Guide. Us, as well as our Parent and subsidiaries/affiliates, shall be included as Additional Insureds on Studio’s
Commercial General Liability policy.
Computer System
You must purchase the computer system that we specify, including computer hardware, software, point of
sale system, inventory control systems, and high-speed network connections (collectively, the “Computer System”).
The component parts of the Computer System must be purchased from approved suppliers. If we require you to use
any proprietary software or to purchase any software from a designated vendor, you must sign any software license
agreements that we or the licensor of the software require and any related software maintenance agreements. The
Computer System is described in more detail in Item 11 of this Disclosure Document.
ITEM 9
FRANCHISEE’S OBLIGATIONS
This table lists your principal obligations under the franchise and other agreements. It will help
you find more detailed information about your obligations in these agreements and in other items of the
Disclosure Document.
Section in Disclosure
Section in Franchise
Obligation Development Document
Agreement
Agreement Item
a. Site Selection and Sections 1.2, 6.1, 6.2, 7.2 Section 8 Items 11 and 12
acquisition/lease and 7.3 of Franchise
Agreement
b. Pre-opening Sections 6.1, 6.2, 7.2, 7.3 Section 8 Items 5, 7 and 8
purchases/leases and 8.4 of Franchise
Agreement
c. Site development and Sections 6.1, 6.2, 7.1 and Section 3 Items 6, 7 and 11
other pre-opening 7.3 of Franchise
requirements Agreement
d. Initial and ongoing Sections 5.8 and 6.3 of Not Applicable Items 6, 7 and 11
training Franchise Agreement
e. Opening Sections 2.2 and 6.9 of Section 3, Exhibit B Item 11
Franchise Agreement
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Agreement
Agreement Item
f. Fees Sections 3.2.F., 5, 9.1 and Section 9 Items 5 and 6

14.2 of
Franchise Agreement
g. Compliance with Sections 1.2, 2.2, 4.2, 6.4, Section 3 Item 11
standards and policies 6.6, 6.7, 7.1, 7.3, 7.4, 8.7
/ Operating Manual and 9.3 of Franchise
Agreement
h. Trademarks and Sections 1.1, 4, 12.1, 15.1 Section 13 Items 13 and 14
proprietary and 15.3 of Franchise
information Agreement
i. Restrictions on Sections 1.3, 2.1, 2.2, 7.1, Not Applicable Items 8 and 16
products/services 8.1 and 8.4 of Franchise
offered Agreement
j. Warranty and Section 8.3 of Franchise Not Applicable Not Applicable
customer service Agreement
requirements
k. Territorial Sections 1.3 and 8.8 of Section 1, 3, and Item 12
development and sales Franchise Agreement Exhibit B
quotas
l. Ongoing Sections 8.4 and 10.3 of Not Applicable Items 8 and 11
product/service Franchise Agreement
purchases
m. Maintenance, Sections 3.2.D. and 7.4 of Not Applicable Items 6 and 17
appearance and Franchise Agreement
remodeling
requirements
n. Insurance Section 10.4 of Franchise Not Applicable Items 6, 7 and 8
Agreement
o. Advertising and Fund Sections 5.6 and 9 of Not Applicable Items 6 and 11
Franchise Agreement
p. Indemnification Section 11.2 of Not Applicable Item 6
Franchise Agreement
q. Owner’s participation/ Sections 8.3 and 8.6 of Section 7 Item 15
management/staffing Franchise Agreement
r. Records and reports Sections 10.1 and 10.3 of Not Applicable Item 11
Franchise Agreement
s. Inspections and audits Sections 8.2 and 10.2 of Not Applicable Items 11
Franchise Agreement
t. Transfer Section 14 of Franchise Section 16 Items 6 and 17
Agreement
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Agreement
Agreement Item
u. Renewal Section 3.2 of Franchise Not Applicable Item 17

Agreement
v. Post-termination Sections 13.1 and 15.3 of Sections 14, 15 Item 17
obligations Franchise Agreement
w. Non-competition Sections 12.2 and 13 of Section 11 Item 17
covenants Franchise Agreement
x. Dispute resolution Section 16 of Sections 21, 22 Item 17
Franchise Agreement
ITEM 10
FINANCING
We offer indirect financing through the third-party providers described below for certain amounts due
under the Franchise Agreement. The third-party providers listed below sponsor our annual franchise convention
which we share with our affiliate franchisors listed under the (“Franchisors” heading in Item 1) at a minimum
level of $10,000. We do not guarantee your note, lease or any other obligation. We do not offer direct financing
and as such it is not our practice or intent to sell, assign, or discount any financing arrangement. As security for
the performance of your obligations under the Franchise Agreement, including payments owed to us for purchases
by you, you must grant us a security interest in all of the assets used in the operation of the Studio.
Liability
Item Source of Down Amount Interest Monthly Prepay Security Upon Loss of Legal
Financed Financing Payment Financed Term Rate Payment Penalty Required Default Right on Default
Pre-Sales and $58,000 to
Soft Opening $72,00
Retail
Inventory
Package & Lender will
Fitness repossess
Equipment Varies equipment and
and Other based on schedule payment
FFE Package, amount Lien on plan for balance
which financed, financed due. If lender is
includes down equipment able to resell
furniture, payment, only; no equipment, resale
millwork, term, and additional price will be
equipment, 0% to 2 to 5 5.9% to interest collateral Unpaid applied to balance
and shipping. Amerifund 20% years 18% rate None required balance due.
Pre-Sales and $58,000 to Eligible to May Lender No right of
Soft Opening $72,00 Varies prepay require: may offset, defense or
Retail based on after first personal repossess counterclaim of
Inventory amount year; guaranty; equipme any kind against
Package & financed, sliding lien on nt and Macrolease; no
Fitness down scale equipment seek preclusion from
Equipment 0% to 3 to 4 6.5% to payment, thereafter. financed; relief taking action
and Other MacroLease 20% years 8.5% term, and Maximum lien on based on against third
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Liability
Item Source of Down Amount Interest Monthly Prepay Security Upon Loss of Legal
Financed Financing Payment Financed Term Rate Payment Penalty Required Default Right on Default
FFE Package, interest penalty of business; guarante parties, as long as
which rate 3% personal ed assets that action does
includes assets as and not impact
furniture, collateral personal payment
millwork, assets obligation to
equipment, Macrolease.
and shipping.
Pre-Sales and $58,000 to
Soft Opening $72,00
Retail
Inventory
Package & Sliding
Fitness scale;
Equipment total of all
and Other payments
FFE Package, Varies in first
which based on year;
includes amount principal Lien on
furniture, First and financed, balance financed
millwork, last term, and plus 0% to equipment; Lender can
equipment, months’ 1 to 5 interest 5% personal Unpaid repossess and
and shipping. Navitas payments years 8.9% rate thereafter guaranty balance resell equipment
ITEM 11
FRANCHISOR'S ASSISTANCE, ADVERTISING, COMPUTER SYSTEMS AND TRAINING
Except as listed below, we are not required to provide you with any assistance.
A. Pre-Opening Assistance
Franchise Agreement
Before you open the Studio:
1. We will provide you (or, if you are an entity, your Designated Operator), as well as your Designated
Manager (if appointed) with the respective initial training that such individuals are required to attend and complete
prior to opening your Franchised Business. We will typically provide the Initial Training Program to you and your
designated trainees within the 30 days preceding your Studio opening, but that timing will be subject to the
availability and schedules of our training personnel. We will provide this Initial Training Program at our corporate
headquarters or other training facility we designate, and this initial training (as well as other training provided by us
in connection with your Studio) is described more fully below in this Item under the heading “Training.” (Franchise
Agreement, Section 6.3).
2. We will also provide the RH University to the initial staff of prospective Authorized Coaches that
wish to become Authorized Coaches and provide the Approved Services at your Studio prior to the opening of your
Studio, and you will pay us our-then current RH University Tuition for this pre-opening training (currently, $8,000).
Other than the training obligations set forth in Item 11, you will be responsible for hiring and training all other Studio
employees. (Franchise Agreement, Section 6).
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2. If the Authorized Location for your Studio has not been identified at the time the Franchise
Agreement is signed, we will work with you to designate a geographical area within which you must secure an
Authorized Location for your Studio (“Designated Market Area”). (Franchise Agreement, Section 1.3). We will
also comply with our obligations with respect to site selection assistance and site approval as set forth more fully
below in this Item under the heading “Site Selection Assistance and Time to Open.”
3. Prior to you attending your required initial training, we will loan you one copy of the Manual,
which contains mandatory and suggested specifications, standards and procedures. The Manual is confidential
and remains our property. We may modify the Manual. (Franchise Agreement, Section 6.4). The Table of
Contents of the Manual is attached to this Disclosure Document as Exhibit E. The Manual currently consists of
94 pages.
4. Within 30 calendar days of execution of your Franchise Agreement, we will provide you (through
the Manual or otherwise) with specifications for the layout and design of the Studio (Franchise Agreement,
Sections 6.2, 7.1 and 7.3).
5. Within 30 calendar days of execution of your Franchise Agreement, we will provide you (through
the Manual or otherwise) with a list of the ergometers, fitness equipment and gear, standard fixtures, furnishings,
supplies, and signs to be used in the Studio, as well as certain other Required Items and a list of Approved Suppliers
(Franchise Agreement, Section 6.6).
6. We will provide you with the “Furniture and Fixture Package” (as described in more detail in
Item 5 of this Disclosure Document), including the cost of shipping and installation, though the act of shipping
and installing the Furniture and Fixture Package may be carried out by a third party. We will also provide you
with the Opening Retail Inventory Package. Currently, these items are purchased directly from us, but we reserve
the right to designate another approved supplier in our sole discretion. We do not provide written specifications
for the items comprising the Furniture and Fixture Package other than those descriptions that are included in the
Manual. We may, as of the Issue Date, serve as the source and reseller of all or certain components of the Fitness
Equipment and Other FFE Package that we strongly recommend, and our standard franchise offering assumes,
will be acquired via a lease-to-own or similar program that our System franchisees have worked with to date
and/or other provider of such programs that we approve. We may also modify our then-current source of this
Package in the future upon written notice in the Manuals or otherwise.
7. We will license you the use of our trademarks (Franchise Agreement, Section 4.2).
8. We will consult and advise you on the advertising, marketing and promotion associated with the
grand opening of your Studio, as described more fully below in this Item 11. (Franchise Agreement, Sections 6.9
and 9.2).
9. If you enter a Development Agreement, we will designate your Development Area.

(Development Agreement, Section 1 and Exhibit A).
B. Site Selection Assistance and Time to Open
Site Selection Assistance
You must assume all costs, liabilities, expenses and responsibility in connection with: (i) locating, obtaining
and developing a Premises for your Franchised Business; and (ii) constructing, equipping, remodeling and/or
building out the Premises for use as a Franchised Business, all in accordance with our System standards and
specifications. If the Authorized Location for your Studio has not been identified at the time the Franchise Agreement
is signed, we will assign you a Designated Market Area as previously disclosed in this Item. (Franchise Agreement,
Sections 1.2 and 1.3).
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We may provide you with: (i) our current written site selection guidelines, to the extent such guidelines are
in place, and any other site selection counseling and assistance we determine is appropriate; and (ii) the contact
information of any local real estate broker that we have an existing relationship with and that is familiar with our
confidential site selection/evaluation criteria, if we know any such brokers in or around the Designated Market Area
you are assigned. (Franchise Agreement, Sections 1.2, 1.3 and 6.1). We do not generally own the premises that
System franchisees use for their Studio.
Our guidelines for site selection may require that you conduct, at your expense, an evaluation of the
demographics of the market area for the location. Ideally, the Authorized Location of your Studio will be a major,
national-tenant, anchored commercial retail center that meets our then-current requirements for population
density, demographics, available parking, traffic flow and entrance/exit from the site. Our standard franchise
offering assumes a Studio size of approximately 2,000 square feet. You are solely responsible for obtaining all
required construction/build-out licenses and ensuring the Premises comply with all local ordinances and building
codes. (Franchise Agreement, Section 6.1).
If you locate a site, we will approve or disapprove of the site within 30 days after we receive any and all
reasonably-requested information regarding your proposed site from you. (Franchise Agreement, Section 1.2).
We use a software program to evaluate the demographics of a market area for site selection approval. If we cannot
agree on a site, we may extend the time for you to obtain a site, or we may terminate the Franchise Agreement.
We must also have the opportunity to review and approve/reject any lease or purchase agreement for a
proposed location before you enter into such an agreement. We may condition our approval on a number of
conditions, including: (i) the inclusion of the terms outlined in Section 7.2 of the Franchise Agreement and Exhibit
5 to the Franchise Agreement as well as the Collateral Assignment of Lease as set forth in our then-current Manuals
in the lease for the location; and (ii) receiving a written representation from the landlord of the Premises that you
will have the right to operate the Studio, including offering and selling the Approved Products and Services,
throughout the term of your Franchise Agreement. (Franchise Agreement, Sections 2.2(C) and 7.2, and Exhibit 5).
You must secure an Authorized Location that we approve within six (6) months of executing your Franchise
Agreement for that Franchised Business. If you don’t not secure a Premises that we approve within this time period,
then we reserve the right to terminate your Franchise Agreement. (Franchise Agreement, Section 1.2).
Time to Open: Franchise Agreement
We will authorize the opening of your Studio when (i) all of your pre-opening obligations have been
fulfilled, (ii) all required pre-opening training has been completed, including RH University that must be
completed by at least one (1) Authorized Coach to be able to provide the Approved Services from your Studio,
(iii) all amounts due us have been paid, (iv) copies of all insurance policies (and payment of premiums) and all
other required documents have been received by us, and (v) all permits have been approved. (Franchise
Agreement, Sections 5.4, 5.8, 6.3 and 10.4).
The typical length of time between the signing of the Franchise Agreement and the time you open your
Studio is approximately three (3) to six (6) months. Your total timeframe may be shorter or longer depending on the
time necessary to obtain an acceptable Premises, to obtain financing, to obtain the permits and licenses for the
construction and operation of the Franchised Business, to complete construction or remodeling as it may be affected
by weather conditions, shortages, delivery schedules and other similar factors, to complete the interior and exterior
of the Franchised Business, including decorating, purchasing and installing fixtures, equipment and signs, and to
complete preparation for operating the Franchised Business, including purchasing any inventory or supplies needed
prior to opening.
You are required to open your Franchised Business within six (6) months of executing your Franchise
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Agreement, but we may agree in writing to provide you with an additional three (3) months to open your Studio if
you (a) have already secured an approved premises for your Studio, and (b) are otherwise making diligent and
continuous efforts to buildout and otherwise prepare your Franchised Business for opening throughout the six (6)
month period following the execution of your Franchise Agreement. If you do not open your Studio within the time
period set forth in the Franchise Agreement, we will have the option to terminate your Franchise Agreement.
(Franchise Agreement, Sections 1.2 and 2.2).
Time to Open: Development Agreement (if applicable)
If you have entered into a Development Agreement to open and operate three (3) or more Franchised
Businesses, your Development Agreement will include a Development Schedule containing a deadline by which
you must have each of your Franchised Businesses open and operating. (Development Agreement, Exhibit A). We
will approve sites for additional Franchised Businesses developed under your Development Agreement using our
then-current site selection criteria.
C. Our Obligations During the Operation of the Franchised Business
Except as listed below, we are not required to provide you with any assistance.
During the operation of the franchised business:
1. We will specify or approve certain equipment and suppliers to be used in the franchised business
(Franchise Agreement, Sections 6.6 and 7.1).
2. We will provide additional training to you and any of your personnel at your request, subject to
the availability of suitable trainers, including (a) ongoing RH Rowing Training for new and replacement coaches
of your Studio so they can provide that Approved Services as an Authorized Coach, and/or (b) any Master Training
you request and we determine appropriate to provide to one (1) of your Authorized Coaches that has demonstrated
a high proficiency in providing the Approved Services. You are responsible for any and all fees and costs
associated with such additional training (Franchise Agreement, Section 6.3).
3. If you do not obtain and maintain appropriate insurance coverage, we may procure the coverage
on your behalf. We will pass the cost onto you. (Franchise Agreement, Section 10.4.D.)
4. We may institute various programs for auditing customer satisfaction and/or other quality control
measures (Franchise Agreement, Section 8.2).
5. We will maintain and administer the creative brand development fund (the “Fund”) as described
more fully under the “Advertising and Marketing” heading below (Franchise Agreement, Section 9.1).
D. Advertising and Marketing
Advertising Generally
You are responsible for local marketing activities to attract members to your Studio. We require you to
submit samples of all advertising and promotional materials (and any use of the Marks and/or other forms of
commercial identification) for any media, including the Internet, World Wide Web or otherwise. You must first
obtain our advanced written approval before employing any form of co-branding, or advertising with other brands,
products or services. (Franchise Agreement, Section 9.2)
You must strictly follow the social media guidelines, code of conduct, and etiquette as set forth in the
Manual regarding social media activities. Any use of Social Media by you pertaining to the Studio must be in
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good taste and not linked to controversial, unethical, immoral, illegal or inappropriate content. You will promptly
modify or remove any online communication pertaining to the Studio that does not comply with the Franchise
Agreement or the Manual. (Franchise Agreement, Section 9.3)
Local Advertising Requirement; Co-Ops
As part of your material obligations under your Franchise Agreement, you must expend at least $2,000
per month on marketing and advertising materials that we approve in connection with the promotion of your
Studio within your Designated Territory (your “Local Advertising Requirement”). Upon our request, you must
provide us with an accounting of your monthly expenditures associated with your Local Advertising Requirement,
along with invoices and other relevant documentation to support those expenditures. Please be advised that the
Local Advertising Requirement is only the minimum amount you must expend each month, and we encourage
you to expend additional amounts on the local promotion of your Studio. We are not required to spend any amount
on advertising within your Designated Territory.
As of the Issue Date, we have not yet established a local or regional advertising cooperative and we have
not created any advertising council composed of franchisees. We may, in the future, decide to form one or more
associations and/or sub-associations of System Studios to conduct various marketing-related activities on a
cooperative basis (a “Co-Op”). If one or more Co-Ops (local, regional and/or national) are formed covering your
area, then you must join and actively participate. All Studios in the designated area may be required to contribute
such amounts as are determined from time to time by such Co-Op. Each participating Studio will have one vote
in making decisions of the Co-op, but in order to vote the Studio must be in good standing, and all decisions will
be subject to our approval. We have the right to establish reasonable procedures for calling and conducting
meetings, notices to the participants, and other procedural matters, and will make any governing documents, if
any exist, available to you upon request. (Franchise Agreement, Section 9.4).
Initial Marketing Spend; Opening Support Program
In addition to the Local Advertising Requirement, you will be required to expend a minimum of $15,000
(the “Initial Marketing Spend”) in connection with pre-opening sales activities and other initial launch
promotional activities designed to increase visibility of your Franchised Business within your Designated
Territory. You may be required to expend all or some portion of this Initial Marketing Spend on products/services
received from an Approved Supplier we designated or approve, and all materials used in connection with your
grand opening campaign must be approved by us if not previously designated for use. We expect that you will
typically be required to expend these amounts in the 60-90 days prior to opening and in the 30-day period
following opening. (Franchise Agreement, Section 9.2).
Once your real estate lease is signed, you must begin undertaking the “pre-sale” phase of opening your
Studio wherein you will develop a plan in coordination with us (and that we approve) for implementation in
connection with your “Opening Support Program” that is designed to generate Studio clientele or other sales prior
to the opening of your Studio, as well as generating prospective leads for sales at your Studio. Currently, certain
components and/or assistance associated with the Opening Support Program are provided by our third-party
Approved Supplier and is currently overseen by our internal marketing and sales departments. Participation in the
Opening Support Program is mandatory, and we may require you to expend certain amounts on services or content
that is supplied by one (1) or more of our Approved Supplier(s).
Brand Development Fund
We have established a brand development Fund as previously disclosed in Item 6 of this Disclosure
Document to promote the brand, Proprietary Marks, System, Studios and/or Approved Services how we determine
appropriate in our discretion. When we establish such a Fund, we may require you to make a Fund Contribution
each payment period amounting to up to two percent (2%) of the Gross Sales of your Franchised Business.
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Franchisor will give Franchisee sixty (60) days’ written notice before the Fund is established or with regards to
any increase in your Fund Contribution. (Franchise Agreement, Sections 5.5 and 9.1).
The Fund will be administered by us once established as we deem appropriate. With that said, we may also
establish a marketing fund committee (the “MFC”) to help advise on matters related to the Fund. In the event we
establish the MFC, the Fund will still be administered by us with the MFC serving in an advisory capacity only. The
Fund will be maintained and operated by us to meet the costs of conducting regional and national advertising and
promotional efforts, other brand development activities, as well as related technology used to implement the
foregoing (i.e., digital marketing platform, System web portal) that we determine beneficial to the System. The MFC,
if established, will serve in an advisory capacity only. We will direct all public relations, advertising and promotions
with sole discretion over the message, creative concepts, materials and media used in the programs and the
placement and allocation thereof. We have the power to form, change or dissolve the Fund and/or MFC. We will
pay for these activities from the Fund. The Fund Contributions may be used for traditional and digital advertising
activities, such as website development, social media, public relations, advertising campaigns (television, radio,
print or other media), or other promotions which will raise awareness of our brand. (Franchise Agreement,
Sections 6.8 and 9.1).
We are not obligated to ensure that Fund activities or dollars are spent equally, on a pro rata basis, either
on your Studio, or all Studios in an area. A brief statement regarding the availability of System franchises may
be included in advertising and other items produced using the Fund, but we will not otherwise use the Fund to pay
for franchise sales or solicitations.
Reasonable disbursements from the Fund will be made solely for the payment of expenses incurred in
connection with the general promotion of the Marks and the System, including the cost of formulating, developing
and implementing advertising and promotional campaigns; and the reasonable costs of administering the Fund,
including accounting expenses and the actual costs of salaries and fringe benefits paid to our employees engaged
in administration of the Fund. The Fund is not a trust or escrow account, and we have no fiduciary obligations
regarding the Fund. We are not required to audit our Fund expenditures, but we reserve the right to do so and
cover the costs associated with the audit from the Fund. Otherwise, we will prepare and make available to our
franchisees, upon request, a basic accounting of the Fund for a given fiscal year after one hundred and twenty
(120) days have passed since that year end. Any company-owned or affiliate-owned Studios we may open will
contribute to the Fund at the rate provided in our Franchise Disclosure Document. Should the advertising
contribution for the System decrease at any time, we have the right to reduce our contribution from company-
owned or affiliate-owned Studios to the rate specified for franchised locations. We are not required to spend all
Fund Contributions in the fiscal year they are received.
You agree to participate in all Fund programs. The Fund may furnish you with marketing, advertising
and promotional materials; however, we may require that you pay the cost of producing, shipping and handling
for such materials.
In our past fiscal year ending December 31, 2021, we expended Fund Contributions as follows: (i)
Internet-Related Activities: 45%; (ii) Media and PR: 5%; (iii) Production: 1%; (iv) and Administration and
Implementation: 49%.
E. Training
Initial Training and Programs
Prior to opening your Franchised Business, you must ensure that: (i) you or your Designated Operator
completes the Owner/Operator Module of the initial training program described below, which will typically last
approximately three (3) business days at our corporate headquarters in Irvine, CA or another training facility we
designate (most likely in California); (ii) your Designated Manager (if appointed) attends and completes the
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Designated Manager Module described below; and (iii) at least one (1) (but most likely 2-3) of your initial coaches
complete(s) (a) the RH University necessary to become an Authorized Coach and provide the Approved Services at
your Studio in accordance with System Standards (and that all corresponding RH University Tuition fees are paid
prior to such training being provided), and (b) an online introductory training course prior to attending RH
University. While there is no specific deadline by which you must complete the applicable module(s) of our initial
training, the foregoing training must be satisfied to our satisfaction prior to opening your Studio. (Franchise
Agreement, Section 6.3).
In the event you are the owner of multiple Studios or otherwise wish to appoint a third-party individual to
manage the day-to-day operations of your Franchised Business, then that Designated Manager must complete the
Designated Manager Module described below and be approved by us before assuming any management
responsibility at your Franchised Business. (Franchise Agreement, Sections 5.8 and 6.3). We do not charge a tuition
or training fee for you or your designated trainees (the Designated Operator and, if appropriate, Designated Manager)
to attend their assigned training program module(s) below, provided these individuals attend prior to the opening of
your Studio. You will be responsible for the costs and expenses associated with these individuals attending this initial
training. (Franchise Agreement, Section 5.8).
Our primary initial training programs as of the Issue Date of this Disclosure Document are described below,
certain portions of which may be provided via online, remote instruction via webinar or similar learning management
system:
TRAINING PROGRAM(S)
I. Owner/Operator Module (to be completed by Franchisee or Operating Principal)
Owner/Operator Module
Hours of
Hours of
Subject On-The-Job Location
Classroom Training
Training
Our corporate headquarters in
History and Philosophy 1 0
Irvine, CA.
Real Estate 2 0
Irvine, CA.
Construction 1.5 0
Irvine, CA.
Expectations and Our corporate headquarters in
Obligations 1 0 Irvine, CA.
Studio and Equipment Our corporate headquarters in
Set- Up and Support 1 0 Irvine, CA.
Rowing Class 0 1 Irvine, CA.
Products 1.5 0 Irvine, CA.
Intro to Studio Our corporate headquarters in
Management Software 1.5 0 Irvine, CA.
Sales and Operations 3.5 0 Irvine, CA.
Finance 3 0 Irvine, CA.
Staffing and HR Support 1 0 Irvine, CA.
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Owner/Operator Module
Hours of
Hours of
Subject On-The-Job Location
Classroom Training
Training
Marketing 3 0 Irvine, CA.
Training Re-Cap and Our corporate headquarters in
Summation 1 0 Irvine, CA.
Test 1 0 Irvine, CA.
TOTAL HOURS FOR
OWNER/OPERATOR 22 1
MODULE
II. Designated Manager Training Module (if applicable)
Designated Manager Training Module

Hours of Hours of
Subject Classroom On-The-Job Location
Training Training
Our corporate headquarters in Irvine,
Ingredients of a Successful GM 1 0 CA.
Business Management Software 3 0 CA.
Prospect Generation 2 0 CA.
Pre-Sale, Soft Open, and Grand Our corporate headquarters in Irvine,
Open 1 0 CA.
Retail Sales 1 0 CA.
Education & Experience 1 0 CA.
Sales Process: LASER 4 0 CA.
Marketing 2 0 CA.
Sales: Roll-Play & Agreement Our corporate headquarters in Irvine,
Write-Up 2 0 CA.
Row House Sample Class 1 0 CA.
“What Not to Do” 1 0 CA.
Comprehension Exam 1 0 CA.
TOTAL HOURS FOR
DESIGNATED MANAGER 20 Not Applicable
MODULE
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III. RH University (to be completed by any coach that you wish to provide Approved Services at your
Studio)
RH University Training
Hours of Hours of
Training Training
Online, Self-paced Content
Week 1: Learn to Row 6 hours 0 Online/Remote
Week 2: Learn to Coach Row 6 hours 0 Online/Remote
Virtual Sessions with Master Online/Remote
1 hour
Coach 0
Week 3: Row House Drills, Online/Remote
0
Program, Experience 6 hours
Week 4: Connection and Floor Online/Remote
0
Work 6 hours
Homework Assignments and Online/Remote - Self Paced
3 hours
Test Out Video 0
Final Test Out 0 3 hours Online/Remote – Self Paced
Total Hours for RH University
5 hours
Training 24 hours
Master Coach Studio Visit and Coach Training [PRE SALE STUDIOS]
Hours of Hours of
Training Training
1: Certain instruction may be

provided remotely via webinar or
Coach Assessments 10 hours other learning management system.
2: Otherwise, in-person training will
0 occur at your studio.
Master Coach Class 45 minutes other learning management system.
Coach Reboot Training 3 hours other learning management system.
Total hours for Practical
Module/Presale Studio 13.75 hours
Master Coach Visit 0
Caley Crawford will oversee the initial training program. Ms. Crawford has 6 years of experience in the
topics she will be providing instruction on and has worked at the original Row House locations in New York, NY
since 2014. Ms. Crawford has been with us since December 2017. As of the Issue Date, our other Master Trainers
are: Michelle Parolini, who has over 14 years’ experience in the fitness industry, and has been with us since 2018;
Bethany Flora, who has over 10 years’ experience in the fitness industry, and has worked at the original Row
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House locations in New York, NY since 2015; Gretchen Raddatz, who has over 12 years of experience in the
fitness industry, and has worked at the original Row House locations in New York, NY since 2014; August Felso;
Cassie Ellis; and Sienna Peck. We normally conduct our training monthly, as needed, but we reserve the right to
change this schedule based on (a) demand, and (b) the availability of our instructors. Our primary instruction is
through hands-on training, videos, the Manual and other instructional materials we prepare specifically for one
(1) or more of the initial training programs above in this Item. We may substitute other instructors to provide
certain parts of the different initial training modules described in this Item 11, but these individuals will have all
completed the appropriate portion of the Initial Training Program on which they provide instruction.
On-Site Grand Opening Assistance (Discretionary)
Around the time you first open your Studio, we may send one (1) or more representatives to your Studio
to (a) provide assistance and recommendations regarding your opening and initial operations, and/or (b) provide
additional or refresher training associated with the Owner/Operator Module and/or RH University, as we deem
appropriate in our discretion. If we determine to provide such on-site assistance, it will typically last between 1-2
business days.
Coach Fundamentals Training Program and RH University – Fees and Involvement of Franchisor
We may permit you to provide the RH University at your Franchised Business as part of your Approved
Services, provided you have an Authorized Coach that has met our then-current criteria to serve as a Master
Trainer of the RH University. We may modify the RH University in any manner we deem appropriate in the
Manuals or otherwise in writing. (Franchise Agreement, Section 6.3). As of the Issue Date of this Disclosure
Document, the RH University Tuition is $899/trainee and is payable to us.
Additional / Remedial Training
We may also provide, and require that you (and your Designated Operator and Designated Manager, as
appropriate) attend, up to five (5) days of additional training each year at our designated training facility. We will
not charge any training fee in connection with such training that we require you to attend. (Franchise Agreement,
Section 6.3). We may also require you to attend certain training as part of the actions you must take to cure certain
defaults under your Franchise Agreement (“Remedial Training”), and we reserve the right to charge you our then
current Training Fee in connection with such Remedial Training (Franchise Agreement, Section 6.3).
You may request that we provide certain additional or refresher training to you, either at one (1) of our
designated training facilities or on-site at your Franchised Business. We reserve the right to charge you our then-
current training fee based on the number of days of such training that we provide at your request (regardless of
location). (Franchise Agreement, Section 6.3).
You will be responsible for the costs and expenses associated with you and your designated personnel
attending any such additional training described in this Item. (Franchise Agreement, Sections 5.8 and 6.3).
F. Computer System - Hardware and Software
You must acquire a computer for use in the operation of the Studio. You must record all of your receipts,
expenses, invoices, member lists, class and employee schedules, and other business information promptly in the
computer system and use the software that we specify or otherwise approve. Currently, our designated business
management software is an online/web-based program that is designed to facilitate class scheduling, process
member credit and debit card payments, and keep your business records and generating business reports (among
other things). At this time, we have approved no other compatible program but we reserve the right to do so at
our sole discretion. If the approved supplier for the required software changes, you must migrate your operations
to the new required software at our direction. The details of these standards and requirements will be described
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in the Manual or otherwise in writing and may be modified in response to changes in marketing conditions,
business operating needs, or technology. (Franchise Agreement, Sections 5.4, 5.6 and 10.3).
You must allow our approved supplier to upgrade the proprietary database configuration of the required
software for the computer in your Studio as we determine necessary. Our approved supplier may provide you
periodic updates to maintain the software and may charge a fee for preparing the updates and maintaining the
software. There are no limitations on the frequency and cost of the updates. The system is designed to enable us
to have immediate, independent access to the information monitored by the system, and there is no contractual
limitation on our independent access or use of the information we obtain. (Franchise Agreement, Sections 5.4 and
10.3).
You must purchase or lease, and thereafter maintain, such computer hardware and software, dedicated
high speed communications equipment and services, dedicated telephone and power lines, modem(s), speakers,
and other computer-related accessories or peripheral equipment as we may specify, for the purpose of, among
other functions, recording Studio sales, scheduling classes, and other functions that we require. You must provide
such assistance as may be required to connect your computer system with a computer system used by us. We will
have the right, on an occasional or regular basis, to retrieve such data and information from your computer system
as we, in our sole and exclusive discretion, consistent with consumer privacy laws, deem necessary. You must
operate your computer system in compliance with certain security standards specified by us, which may be
modified at our discretion from time to time. In view of the interconnection of computer systems and the necessity
that such systems be compatible with each other, you expressly agree that you will strictly comply with our
standards and specifications for all item(s) associated with your computer system, and will otherwise operate your
computer system in accordance with our standards and specifications. (Franchise Agreement, Sections 5.4 and
10.3).
To ensure full operational efficiency and optimal communication capability between and among computer
systems installed by you, us, and other System franchisees, you agree, at your expense, to keep your computer
system in good maintenance and repair, and following our determination that it will be economical or otherwise
beneficial to the System to promptly install such additions, changes, modifications, substitutions and/or
replacement to your computer hardware, software, communications equipment and services, telephone and power
lines, and other computer-related facilities, as we direct.
We reserve the right to require you to update or upgrade any computer hardware or software during the
term of the franchise, and if we choose to do so, there are no limitations on the cost and frequency of this
obligation. The approximate cost of the Computer System hardware components, including one (1) to (3)
computers or tablets with Wi-Fi capability, along with the Initial Software Fee, is approximately $3,500 to $6,500.
The approximate cost of any annual maintenance upgrades or updates or maintenance support contracts varies
widely from $0 to $800, which does not include (a) the license fee associated with the business management
software fee amounting to around $145 per month, or (b) our then-current Technology Fee (currently, $250/month
per Studio). We reserve the right to implement our own technology support and maintenance service, and charge
a fee in connection therewith. We have no obligation to provide ongoing maintenance, repairs, upgrades or
updates, and any such obligations would be those of the software licensors.
ITEM 12
TERRITORY
Franchise Agreement
Authorized Location and Designated Territory
You will operate the Studio at a specific location approved by us (referred to as your “Authorized
Location”). You will not be permitted to relocate your Studio without our prior written approval, which may be
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withheld in our discretion. You will be assessed a relocation fee of $5,000 at the time you submit the proposed
location for your relocated Studio. Generally, we do not approve requests to relocate your Studio after a site
selection has been made and you have opened for business unless (a) it is due to extreme or unusual events beyond
your control, and (b) you are not in default of your Franchise Agreement. If we approve your relocation request,
we retain the right to approve your new site location in the same manner and under the same terms that are applied
to your first site selection.
Once you have secured your Authorized Location, we will provide you a Designated Territory within
which you will have certain protected rights. Your Designated Territory may contain up to 50,000 people.
Designated Territories are often comprised of the geographic area encompassed within a given radius around your
Studio location but may be defined by noncircular boundaries. The boundaries of your Designated Territory may
be anywhere from two (2) blocks to two (2) miles from your Authorized Location as we deem appropriate in our
discretion depending on (a) the population density and other demographics of the area, (b) any existing territorial
rights granted in connection with existing Studios, and (c) whether your location is considered part of a major
metropolitan area, other downtown area or similarly situated central business district that has a large “working
population” during relevant operating hours for surrounding businesses (referred to as a “Central Business
District”).
Importantly the size of your Designated Territory may vary from the territory granted to other franchisees
based on the location and demographics surrounding your Studio. For example, your Designated Territory may
not be comprised of a typical radius around your Studio location if such radius would encompass the location of
another previously-developed Studio.
The boundaries of your Designated Territory may be described in terms of zip codes, streets, landmarks
(both natural and man-made) or county lines, or otherwise delineated on a map. The sources we may use to
determine the population within your Designated Territory will be supplied by (a) the territory mapping software
we determine to license or otherwise use or (b) publicly available population information (such as data published
by the U.S. Census Bureau or other governmental agencies and commercial sources).
If you have been granted a Designated Territory, neither we nor our affiliates will open or operate, or
authorize a third party the right to own or operate, a Studio that utilizes the Proprietary Marks and System from a
physical location within your Designated Territory. For this reason, your Designated Territory is deemed
“exclusive” under applicable franchise disclosure laws (but please note our reserved rights described later in this
Item).
Your Designated Territory will not be modified by Franchisor for any reason so long as you are not in
default of your Franchise Agreement, except in cases where (a) your requested relocation of your Studio is
approved and you relocate, and/or (b) at the time of any requested renewal or proposed assignment of the franchise,
the population of the Designated Territory is over 50,000. In such cases, we may move or modify the size of your
Designated Territory.
You have no options, rights of first refusal or similar rights to acquire additional franchises. You will not
be allowed to open any additional locations unless under a separate franchise agreement, for which you must pay
a separate franchise fee, and which is subject to our approval. We have the discretion to grant or deny any request
for another franchise.
Except as expressly provided in the Franchise Agreement, you have no right to exclude, control or impose
conditions on the location, operation or otherwise of present or future Studios, using any of the other brands or
Marks that we now, or in the future, may offer, and we may operate or license Studios or distribution channels of
any type, licensed, franchised or company-owned, regardless of their location or proximity to the premises and
whether or not they provide services similar to those that you offer. You do not have any rights with respect to
other and/or related businesses, products and/or services, in which we may be involved, now or in the future.
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Rights Within and Outside the Designated Territory
While you and other Studios will be able to provide the Approved Services to any potential client that
visits or otherwise reaches out to your Studio, you will not be permitted to actively solicit or recruit clients outside
your Designated Territory, unless we provide our prior written consent. You will not be permitted to advertise and
promote your Franchised Business via advertising that is directed at those outside your Designated Territory
without our prior written consent, which we will not unreasonably withhold provided (a) the area you wish to
advertise in is contiguous to your Designated Territory, and (b) that area has not been granted to any third party
in connection with a Studio (or Development Agreement) of any kind.
We may choose, in our sole discretion, to evaluate your Studio for compliance with the System Standards
using various methods (including, but not limited to, inspections, field service visits, surveillance camera
monitoring, audits of client-relationship management and POS System, member comments/surveys, and secret
shopper reports). You must meet minimum standards for cleanliness, equipment condition, repair and function,
and customer service. Your employees, including independent contractors, must meet minimum standards for
courteousness and customer service. (Franchise Agreement, Section 8.8A)
Minimum Gross Revenue Quota(s)
Unless waived by Franchisor due to unique market conditions, Franchisee must meet a certain Minimum
Monthly Gross Revenue Quota. If Franchisee fails to achieve and maintain average monthly gross revenues of
$30,000 by the 1st year anniversary of the opening of the Studio and average monthly gross revenues of $40,000
by the end of the 2nd year anniversary and each succeeding year thereafter, Franchisor may institute a corrective
training program and/or require Franchisee to perform additional local marketing. If Franchisee fails to meet the
Minimum Monthly Gross Revenue Quota for 36 consecutive months at any time during the term of the Franchise
Agreement, Franchisor may institute a mandatory corrective training program or terminate the Franchise
Agreement upon notice to you.
Development Agreement
If you are granted the right to open three or more Franchised Businesses under our form of Development
Agreement, then we will provide you with a Development Area upon execution of this agreement. The size of
your Development Area will substantially vary from other System developers based on: (i) the number of
Franchised Businesses we grant you the right to open and operate; and (ii) the location and demographics of the
general area where we mutually agree you will be opening these locations. The boundaries of your Development
Area may be described in terms of zip codes, streets, landmarks (both natural and man-made) or county lines, or
otherwise delineated on a map attached to the Data Sheet.
Each Franchised Business you timely open and commence operating under our then-current form of
franchise agreement will be operated: (i) from a distinct site located within the Development Area; and (ii) within
its own Designated Territory that we will define once the site for that Franchised Business has been approved. We
will approve sites for additional Franchised Businesses developed under your Development Agreement using our
then-current site selection criteria.
We will not own or operate, or license a third party the right to own or operate, a Studio utilizing the
Marks and System within the Development Area until the earlier of: (i) the date we define the Designated Territory
of the final Franchised Business you were granted the right to operate under the Development Agreement; or (ii)
the expiration or termination of the Development Agreement for any reason. Your Development Area will be
exclusive during this time period.
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Upon the occurrence of any one of the events described in the preceding paragraph, your territorial rights
within the Development Area will be terminated, except that each Franchised Business that you have opened and
are continuously operating as of the date of such occurrence will continue to enjoy the territorial rights within
their respective Designated Territories that were granted under the franchise agreement(s) you entered into for
those Franchised Business(es).
You must comply with your development obligations under the Development Agreement, including your
Development Schedule, in order to maintain your exclusive rights within the Development Area. If you do not
comply with your Development Schedule, we may terminate your Development Agreement and any further
development rights you have under that agreement. Otherwise, we will not modify the size of your Development
Area except by mutual written agreement signed by both parties.
Reserved Rights
We and our parents/affiliates reserve the exclusive right to conduct the following activities under the
Franchise Agreement and/or Development Agreement (as appropriate): (i) establish and operate, and license any
third party the right to establish and operate, other Studios and Franchised Businesses using the Marks and System
at any location outside of your Designated Territory(ies) and, if applicable, Development Area; (ii) market, offer
and sell products and services that are similar to the products and services offered by the Franchised Business
under a different trademark or trademarks at any location, within or outside the Designated Territory(ies) and, if
applicable, the Development Area; (iii) use the Marks and System, as well as other such marks we designate, to
distribute any Approved Products and/or Approved Services in any alternative channel of distribution, within or
outside the Territory(ies) and Development Area (including the Internet and other e-commerce channels and
streaming platforms; wholesale stores, retail stores, catalog sales, etc.) as further described below; (iv) to acquire,
merge with, or otherwise affiliate with, and after that own and operate, and franchise or license others to own and
operate, any business of any kind, including, without limitation, any business that offers products or services the
same as or similar to the Approved Products and Services (but under different marks), within or outside your
Designated Territory(ies) and, if applicable, Development Area; (v) use the Marks and System, and license others
to use the Marks and System, to engage in any other activities not expressly prohibited in your Franchise
Agreement and, if applicable, your Development Agreement; and (vi) establish and operate Studios from non-
traditional venues or locations such as “big box” gym or fitness facilities, airports, academic institutions, military
bases, stadium(s) and/or similar captive venues, within and outside your Designated Territory and, if applicable,
Development Area.
Neither the Franchise Agreement nor Development Agreement grants you any right to engage in any of
the activities outlined in the preceding paragraph, or to share in any of the proceeds received by us, our
parent/affiliates or any third party from these activities, unless we otherwise agree in writing. Further, we have
no obligation to provide you any compensation for soliciting or accepting orders (via alternate channels of
distribution) within your Territory.
Internet Sales / Alternative Channels of Commerce
We may sell products and services to members located anywhere, even if such products and services are
similar to what we sell to you and what you offer at your Studio. We may use the internet or alternative channels
of commerce to sell branded products and services. You may only sell the products and services from your
approved Studio location, and may only use the internet or alternative channels of commerce to offer or sell the
products and services, as permitted by us, in order to register members for classes. We may require you to submit
samples of all advertising and promotional materials (and any use of the Marks and/or other forms of commercial
identification) for any media, including the Internet, World Wide Web or otherwise. We retain the right to approve
or disapprove of such advertising, in our sole discretion. Any use of social media by you pertaining to the Studio
must be in good taste and not linked to controversial, unethical, immoral, illegal or inappropriate content. We
reserve the right to "occupy" any social media websites/pages and be the sole provider of information regarding
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the Studio on such websites/pages (e.g., a system-wide Facebook page). At our request, you will promptly modify
or remove any online communication pertaining to the Studio that does not comply with the Franchise Agreement
or the Manual. You are not prohibited from obtaining members over the Internet provided your Internet presence
and content comply with the requirements of the Franchise Agreement.
Additional Disclosures
Neither the Franchise Agreement nor the Development Agreement provides you with any right or option
to open and operate additional Franchised Businesses (other than as specifically provided for in your Development
Agreement if you are granted multi-unit development rights). Regardless, each Franchised Business you are
granted the right to open and operate must be governed by its own specific form of Franchise Agreement.
We have not established other franchises or company-owned outlets or another distribution channel
offering or selling similar products or services under a different trademark. We have not established, nor do we
presently intend to establish, other franchised or company-owned businesses that are similar to the Franchised
Business and that sell our Approved Products and Services under a different trade name or trademark, but we
reserve the right to do so in the future without your consent. Certain of our affiliates are involved with franchising
and other activities as previously disclosed in Item 1 of this Disclosure Document, and such affiliates reserve the
right to continue conducting franchising and other activities.
ITEM 13
TRADEMARKS
We grant you the right to operate a Studio under the following Marks; we may authorize you to use ancillary
Marks as well. The following Mark is owned by us and registered on the Principal Register of the United States
Patent and Trademark Office:
Mark Registration No. Registration Date
ROW HOUSE 4,540,112 May 27, 2014
We expect and intend to submit all affidavits and other filings necessary to maintain the registrations
above.
There are no presently effective determinations of the United States Patent and Trademark Office, the
Trademark Administrator of any State, or any court, nor any pending material litigation involving any of the Marks
which are relevant to their use in any State. There are no pending interference actions or opposition or cancellation
proceedings that significantly limit our rights to use or license the use of the Marks in any manner material to the
System. We have filed all required affidavits for the Marks and will continue to do so. None of the Marks’
registrations have come up for renewal at this point so we have not yet renewed any of the Marks’ registrations.
You must follow our rules when you use the Marks. You cannot use our name or any of the Marks as
part of a corporate name or with modifying words, designs or symbols except for those which we license to
you. You may not use the Marks in connection with the sale of an unauthorized product or service or in a
manner not authorized in writing by us. You must not use any other trade names or trademarks in the operation
of the Studio without first obtaining our written consent. You must not establish a website on the Internet using
any domain name containing the Marks or any variation thereof without our written consent. We retain the sole right
to advertise on the Internet and create a website using the Marks as domain names.
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If it becomes advisable, in our sole discretion, for us to modify or discontinue use of any of the Marks, or
use one or more additional or substitute Mark, you must comply with our directions to modify or otherwise
discontinue the use of such Mark within a reasonable time after notice by us. We will not be obligated to
compensate you for any costs you incur in connection with any such modification or discontinuance.
You cannot seek to register, re-register, assert claim to ownership of, license or allow others to use or
otherwise appropriate to itself any of the Marks or any mark or name confusingly similar to them, except insofar
as such action inures to the benefit of Franchisor and has our prior written approval. Upon the termination or
expiration of the Franchise Agreement, you must discontinue use of the Marks, remove copies, replicas,
reproductions or simulations thereof from the premises and take all necessary steps to assign, transfer, or surrender
to us all Marks which you may have used in connection with the Franchise Agreement.
You must immediately notify us of any apparent infringement of or challenge to your use of the
mark. Although not obligated to do so, we will take any action deemed appropriate and will control any
litigation or proceeding. You must cooperate with any litigation relating to the Marks which we or our affiliates,
or the Licensor, might undertake. We will have the right, but the Franchise Agreement does not require us, to
indemnify you for expenses or damages if you are a party to an administrative or judicial proceeding involving
any of the Marks, or subject to an unfavorable administrative or judicial determination.
We are not aware of any prior superior rights or infringing uses that would materially affect your use of
the Marks. But, there is always a possibility that there might be one or more businesses, similar to the business
covered by the Franchise, operating in or near the area(s) where you may do business, using a name, trademark
and/or trade dress similar to the Marks and with superior rights to the name and/or trademark. We strongly urge
you to research this possibility, using telephone directories, local filings and other means, before you pay any
money, sign any documents or make any binding commitments. If you do not research the possibility of other
trademarks in this business, you may be at risk.
There are no agreements currently in effect, which significantly limit our rights to use or license the use
of the Marks.
ITEM 14
PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION
You do not receive the right to use any item covered by a patent or copyright, but you can use the
proprietary information in the Manual. The Manuals are described in Item 11. Item 11 also describes the
limitations on the use of the Manual by you and your employees.
We have no registered copyrights, nor are there any pending patent applications that are material to the
franchise. However, we claim copyrights on certain forms, advertisements, promotional materials, software
source code and other Confidential Information as defined below.
There currently are no effective determinations of the Copyright Office (or any court regarding any of the
copyrighted materials. There are no agreements in effect which significantly limit our right to use or license the
copyrighted materials. Finally, there are no infringing uses actually known to us that could materially affect your
use of the copyrighted materials in any state. No agreement requires us to protect or defend any copyrights or you
in connection with any copyrights.
In general, our proprietary information includes “Confidential Information” as defined in Section 12 of

the Franchise Agreement, some of which is contained in our Manual, and includes, among other things, all
information (current and future) relating to the operation of the Studio or the System, including, among other
things, all: (i) manuals, training, techniques, processes, policies, procedures, systems, data and know how
regarding the development, marketing, operation and franchising of the Studios; (ii) designs, specifications and
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information about products and services and (iii) all information regarding members and suppliers, including any
statistical and/or financial information and all lists. We disclose to you Confidential Information needed for the
operation of a Row House franchise, and you may learn additional information during the term of your franchise.
We have all rights to the Confidential Information and your only interest in the Confidential Information is the
right to use it under your Franchise Agreement.
Both during and after the term of your Franchise Agreement, you must use the Confidential Information
only for the operation of your Studio under a Franchise Agreement with us; maintain the confidentiality of the
Confidential Information; not make or distribute, or permit to be made or distributed, any unauthorized copies of
any portion of the Confidential Information; and (iii) follow all prescribed procedures for prevention of
unauthorized use or disclosure of the Confidential Information. (Franchise Agreement, Section 12)
We have the right to use and authorize others to use all ideas, techniques, methods and processes relating
to the Studio that you or your employees conceive or develop.
You also agree to fully and promptly disclose all ideas, techniques and other similar information relating
to the franchise business that are conceived or developed by you and/or your employees. We will have a perpetual
right to use, and to authorize others to use, those ideas, etc. without compensation or other obligation.
ITEM 15
OBLIGATION TO PARTICIPATE
IN THE ACTUAL OPERATION OF THE FRANCHISE BUSINESS
Under the Franchise Agreement, we do not require, but do recommend, that you (or the Designated
Operator) personally supervise the Studio. You may appoint a Designated Manager we approve to manage daily
operations of your Studio. We will not unreasonably withhold our approval of any Designated Manager you
propose, provided the individual has successfully completed the Owner/Operator Module of our initial training
and, if that individual will be providing any Approved Services or the RH University training programs.
Once approved, your Designated Manager may assist in the direct, day-to-day supervision of the
operations of the Studio, or to be the on-premises supervisor if you choose not to personally supervise the Studio.
If you are a business entity, your Designated Manager need not hold an ownership interest in the business to be
the on-premises supervisor.
You are solely responsible for the hiring and management of the Studio employees, for the terms of their
employment and for ensuring their compliance with any training or other requirements established by us. You
will keep us advised, in writing, of any Designated Manager involved in the operation of the Studio and their
contact information. Your Franchised Business must, at all times, be managed by and staffed with at least one (1)
individual who has successfully completed the Owner/Operator Module or, if appropriate, the Designated
Manager Module, of our Initial Training Program.
You and your managers and employees must comply with the confidentiality provisions described in Item
14. You must execute a personal guaranty concurrently with the signing of the Franchise Agreement. If you are a
legal entity, having more than one owner, all owners, shareholders, partners, joint ventures, and any other person
who directly or indirectly owns a 10% or greater interest in the franchised business must execute a personal
guaranty.
It is important to note that we are not your employer and that you will have the right to control all decisions
related to recruiting, hiring or firing any personnel at your Franchised Business. Please note that nothing in this
Disclosure Document or any agreement you enter into with us will create any type of employer or joint employer
relationship between (a) you and/or your personnel, and (b) us.
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ITEM 16
RESTRICTIONS ON WHAT THE FRANCHISEE MAY SELL
You must offer for sale and sell, only and all those Approved Products and Approved Services and deal
only with those suppliers that we authorize or require, and have authorized (See Item 8). Principally, this means
you must purchase the amount and type of equipment, including rowing ergometers, free weights, and other
rowing apparatuses and exercise equipment, and offer only those types of rowing and exercise classes that we
authorize. Failure to comply with our purchasing restrictions may result in the termination of your Franchise
Agreement. We may supplement, revise and/or modify our Approved Products and Services as we deem
appropriate from time to time, as well as our System standards and specifications associated with the provision of
these products/services. These changes will be outlined in our Manuals or otherwise in writing, and there are no
contractual limitations on our right to make these types of changes.
You must ensure that only Authorized Coaches that have completed RHU are conducting classes or
otherwise providing any fitness instruction or other Approved Services at your franchised Studio. You must also
ensure that, once you are open and operating, you designate an Authorized Coach that will attend and complete
certain additional instruction that we provide (as set forth in the Manuals or otherwise in writing) necessary to
become authorized as a “Lead Coach”. Your failure to comply with these obligations will constitute a material
violation of any Franchise Agreement governing the Studio(s) at issue.
If we discontinue any Approved Product or Service offered by the Franchised Business, then you must
cease offering or selling such product/service within a reasonable time, unless such product/service represents a
health or safety hazard (in which case you must immediately comply upon receipt of notice from us). You may
not use the location of your Franchised Business for any other business purpose other than the operation of your
Franchised Business.
You may not advertise, offer for sale or sell, any products and/or services that we have not authorized.
We reserve the right to change the types of authorized products and services at any time in our discretion. You agree
to promptly undertake all changes as we require from time to time, without limit, except we will not require you
to thoroughly modernize or remodel the Studio any more often than once every five (5) years. You will not make
any material alterations to your Studio or its appearance as originally approved by us without our prior written
approval.
You must refrain from any merchandising, advertising, or promotional practice that is unethical or may be
injurious to our business and/or other franchised businesses or to the goodwill associated with the Marks. Subject to
the conditions set forth above, we do not impose any restrictions with regards to the customers to whom you may
sell goods and services. (Franchise Agreement, Section 4.2).
ITEM 17
RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION
THE FRANCHISE RELATIONSHIP
A. Franchise Agreement
This table lists certain important provisions of the franchise and related agreements. You should
read these provisions in the agreements attached to this Disclosure Document.
Paragraph In
Provision Summary
Agreement
a. Length of the franchise Franchise Agreement: The term is 10 years from the date the Franchise
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Paragraph In
Provision Summary
Agreement
term Paragraph 3.1 Agreement is signed.
b. Renewal or extension of Franchise Agreement: You have the option to extend the term for two
term Paragraph 3.2 consecutive 5 year periods.
c. Requirements for renewal or Franchise Agreement: You have complied with all of the Franchise
extension Paragraphs 3.2, 3.3, and Agreement provisions; you are not in default of
3.4 the Franchise Agreement; you have brought the
Studio into compliance with our current
standards; you have given us notice of renewal
no less than 90 days nor more than 180 days prior
to the end of the initial term; you have signed a
then-current form of Franchise Agreement,
which may contain materially different terms
than the ones contained in your Franchise
Agreement; you have signed a general release in
substantially the form of Exhibit F to this
Disclosure Document; and you pay us a renewal
fee equal to $10,000.
d. Termination by franchisee Franchise Agreement: Not applicable.
Not Applicable
e. Termination by franchisor Franchise Agreement: The Franchise Agreement does not provide for
without cause Not Applicable termination without cause.
f. Termination by franchisor Franchise Agreement: We may terminate the Franchise Agreement
with cause Paragraph 15.1 upon delivery of notice to you if you default
under the terms of the Franchise Agreement, as
further outlined below.
g. “Cause” defined – curable Franchise Agreement: The following constitute curable defaults: you
defaults Paragraph 15.1B fail to comply with the Performance Standards;
or refuse to make payments due and do not cure
within 10 business days; or fail to comply with
any provision of the Franchise Agreement not
otherwise mentioned in (h.) below or any
mandatory specification and do not cure within
the applicable cure period. Some defaults have 10
calendar day cure periods and some have 30
calendar day cure periods.
h. “Cause” defined – Franchise Agreement: The following events constitute non-curable
non-curable defaults Paragraph 15.1A defaults: failure to properly establish and equip
the premises; failure to complete training; make
a material misrepresentation or omission in the
application for the franchise; conviction or plea
of no contest to a felony, or other crime or offense
that can adversely affect the reputation of you, us
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Paragraph In
Provision Summary
Agreement
or the Studio; make unauthorized disclosure of
confidential information; abandonment of the
business for 5 consecutive days unless otherwise
approved; surrender of control of the business;
unauthorized transfer; you are adjudicated
bankrupt, insolvent or make a general assignment
for the benefit of creditors; your misuse of the
Marks; failure on 3 occasions within any 12
consecutive month period, or 4 occasions in any
24 consecutive month period to pay amounts due,
or otherwise to comply with the Franchise
Agreement; violate any health, safety or
sanitation law or conduct your operation in a
manner creating a safety hazard; or violating the
rights and restrictions of your territory; operating
a competing business.
i. Franchisee’s obligation on Franchise Agreement: Your obligations include: stop operations of the
termination/non-renewal Paragraphs 12, 13 and Studio; stop using the Marks and items bearing
15.3 the Marks; stop using the Marks in any form as
part of your corporate name; assign any assumed
names to Company; de-identify the premises
from any confusingly similar decoration, design
or other imitation of a Studio; stop advertising as
a Row House franchise; pay all sums owed; pay
all damages and costs we incur in enforcing the
termination provisions of the Franchise
Agreement; return the Manual and other
confidential information to us; return all signs to
us; assign your telephone and facsimile numbers,
electronic mail and internet addresses to us; sell
to us, at our option, all assets of the Studio,
including inventory, equipment, supplies and
items bearing the Marks; and comply with the
covenants not to compete.
j. Assignment of contract by Franchise Agreement: We may sell or assign some or all of our business
franchisor Paragraph 14.6 to any subsidiary or affiliate of Row House, any
purchaser of Row House, or any purchaser of the
Marks and related business.
k. “Transfer” by franchisee Franchise Agreement: You may sell or assign your business, but only
definition Paragraph 14.1 with our approval. We have sole discretion over
whether to approve or disapprove an assignment.
l. Franchisor approval of Franchise Agreement: We have the right to approve all your transfers.
transfer by franchisee Paragraphs 14.1 and 14.2 We may place reasonable conditions on our
approval of any transfer.
m. Conditions for franchisor Franchise Agreement: You must be in compliance with all agreements,
approval of transfer Section 14.2 the Manual, all contracts with any party, and
transferee must assume all obligations under
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Paragraph In
Provision Summary
Agreement
these agreements; transferee meet our then-
current requirements and complete or agree to
complete our training program for new
franchisees; all sums due must be paid; all
obligations to third parties must be satisfied; the
Studio must be in full compliance with the
Manual and standards and specifications for new
Row House Studios; the transferee must
satisfactorily complete training; the transferee
must sign Franchisor’s then-current form of
franchise agreement; our then-current Transfer
Fee must be paid; and you and/or your
contemplated transferee must pay any referral
fees or commissions that may be due to any
franchise broker, sales agent, or any other third
party.
n. Franchisor’s right to acquire None There is no right for us to acquire your Studio
franchisee’s business except as outlined below.
o. Franchisor’s option to Franchise Agreement: We have the option, exercisable by giving 30
purchase franchisee’s Section 15.3.I. days’ written notice to purchase any and all
business inventory, equipment, furniture, fixtures, signs,
sundries and supplies owned by you and used in
the Studio, at the lesser of (i) your cost less
depreciation computed on a reasonable straight
line basis (as determined in accordance with
generally accepted accounting principles and
consistent with industry standards and customs),
or (ii) fair market value of such assets, less (in
either case) any outstanding liabilities of the
Studio. In addition, we have the option to assume
your lease for the lease location of the Studio, or
if an assignment is prohibited, a sublease for the
full remaining term on the same terms and
conditions as your lease.
p. Death or disability of Franchise Agreement: Must be transferred within six (6) months.
franchisee Paragraph 14.4
q. Non-competition covenants Franchise Agreement: You must not be involved in: (i) any Competing
during the term of the Paragraph 13 Business (as defined in the Franchise
franchise Agreement); or (ii) any business that offers or
grants franchises/licenses, or establishes joint
ventures, for the operation of a Competing
Business.
Additionally, you must not (a) employ or seek to

employ any person employed by us or by any of
our other franchisees, or (b) otherwise directly or
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Paragraph In
Provision Summary
Agreement
indirectly induce or seek to induce such person to
leave his or her employment during the term of
the Franchise Agreement, without first obtaining
our consent and, if applicable, the consent of the
other System franchisee, or (c) otherwise take
action to divert business or clientele to any other
Competing Business.
r. Non-competition covenants Franchise Agreement: For a period of 2 years following the
after the franchise is Paragraph 13 expiration/termination of your Franchise
terminated or expires Agreement, you must not operate a Competing
Business: (i) at the Authorized Location; (ii)
within a 10 mile radius of (a) the Authorized
Location, or (b) any other Studio that is open,
under lease or otherwise under development as of
the date of termination/expiration.
Additionally, for a period of 2 years after

termination of the Franchise Agreement, you
must not shall not (i) solicit business from
customers of your former Studio, (ii) contact any
of our suppliers or vendors for any competitive
business purpose, or (iii) solicit any of our other
employees, or the employees of Franchisor’s
affiliates or any other System franchisee, to
discontinue employment.
s. Modification of the Franchise Agreement: The Franchise Agreement can be modified only
Franchise Agreement Paragraph 19 by written agreement between us and you. We
can modify or change the System through
changes in the Manual.
t. Integration/merger clause Franchise Agreement: Only the terms of the franchise agreement and
Paragraph 19 other related written agreements are binding
(subject to applicable state law.) Any
representations or promises outside of the
disclosure document and franchise agreement
may not be enforceable.
u. Dispute resolution by Franchise Agreement: You must first submit all dispute and
arbitration or mediation Paragraph 16 controversies arising under the Franchise
Agreement to our management and make every
effort to resolve the dispute internally.
At our option, all claims or disputes arising out

of the Franchise Agreement must be submitted to
non-binding mediation, which will take place at
our then-current headquarters (subject to
applicable state law). If the matter is mediated,
the parties will split the mediator’s fees and bear
all of their other respective costs of the
49
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Paragraph In
Provision Summary
Agreement
mediation.
Except for our right to seek injunctive relief in

any court of competent jurisdiction and as
otherwise described above, any claim arising out
of or relating to the Franchise Agreement or the
relationship of the parties, and any controversy
regarding the establishment of the fair market
value of assets of the Studio will be resolved in
binding arbitration before a single arbitrator in
Orange County, California (subject to applicable
state law).
v. Choice of forum Franchise Agreement: Any action that is not subject to arbitration must
Paragraph 16.6 be brought in state or federal court in Orange
County, California (subject to applicable state
law).
w. Choice of law Franchise Agreement: The Franchise Agreement is governed by the
Paragraph 16.1 laws of the state of California without reference
to this state’s conflict of laws principles (subject
to state law), except that: (i) any disputes or
actions involving any non-competition
covenants, including the interpretation and
enforcement thereof, must be governed by the
law of the state where the Studio is located; and
(ii) any franchise-specific or franchise-applicable
laws of California, including those related to pre-
sale disclosure and the franchise relationship
generally, will not apply to this Agreement or
franchise awarded hereunder unless the awarding
of said franchise specifically falls within the
scope of such California laws, regulations or
statutes without reference to and independent of
any reference to this choice of law provision.
B. Development Agreement
This table lists certain important provisions of the Development Agreement and related agreements.
You should read these provisions in the agreements attached to this disclosure document.
SECTION IN
DEVELOPMENT
PROVISION AGREEMENT OR SUMMARY
OTHER
AGREEMENTS
a. Length of the term of the Section 1(B), Exhibit B The Development Schedule will dictate the
Development Agreement amount of time you have to open a specific
number of franchises, which will differ for each
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SECTION IN
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OTHER
AGREEMENTS
Developer and will be specified in Exhibit B of
the Development Agreement.
b. Renewal or extension of the term Not Applicable Not Applicable
c. Requirements for developer to Not Applicable Not Applicable
renew or extend
d. Termination by developer Not Applicable Not Applicable
e. Termination by franchisor Not Applicable Not Applicable
without cause
f. Termination by franchisor with Section 14 We may terminate your Development
cause Agreement with cause as described in (g)-(h) of
this Item 17 Chart.
No default under the Development Agreement

shall constitute a default under any franchise
agreement you have entered into with us, unless
your acts or omissions also violate the terms and
conditions of that agreement. Failure to comply
with any material term or material condition
imposed by a franchise agreement executed in
connection your Development Agreement will
constitute grounds for us to default you under
your Development Agreement.
g. “Cause” defined – curable Section 14(B) We may terminate your Development
defaults Agreement after providing notice and a 30-day
cure period (unless a different cure period is
specified below) if: you fail to meet the
Development Schedule; you fail to develop,
open, and operate each Studio and execute each
Franchise Agreement in compliance with the
Development Agreement; you misappropriate or
misuse the Marks or impair the goodwill of the
Marks or System; fail to make monetary
payment under the Development Agreement or
any Franchise Agreement to us or our affiliate,
and fail to cure within 14 days of receiving
written notice from us; fail to correct a deficiency
of a health, sanitation, or safety issue identified
by a local, state or federal agency or regulatory
authority; or you fail to comply with any other
material term or material condition of the
Development Agreement or any Franchise
Agreement.
h. “Cause” defined – non-curable Section 14(A) We may terminate your Development
defaults Agreement automatically upon written notice if:
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DEVELOPMENT
OTHER
AGREEMENTS
you become insolvent or make a general
assignment for the benefit of creditors; file a
bankruptcy petition or are adjudicated bankrupt;
a bill in equity or appointment of receivership is
filed in connection with you; a receiver or
custodian of your assets of property is appointed;
a proceeding for a composition of creditors is
initiated against you; a final judgment is entered
against you and not satisfied within 30 days; if
you are dissolved, execution is levied against
you; a suit to foreclose any lien or mortgage
against any of your Studios is levied; the real or
personal property of a Studio is sold after being
levied upon; you fail to comply with the non-
competition covenants of the Development
Agreement; you or your principal discloses the
contents of the Manuals or other confidential
information; an immediate threat or danger to
public health or safety results from the operation
of a Studio operated by you; you or your
Principal has made a material misrepresentation
in the franchise application; you fail on 3 or more
occasions within a one (1) year period to comply
with a provision of the Development Agreement;
or you fail to comply with the transfer conditions
of the Development Agreement.
i. Developer’s obligations on Section 14(D), Section Upon termination, you have no right to establish
termination/ non-renewal 15 or operate any Studio for which an individual
Franchise Agreement has not been executed by
us and delivered to you at the time of
termination. All of your obligations under the
Development Agreement which expressly or by
their nature survive the expiration or termination
of the Agreement (including the non-competition
covenants of Section 11), continue in full force
and effect until they are satisfied or by their
nature expire.
j. Assignment of contract by Section 16(A) We have the absolute right to transfer or assign
franchisor the Development Agreement and all or any part
of its rights, duties or obligations to any person
or legal entity without your consent.
k. “Transfer” by developer - Section 16(B) A transfer includes voluntarily, involuntarily,
defined directly or indirectly, assigning, selling,
conveying, pledging, sub-franchising or
otherwise transferring any of the rights created
52
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SECTION IN
DEVELOPMENT
OTHER
AGREEMENTS
by the Development Agreement or any
ownership interest in you.
l. Franchisor approval of transfer Section 16(C) We must approve all transfers, but we will not
by developer unreasonable withhold our approval if you meet
our conditions.
m. Conditions for franchisor Section 16(C) Our conditions for approving a transfer include:
approval of transfer all of you and your affiliates’ money obligations
must be satisfied; you and your affiliates must
not be in material default of the Development
Agreement or any Franchise Agreement; you
must execute a general release in our favor; the
transferee must meet our then-current criteria for
Developers; the transferee must sign a written
assumption agreement assuming your liabilities
under the Development Agreement or, at our
option, execute our then-current form of
Development Agreement that will then govern
the remainder of the original Development
Schedule; you must our then-current Transfer
Fee; and you must pay any referral fees or
commissions that may be due to any franchise
broker, sales agent, or any other third party.
n. Franchisor’s right of first refusal Section 16(E) Except in certain circumstances (death/disability
to acquire developer’s business or transfer from individual franchisee to business
entity), you must provide us with a period of 30
days to match any third-party offer to purchase
any ownership interest in the Development
Agreement. If we do not exercise this right, then
you will have 60 days to effectuate the transfer
to the third party that made the offer on those
exact terms – if the transfer does not occur or the
proposed terms of the offer change in any way,
then we will have another 30 days to exercise our
right of first refusal.
o. Franchisor’s option to purchase Not Applicable Not Applicable
developer’s business
p. Death or disability of developer Section 16(F) You will have a period of 90 days to find a
suitable legal representative that we approve to
continue the operation of your Franchised
Business, provided that person completes our
training program and executes either a personal
guaranty or a new Development Agreement.
During this 90-day period, we may step in and

53
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SECTION IN
DEVELOPMENT
OTHER
AGREEMENTS
operate the Franchised Business on your behalf
and pay ourselves a reasonable amount to
reimburse our costs associated with this
operation on your behalf. We are not under any
obligation to step in and operate your business
during this period.
q. Non-competition covenants Section 11(B)(1) Neither you, your principals, guarantors, owners
during the term of the franchise or key employees, nor any immediate family
member of you, your principals, guarantors,
owners or key employees, may: (i) own, operate,
or otherwise be involved with, Competing
Business (as defined in the Development
Agreement); (ii) employ or seek to employ any
employees of us, our affiliates or any other
System franchisee/developer or induce such
persons to leave their employment; or (iii) divert,
or attempt to divert, any prospective customer to
a Competing Business.
r. Non-competition covenants after Section 11(B)(2) For a period of two (2) years after the
the franchise is terminated or termination/expiration/transfer of your
expires Development Agreement, neither you, your
principals, guarantors, owners, nor any
immediate family member of you, your
principals, guarantors, owners, may own, operate
or otherwise be involved with any business that
competes with us and is involved in the licensing
or franchising, or establishing of joint ventures
for the operation, of Competing Businesses.
For a period of two (2) years after the

Section 11(B)(3) termination/expiration/transfer of your Franchise
Agreement, neither you, your principals,
guarantors, owners, nor any immediate family
member of you, your principals, guarantors,
owners, may own, operate or otherwise be
involved with and Competing Business: (i)
within the Development Area; (ii) within a 40-
mile radius of your Development Area or any
other designated territory or designated area
licensed by us to a Studio as of the date of
expiration/termination of the Development
Agreement through the date you attempt to
engage in any competitive activity prohibited by
this Section.
During this two-year period, these parties are

54
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SECTION IN
DEVELOPMENT
OTHER
AGREEMENTS
also prohibited from: (i) soliciting business from
customers of your former Studios; (ii) contacting
any of our suppliers/vendors for a competitive
business purpose; or (iii) soliciting any
employees of us, our affiliates or any other
System franchisee or developer to discontinue
their employment.
s. Modification of the Development Section 23(F) Your Development Agreement may not be
Agreement modified, except by a writing signed by both
parties.
t. Integration/ merger/clause Section 23(G) Only the terms of the Development Agreement
(and ancillary agreements) and this Disclosure
Document are binding (subject to state law). Any
representations or promises outside of the
Disclosure Document and this Agreement may
not be enforceable. Nothing in this Agreement or
any related agreement is intended to disclaim the
representations made in this Disclosure
Document.
u. Dispute resolution by arbitration Sections 22(A) – (C) You must first submit all dispute and
or mediation controversies arising under the Development
Agreement to our management and make every
effort to resolve the dispute internally.
At our option, all claims or disputes arising out

of the Development Agreement must be
submitted to non-binding mediation, which will
take place at our then-current headquarters. If the
matter is mediated, the parties will split the
mediator’s fees and bear all of their other
respective costs of the mediation.
Except for our right to seek injunctive relief in

any court of competent jurisdiction and as
otherwise described above, any claim arising out
of or relating to the Development Agreement or
the relationship of the parties, and any
controversy regarding the establishment of the
fair market value of assets of the Studio will be
resolved in binding arbitration before a single
arbitrator in Orange County, California (subject
to applicable state law).
v. Choice of forum Section 22(A) Any action that is not subject to arbitration must
be brought in state or federal court in Orange
County, California (subject to applicable state
55
2022
SECTION IN
DEVELOPMENT
OTHER
AGREEMENTS
law).
w. Choice of law Section 21(A) The Development Agreement is governed by the
laws of the state of California without reference
to this state’s conflict of laws principles (subject
to state law), except that: (i) any disputes or
actions involving any non-competition
covenants set forth in any agreement with us,
including the interpretation and enforcement
thereof, must be governed by the law of the state
where the Studio is located; and (ii) any
franchise-specific or franchise-applicable laws
of California, including those related to pre-sale
disclosure and the franchise relationship
generally, will not apply to this Agreement or
franchise awarded hereunder unless the
awarding of said franchise specifically falls
within the scope of such California laws,
regulations or statutes without reference to and
independent of any reference to this choice of
law provision.
Applicable state law may require additional disclosures related to the information in this Disclosure Document.
These additional disclosures appear in Exhibit G, entitled State Specific Addenda, to this Disclosure Document.
ITEM 18
PUBLIC FIGURES
We do not currently use any public figure or personality to promote the franchise.
ITEM 19
FINANCIAL PERFORMANCE REPRESENTATIONS
The FTC’s Franchise Rule permits a franchisor to provide information about the actual or potential financial
performance of its franchised and/or franchisor-owned outlets, if there is a reasonable basis for the information,
and if the information is included in the disclosure document. Financial performance information that differs from
that included in Item 19 may be given only if (1) a franchisor provides the actual records of an existing outlet you
are considering buying; or (2) a franchisor supplements the information provided in this Item 19, for example, by
providing information about possible performance at a particular location or under particular circumstances.
BACKGROUND
In Part I of this Item, we disclose the average, median and certain other monthly Gross Revenue generated in each
calendar month comprising the 2021 calendar year (each, a “Calendar Month” and collectively, the “Measurement
Period”) amongst the franchised Studios that were: (i) owned and operated by a System franchisee over the entirety
of the Measurement Period; and (ii) operating for at least 12 months beyond their soft opening date as of the end
of that Calendar Month (the “Disclosed Studios”).
56
2022
In Part I, the Applicable Subset for a given Calendar Month excludes any Studio that was not open for at least 12
months beyond its soft opening date as of the end of that Calendar Month (the “Excluded Studios”).
In Part II of this Item, we disclose two (2) different Charts. The first Chart (Chart 2-A) discloses the average,
median and certain other monthly Gross Revenue generated during the Measurement Period amongst Disclosed
Studios that scheduled a minimum of 120 classes per Calendar Month in accordance with our recommended
standards and specifications (the “Fully Scheduled Disclosed Studios”).
The second Chart (Chart 2-B) discloses the average, median and certain other monthly Gross Revenue generated
during the Measurement Period amongst Disclosed Studios that scheduled less than 120 classes per Calendar
Month, which does not follow our recommended standards and specifications (the “Minimally Scheduled
Disclosed Studios”). The Excluded Studios are excluded from Part II of this Item 19.
[THE REST OF THIS PAGE HAS BEEN LEFT INTENTIONALLY BLANK

SIGNATURES ON THE FOLLOWING PAGE]
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1-A. Average and Median and Other Reported Gross Revenue Information Amongst the Applicable Subset of all Disclosed Studios for each
Calendar Month Comprising the Measurement Period
Jan-21 Feb-21 Mar-21 Apr-21 May-21 Jun-21 Jul-21 Aug-21 Sep-21 Oct-21 Nov-21 Dec-21
Average Reported
$14,291 $14,617 $16,694 $17,729 $20,643 $22,345 $22,697 $21,977 $21,371 $21,444 $22,818 $20,097
# Studios in
Applicable Subset 37 42 43 43 45 50 50 51 52 55 61 62
High Reported $38,249 $44,141 $50,388 $48,727 $55,750 $50,619 $51,506 $47,021 $44,414 $47,218 $48,564 $47,478
Median Reported $13,227 $12,996 $14,590 $15,601 $19,240 $21,150 $22,114 $20,661 $21,244 $20,480 $21,675 $20,166
Low Reported $1,009 $855 $760 $1,657 $1,982 $1,725 $1,610 $418 $299 $497 ($349) $249
# of Studios in
Applicable Subset
that Met or Exceeded 16 18
Average Reported (43%) (43%) 18 (42%) 16 (37%) 17 (38%) 22 (44%) 25 (50%) 24 (47%) 26 (50%) 25 (46%) 28 (46%) 31 (50%)
2-A. Average and Median and Other Reported Gross Revenue Information Amongst the Applicable Subset of all Fully Scheduled Disclosed
Studios for each Calendar Month Comprising the Measurement Period
Average Reported
$18,997 $20,143 $21,731 $23,361 $26,832 $26,912 $29,088 $27,545 $28,012 $28,736 $32,670 $29,752
# Studios in
High Reported $38,249 $44,141 $50,388 $48,727 $55,750 $50,619 $51,506 $47,021 $44,414 $47,218 $48,564 $47,478
Median Reported $18,064 $19,600 $21,613 $23,284 $25,583 $25,255 $27,231 $24,847 $26,985 $28,468 $30,616 $27,080
Low Reported $7,930 $10,225 $9,323 $12,713 $14,581 $10,871 $14,753 $12,982 $15,409 $11,535 $18,678 $17,087
# of Studios in
Applicable Subset
that Met or Exceeded
Average Reported 9 (45%) 8 (50%) 13 (48%) 12 (50%) 10 (42%) 12 (40%) 9 (38%) 10 (36%) 10 (40%) 10 (44%) 10 (44%) 8 (36%)
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All the information on this website is published in good faith and for general information purpose only. FranChimp.com does not make any warranties about the completeness, reliability, and accuracy of this information. Any action you take upon the information you find on this
website (FranChimp.com), is strictly at your own risk. We will not be liable for any losses and/or damages in connection with the use of our website.
2-B. Average and Median and Other Reported Gross Revenue Information Amongst the Applicable Subset of all Minimally Scheduled
Studios for each Calendar Month Comprising the Measurement Period
Average Reported
$8,755 $11,217 $8,194 $10,614 $13,570 $15,496 $16,798 $15,199 $15,222 $16,203 $16,854 $14,787
# Studios in
High Reported $24,029 $24,987 $22,958 $26,904 $30,149 $30,463 $29,183 $30,062 $25,496 $28,640 $37,370 $30,874
Median Reported $7,968 $10,512 $9,100 $9,844 $12,591 $15,682 $16,997 $16,164 $16,104 $17,242 $17,417 $13,750
Low Reported $1,009 $855 $760 $1,657 $1,982 $1,725 $1,610 $418 $299 $497 ($349) $249
# of Studios in
Applicable Subset
that Met or Exceeded 10
Average Reported 7 (41%) (39%) 9 (56%) 9 (47%) 9 (43%) 10 (50%) 14 (54%) 13 (57%) 16 (59%) 18 (56%) 19 (50%) 19 (48%)
[THE REMAINDER OF THIS PAGE IS LEFT INTENTIONALLY BLANK
ITEM 19 CONTINUES ON THE FOLLOWING PAGE]
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All the information on this website is published in good faith and for general information purpose only. FranChimp.com does not make any warranties about the completeness, reliability, and accuracy of this information. Any action you take upon the information you find on this
Explanatory Note to Charts
1. The term “Gross Revenue” means the total revenue generated by a given Disclosed Studio over the
Measurement Period, including all revenue generated from the sale and provision of any and all Approved
Services at, from, or otherwise through, that Studio.
Please note that the term “Gross Revenue”: (i) excludes sales tax (that Studio owner must pay directly to
the appropriate taxing authority); and (ii) does not account for revenue the Disclosed Studios may have
generated by providing the Teacher Training Program.
2. The “Average Gross Revenue” figure was calculated by taking the sum of all the Gross Revenue generated
by the Disclosed Studios and dividing that amount by the number of Disclosed Studios in the appropriate
subset at issue.
3. The “Median Gross Revenue” figure was determined by taking the middle reported Gross Sales value
amongst the Gross Revenue values reported by the appropriate subset of Disclosed Studios once those
values are sorted from highest to lowest dollar amount.
Notes Regarding Disclosed Studios and Item 19 Generally
1. This Item does not contain any information related to the operating costs and expenses that are
incurred in connection with the establishment and/or operation of a Franchised Business. If you wish
to better understand these costs beyond the initial period of operations disclosed in Item 7 of this
Disclosure Document, we respectfully suggest that you contact one of our existing System franchisees
and make the kind of inquiries you (along with your business advisors) determine appropriate prior
to entering into any franchise or area development agreement with us. Operating costs and expenses
vary from business to business and will include, among other things, the royalty and other fees you
are required to pay to us and/or our Approved Supplier(s) in connection with your Franchised
Business.
2. The figures provided in this Item do not account for amortization, depreciation, interest on debt
services and/or any tax liability. We suggest you speak to your business advisors, as your determine
appropriate, regarding these financial aspects of the Franchised Business.
Other than the preceding financial performance representation, we do not make any financial performance
representations. We also do not authorize our employees or representatives to make any such representations either
orally or in writing. If you are purchasing an existing Studio, however, we may provide you with the actual records
of that outlet. If you receive any other financial performance information or projections of your future income,
you should report it to the our management by contacting Nik Kish at Row House Franchise, LLC, 17877 Von
Karman Ave., Suite 100, Irvine, CA 92614 or via telephone at (949) 341-5585.
ITEM 20
OUTLETS AND FRANCHISEE INFORMATION
TABLE 1
SYSTEMWIDE OUTLET SUMMARY
FOR YEARS 2019 TO 2021
OUTLETS AT THE OUTLETS AT THE

OUTLET TYPE YEAR NET CHANGE
START OF THE YEAR END OF THE YEAR
FRANCHISED 2019 0 54 +54
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2022
OUTLETS AT THE OUTLETS AT THE
OUTLET TYPE YEAR NET CHANGE
START OF THE YEAR END OF THE YEAR
2020 54 69 +15
2021 69 81 +12
2019 3 0 -3
COMPANY-OWNED 2020 0 17 +17
2021 17 10 -7
2019 3 54 +51
TOTAL OUTLETS 2020 54 86 +32
2021 86 91 +5
TABLE 2
TRANSFER OF OUTLETS FROM FRANCHISEES TO NEW OWNERS
(OTHER THAN ROW HOUSE FRANCHISE, LLC)
FOR THE YEARS 2019 TO 2021
STATE YEAR NUMBER OF TRANSFERS

2019 0
CA 2020 0
2021 2
2019 0
CO 2020 1
2021 0
2019 0
CT 2020 1
2021 0
2019 0
FL 2020 2
2021 1
2019 0
NE 2020 0
2021 1
2019 0
NJ 2020 0
2021 1
2019 0
TOTAL OUTLETS 2020 4
2021 5
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TABLE 3
STATUS OF SINGLE UNIT FRANCHISE OUTLETS
CEASED
OUTLETS REACQUIRED OUTLETS
OUTLETS TERMI- NON- OPERATIONS-
STATE YEAR AT START BY AT END OF
OPENED NATIONS RENEWALS OTHER
OF YEAR FRANCHISOR THE YEAR
REASONS
2019 0 1 0 0 0 0 1
AZ 2020 1 0 0 0 0 0 1
2021 1 0 0 0 1 0 0
2019 0 13 0 0 0 0 13
CA 2020 13 7 0 0 8 0 12
2021 12 9 0 0 0 0 21
2019 0 4 0 0 0 0 4
CO 2020 4 1 0 0 1 0 4
2021 4 1 0 0 0 0 5
2019 0 1 0 0 0 0 1
CT 2020 1 1 0 0 0 0 2
2021 2 0 0 0 0 0 2
2019 0 0 0 0 0 0 0
DC 2020 0 1 0 0 0 0 1
2021 1 1 0 0 0 0 2
2019 0 4 0 0 0 0 4
FL 2020 4 1 0 0 0 0 5
2021 5 0 0 0 0 0 5
2019 0 1 0 0 0 0 1
GA 2020 1 2 0 0 0 0 3
2021 3 1 0 0 0 0 4
2019 0 4 0 0 0 0 4
IL 2020 4 0 0 0 3 0 1
2021 1 0 0 0 0 0 1
2019 0 1 0 0 0 0 1
MA 2020 1 0 0 0 0 0 1
2021 1 0 0 0 0 0 1
2019 0 0 0 0 0 0 0
MD 2020 0 1 0 0 0 0 1
2021 1 0 0 0 0 0 1
2019 0 0 0 0 0 0 0
MI 2020 0 2 0 0 0 0 2
2021 2 0 0 0 0 0 2
2019 0 1 0 0 0 0 1
MN 2020 1 0 0 0 0 0 1
2021 1 0 0 0 1 0 0
MO 2019 0 1 0 0 0 0 1
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CEASED
REASONS
2020 1 1 0 0 0 0 2
2021 2 0 0 0 0 0 2
2019 0 1 0 0 0 0 1
NC 2020 1 1 0 0 0 0 2
2021 2 0 0 0 0 0 2
2019 0 0 0 0 0 0 0
NE 2020 0 1 0 0 0 0 1
2021 1 0 0 0 0 0 1
2019 0 3 0 0 0 0 3
NJ 2020 3 0 0 0 0 0 3
2021 3 0 0 0 0 0 3
2019 0 2 0 0 0 0 4
NY 2020 4 1 0 0 1 0 4
2021 4 0 0 0 0 0 4
2019 0 0 0 0 0 0 0
NV 2020 0 0 0 0 0 0 0
2021 0 0 0 0 0 0 0
2019 0 0 0 0 0 0 0
OK 2020 0 1 0 0 0 0 1
2021 1 0 0 0 0 0 1
2019 0 1 0 0 0 0 1
OH 2020 1 2 0 0 0 0 3
2021 3 0 0 0 0 0 3
2019 0 1 0 0 0 0 1
PA 2020 1 0 0 0 0 0 1
2021 1 0 0 0 0 0 1
2019 0 1 0 0 0 0 1
SC 2020 1 0 0 0 1 0 0
2021 0 0 0 0 0 0 0
2019 0 1 0 0 0 0 1
SD 2020 1 0 0 0 0 0 1
2021 1 0 0 0 0 0 1
2019 0 0 0 0 0 0 0
TN 2020 0 2 0 0 0 0 2
2021 2 0 0 0 1 0 1
2019 0 5 0 0 0 0 5
TX 2020 5 3 0 0 3 0 5
2021 5 4 0 0 0 0 9
2019 0 4 0 0 0 0 4
VA
2020 4 3 0 0 0 0 7
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CEASED
REASONS
2021 7 0 0 0 1 0 6
2019 0 2 0 0 0 0 2
WA 2020 2 1 0 0 0 0 3
2021 3 0 0 0 0 0 3
2019 0 54 0 0 0 0 54
TOTAL 2020 54 32 0 0 17 0 69
2021 69 16 0 0 4 0 81
TABLE 4
STATUS OF COMPANY-OWNED OUTLETS
STATE YEAR OUTLETS OUTLETS OUTLETS OUTLETS OUTLETS OUTLETS AT

AT START OPENED REACQUIRED CLOSED SOLD TO END OF THE
OF YEAR FROM FRANCHISEE YEAR
FRANCHISEE
AZ 2019 0 0 0 0 0 0
2020 0 0 0 0 0 0
2021 0 0 1 0 0 1
CA 2019 1 0 0 0 1 0
2020 0 0 8 0 0 8
2021 8 0 0 0 8 0
CO 2019 0 0 0 0 0 0
2020 0 0 1 0 0 1
2021 1 0 0 0 1 0
FL 2019 0 0 0 0 0 0
2020 0 0 0 0 0 0
2021 0 0 1 0 0 1
IL 2019 0 0 0 0 0 0
2020 0 0 3 0 0 3
2021 3 0 0 0 0 3
MN 2019 0 0 0 0 0 0
2020 0 0 0 0 0 0
2021 0 0 1 0 0 1
NY 2019 2 0 0 0 2 0
2020 0 0 1 0 0 1
2021 1 0 0 0 0 1
SC 2019 0 0 0 0 0 0
2020 0 0 1 0 0 1
2021 1 0 0 0 0 1
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STATE YEAR OUTLETS OUTLETS OUTLETS OUTLETS OUTLETS OUTLETS AT
AT START OPENED REACQUIRED CLOSED SOLD TO END OF THE
OF YEAR FROM FRANCHISEE YEAR
FRANCHISEE
TN 2019 0 0 0 0 0 0
2020 0 0 0 0 0 0
2021 0 0 1 0 0 1
TX 2019 0 0 0 0 0 0
2020 0 0 3 0 0 3
2021 3 0 0 0 3 0
VA 2019 0 0 0 0 0 0
2020 0 0 0 0 0 0
2021 0 0 1 0 0 1
TOTAL 2019 3 0 0 0 3 0
2020 0 0 17 0 0 17
2021 17 0 5 0 12 10
TABLE 5
PROJECTED OPENINGS AS OF DECEMBER 31, 2021
PROJECTED NEW
UNIT FRANCHISE PROJECTED NEW
FRANCHISED
AGREEMENTS SIGNED COMPANY-OWNED
STATE OUTLETS IN THE
BUT OUTLETS NOT OUTLETS IN THE NEXT
NEXT FISCAL
OPENED FISCAL YEAR
YEAR
CA 9 6 0
CO 3 2 0
CT 1 1 0
DC 1 1 0
FL 3 2 0
MA 2 1 0
MO 1 1 0
NE 1 1 0
NJ 2 1 0
NY 3 2 0
NC 3 2 0
PA 1 1 0
TN 1 1 0
TX 3 2 0
VA 1 1 0
WA 2 1 0
TOTAL 37 26 0
65
2022
A list of the names, addresses and telephone numbers of our current franchisees as of the Issuance Date of this
Disclosure Document, as well as a list of the names, addresses and telephone numbers of our franchisees who
have had a franchise terminated, canceled, not renewed or otherwise voluntarily or involuntarily ceased to do
business under the franchise agreement during the most recently completed fiscal year or who have not
communicated with us within 10 weeks of the issuance date of this franchise disclosure document, are attached
as Exhibit H. We do not currently have any franchisee or former franchisee information to disclose.
If you buy the franchise offered in this disclosure document, your contact information may be disclosed to other
buyers when you leave the franchise system.
In the last three fiscal years, some franchisees have entered into confidentiality agreements that restrict their ability
to speak openly about their experience with our franchise system.
There are no trademark-specific franchisee organizations that require disclosure in this Item.
ITEM 21
FINANCIAL STATEMENTS
Exhibit C-1 contains the audited financial statements of our affiliate, PB Franchising, LLC for its last
three fiscal years ending December 31, 2019, December 31, 2020, and December 31, 2021.
PB Franchising, LLC is our affiliate and guarantees certain of our performance obligations to franchisees,
as set forth in the form of affiliate guaranty attached to this Disclosure Document as Exhibit C-2.
Our fiscal year end is December 31.
ITEM 22
CONTRACTS
The following agreements are attached to this Disclosure Document:
Exhibit A Franchise Agreement and Exhibits

Exhibit 1 Authorized Location Addendum
Exhibit 2 Electronic Funds Transfer Agreement
Exhibit 3 Electronic Debit Authorization
Exhibit 4 Guarantee
Exhibit 5 Addendum to Lease
Exhibit D Statement of Prospective Franchisee
Exhibit F Form of General Release
Exhibit G State Specific Addenda
Exhibit I Development Agreement
ITEM 23
RECEIPTS
Exhibit K to this Franchise Disclosure Document contains a detachable document, in duplicate,

acknowledging receipt of this Franchise Disclosure Document by a prospective franchisee. You should sign both
copies of the Receipt. You should retain one signed copy for your records and return the other signed copy to our
Chief Operating Officer at the following address: Nik Kish at Row House Franchise, LLC, 17877 Von Karman
Ave., Suite 100, Irvine, CA 92614 or via telephone at (949) 341-5585.
66
2022
Exhibit A
To Franchise Disclosure Document
FRANCHISE AGREEMENT AND RELATED EXHIBITS

2022 Franchise Disclosure Document - Exhibits
FRANCHISE AGREEMENT AND RELATED EXHIBITS
© 2022 Row House Franchise, LLC

2022 Franchise Agreement
TABLE OF CONTENTS
ARTICLE PAGE
1. GRANT OF FRANCHISE; LOCATION ............................................................................................. 2

2. ACCEPTANCE BY FRANCHISEE ..................................................................................................... 3
3. TERM AND RENEWAL ......................................................................................................................... 4
4. TRADEMARK STANDARDS ................................................................................................................ 5
5. FEES .............................................................................................................................................................. 6
6. FRANCHISOR SERVICES .................................................................................................................... 9
7. FACILITY STANDARDS, LEASE AND CONSTRUCTION ...................................................... 12
8. STUDIO IMAGE AND OPERATING STANDARDS .................................................................... 14
9. ADVERTISING AND MARKETING ................................................................................................ 18
10. FINANCIAL REPORTS, AUDITS, COMPUTER SYSTEM AND INSURANCE
REQUIREMENTS ................................................................................................................................................. 20
11. RELATIONSHIP OF THE PARTIES; INDEMNIFICATION ................................................... 23
12. CONFIDENTIAL INFORMATION ................................................................................................... 23
13. COVENANTS NOT TO COMPETE .................................................................................................. 25
14. TRANSFER OF INTEREST ................................................................................................................. 26
15. DEFAULT AND TERMINATION OF AGREEMENT ................................................................. 28
16. RESOLUTION OF DISPUTES ............................................................................................................ 32
17. MISCELLANEOUS PROVISIONS .................................................................................................... 36
18. ACKNOWLEDGMENTS ...................................................................................................................... 38
19. ENTIRE AGREEMENT ........................................................................................................................ 39
EXHIBITS
EXHIBIT 1 AUTHORIZED LOCATION ADDENDUM

EXHIBIT 2 ELECTRONIC FUNDS TRANSFER AGREEMENT
EXHIBIT 3 ELECTRONIC DEBIT AUTHORIZATION
EXHIBIT 4 GUARANTEE, INDEMNIFICATION AND ACKNOWLEDGEMENT
EXHIBIT 5 ADDENDUM TO LEASE
© 2022 Row House Franchise, LLC

ROW HOUSE
FRANCHISE AGREEMENT
In a number of places in this Franchise Agreement, you are asked to initial certain items to show that they
have been fully discussed with you, and read, understood and agreed to by you. Initialing those areas does
not lessen the importance of other areas or mean they are not fully enforceable.
This Row House Franchise Agreement (this “Agreement”) is entered into as of the ____ day of
______________________, 20___ between Row House Franchise, LLC, a Delaware limited liability company,
doing business as “Row House” (“Franchisor”) and _________________________________________, or
his/her/their assignee, if a partnership, corporation or limited liability company is later formed (“Franchisee”),
upon the following terms, conditions, covenants and agreements:
RECITALS
A. Row House Franchise, LLC, a Delaware limited liability company (“Licensor”), owns and has developed
and administers a system and franchise opportunity, including various fitness and exercise techniques and
methods, trade secrets, copyrights, confidential and proprietary information and other intellectual property rights
(collectively, the “System”) for the establishment and operation of indoor rowing fitness studios (“Row House
Studios”) identified by the “Row House” trade name and other trademarks and service marks licensed hereunder
(the “Marks”).
B. The System includes the Marks and trade secrets, proprietary methods and information and procedures
for the establishment and operation of Row House Studios, including, without limitation, confidential manuals
(collectively, the “Manual”), training methods, fitness equipment, furniture and fixtures, marketing, advertising
and sales promotions, cost controls, accounting and reporting procedures, personnel management, distinctive
interior design and display procedures, and color scheme and décor (collectively, the “Trade Dress”).
C. Franchisor grants to qualified persons who are willing to undertake the required investment and effort,
a franchise to own and operate a Row House Studio offering (i) indoor rowing exercise classes and related services
that Franchisor authorizes (collectively, the “Approved Services”), which may include providing our proprietary
Row House University training program (“RH University”) to subsequent “Authorized Instructors” of the
Franchised Studio and Studio clientele via (a) Franchisor’s remote training program, or (b) a “Master Trainer”
that Franchisor provides to Franchisee; and (ii) certain merchandise and other products Franchisor authorizes for
sale in conjunction with the Approved Services and Studio operations (collectively, the “Approved Products”), all
while utilizing the System and Marks.
D. Franchisee desires to obtain a franchise to use the System and Marks in the development and operation of
a Row House Studio at the location specified in this Agreement (the “Studio”).
E. Franchisee has independently investigated the business contemplated by this Agreement, and recognizes
that the nature of the business may change over time, that an investment in a Row House Studio involves business
risks, and that the venture’s success depends primarily upon Franchisee’s business abilities and efforts.
NOW, THEREFORE, in consideration of the foregoing, the fees and other sums payable by Franchisee
and of the mutual covenants contained in this Agreement, the parties agree as follows:
©2022 Row House Franchise, LLC 1

1. GRANT OF FRANCHISE; LOCATION
1.1 Grant. You agree at all times faithfully, honestly and diligently to perform your obligations under this
Agreement and to use your best efforts to promote Row House and your Studio. Accordingly, Franchisor grants
to Franchisee the non-exclusive right and license to:
A. Establish and operate a single Row House Studio utilizing only the System and the Row House
Marks, at a single location that has been authorized by Franchisor (the “Authorized Location”), in accordance
with the provisions and for the term specified in this Agreement;
B. Use only the Marks of Franchisor under the terms of this Agreement to identify and promote the
Studio offered hereunder; and
C. Use the proprietary fitness and exercise methods and know-how, as set forth periodically in
Franchisor’s operations manual, other manuals, training programs, or otherwise communicated to Franchisee.
1.2 Site Approval Process. Franchisor will assist Franchisee in connection with site selection by: (i)
providing Franchisee with its then-current site selection criteria, to the extent such criteria has been reduced to
writing; and (ii) providing Franchisee with access to a local real estate broker that is familiar with Franchisor’s
confidential site evaluation criteria, to the extent Franchisor has established relationships with such brokers in or
around the Designated Market Area (as defined in Section 1.3 below). Franchisor will use commercially
reasonable efforts to approve or reject a proposal for an Authorized Location within 30 days of the date Franchisor
receives all reasonably-requested information regarding the proposed site. Franchisor’s approval of the proposed
site shall be deemed to be a binding addendum to this Agreement upon Franchisor and Franchisee’s execution of
Exhibit 1, which is attached hereto and incorporated herein by reference, and which will set forth the Authorized
Location. Franchisor agrees not to unreasonably withhold approval of a site that meets its site criteria. Franchisee
acknowledges that Franchisor’s approval of a proposed site is permission only and not an assurance or guaranty
to Franchisee of the availability, suitability or success of a location, and cannot create a liability for Franchisor.
While Franchisor will provide site selection assistance as specified in Section 6.1 herein, Franchisee alone is
ultimately responsible for selecting and developing an acceptable location for the Studio. Franchisee agrees to
hold Franchisor harmless with respect to the selection of the Authorized Location by Franchisee. Franchisee must
obtain lawful possession of an Authorized Location by lease, purchase or other method and open for regular,
continuous business within six (6) months of the date that Franchisor accepts this Agreement. The opening date
may be extended an additional three (3) months in certain instances, as explained in Section 2.2D, below.
Franchisor has the right to terminate this Agreement if Franchisee fails to select a site for the Studio that meets
Franchisor’s approval, within the time period allotted above.
1.3 Authorized Location & Designated Territory. If the Authorized Location has not been identified at
the time this Agreement is signed, Franchisee must identify a site approved by Franchisor within the following
geographical area:
_______________________________________________________________________ (“Designated
Market Area”). Once the Authorized Location for the Studio has been identified in the Authorized Location
Addendum, attached hereto as Exhibit 1, Franchisor agrees that, so long as Franchisee is in good standing, neither
it nor its affiliates will operate or establish, or authorize another Row House franchisee to operate or establish, a
Studio using the Row House System or Marks from a physical location within a certain geographical area
surrounding the Authorized Location (“Designated Territory”). The Designated Territory, if any, will be defined
in Exhibit 1, hereto. Franchisor will have the right to modify the boundaries of the Designated Territory in the
event (a) Franchisee relocates the Franchised Business, or (b) at the time of any requested renewal or proposed
assignment of the franchise, the population of the Designated Territory is over 50,000, with said modifications

designed to afford Franchisee with a territory that contains a population that is similar to that contained within the
original territory at the time this Agreement is signed.
1.4 Rights Reserved to Franchisor. Notwithstanding anything contained in this Agreement, Franchisor and
its affiliate(s)/parent(s) hereby reserve the exclusive right to: (i) open and operate, and license third parties the
right to open or operate, other Studios utilizing the Marks and System outside the Designated Territory; (ii) market,
offer and sell products and services similar to those offered by the franchised business and other Studios (such as
private label products that Franchisor may develop and the Bridge Training Program) under a different trademark
or trademarks at any location, within our outside the Designated Territory; (iii) use the Marks and System, as well
as any other marks Franchisor may designate, to distribute Approved Products and/or Services through alternate
channels of distribution, including without limitation, via the Internet and other e-commerce channels, catalog
sales, direct mail or wholesale, at any location within or outside the Designated Territory; (iv) acquire, or be
acquired by, or merge with, any company, including a company operating or licensing one or more businesses
offering products or services similar to those offered by a Studio located within or outside Franchisee’s Designated
Territory, and subsequently operate (or license a third party the right to operate) these locations regardless of
location; (v) open and operate, or license third parties the right to open or operate, Studios at “Non-Traditional
Locations,” including (a) “big box” gyms and/or fitness facilities operating under a mark other than the Marks,
(b) military bases, (c) shopping malls, (d) airports, stadiums, arenas and/or other sports, entertainment and captive
venues, (e) major industrial or office complexes, (f) hotels, (g) train stations, travel plazas and/or other
transportation centers, (h) casinos, hospitals and/or academic institutions, that are within and outside the
Designated Territory; and (vi) use the Marks and System, and license others to use the Marks and System, to
engage in any other activities not expressly prohibited by this Franchise Agreement.
I have read Article 1, understand it, and agree to comply with each
of its Sections.
Your Initials: __________ / __________
2. ACCEPTANCE BY FRANCHISEE
2.1 Acceptance by Franchisee. Franchisee accepts this Agreement and the license granted herein and agrees
to develop and operate the Studio on the terms and conditions specified herein. Franchisee agrees to follow the
System requirements in the operation of its Studio, including, without limitation, its facilities, staff, advertising,
operations, and all other aspects of Franchisor’s business and the System now in effect and changed periodically.
Franchisee (or, if Franchisee is an entity, one of its operating principals) and its proposed Designated Manager (as
defined in Section 5.5(B) of this Agreement) must attend and complete the appropriate initial training to
Franchisor’s satisfaction, as set forth in Section 6.3 of this Agreement.
2.2 Conditions. The rights being licensed herein are subject, without limitation, to the following conditions:
A. Franchisee’s business and the Studio shall be identified only by those Marks approved in writing
by Franchisor with at least one exterior sign as designated by Franchisor.
B. Concurrently, with the signing of this Agreement, Franchisee must execute a personal guaranty
in the form attached hereto as Exhibit 4 (“Personal Guaranty”). In the event Franchisee is a legal entity having
more than one owner, all owners, shareholders, partners, joint venturers, and any other person who directly or
indirectly owns a 10% or greater interest in Franchisee (the "Owners") must execute the Personal Guaranty. Any
person or entity that at any time after the date of this Agreement becomes an Owner, pursuant to Section 14 or
otherwise, shall, as a condition of becoming an Owner, execute Franchisor’s then-current form of Personal
Guaranty.

C. Franchisee shall submit the lease for the Studio to Franchisor for its written consent before
Franchisee executes the lease for the Authorized Location. The lease must contain the provisions outlined in
Section 7.2 and Exhibit 5 (“Lease Addendum”).
D. Franchisee agrees that it shall open the Studio for regular, continuous business no later than six
(6) months after this Agreement is signed by Franchisor. If, through no fault of Franchisee, the Studio has not
opened after six (6) months, Franchisor may agree in writing to provide Franchisee with an additional three (3)
months to open its Studio if Franchisee (a) has already secured an approved premises for its Studio, and (b) is
otherwise making diligent and continuous efforts to buildout and otherwise prepare its franchised business for
opening throughout the six (6) month period following the execution of this Agreement. Franchisor may require
Franchisee to pay a fee at the time an extension is requested amounting to $2,500 as a condition to granting any
extension under this Section.
E. Franchisee agrees at all times to comply with the Manual, standards, operating systems, and other
aspects of the System (collectively, the “System Standards”) prescribed by Franchisor, which are subject to change
at Franchisor’s discretion.
of its Sections.
Your Initials: __________ / __________
3. TERM AND RENEWAL
3.1 Term. The term of this Agreement shall be for a period of ten (10) years beginning on the date this
Agreement is accepted by Franchisor, unless sooner terminated under Section 15. The conditions to obtain a
renewal Row House franchise agreement are those stated below in Section 3.2.
3.2 Renewal. Unless terminated at an earlier date, upon the expiration of the initial term, Franchisee shall
have the right to renew this Agreement for two (2) consecutive additional five (5) year terms, subject to satisfaction
of each of the following conditions:
A. Prior to each such renewal, Franchisee shall execute Franchisor’s standard form of franchise
agreement being offered at the time of each such renewal. The provisions of each such renewal franchise
agreement may differ from and shall supersede this Agreement in all respects, including, without limitation,
changes in royalty and advertising fees, except that Franchisee shall pay the renewal fee specified in Section
3.2.F., instead of the initial franchise fee. Franchisee’s failure or refusal to execute and return Franchisor’s then-
current standard form Franchise Agreement to Franchisor within thirty (30) days after receipt by Franchisee shall
constitute Franchisee’s election not to renew;
B. Franchisee shall demonstrate that it has the right to remain in possession of the Authorized
Location for the duration of the renewal term, or that it has been able to secure and develop an alternative site
acceptable to Franchisor;
C. In consideration of each such renewal of the franchise, Franchisee shall execute a general release
in the form and substance satisfactory to Franchisor, releasing any and all claims against Franchisor and its
affiliates, officers, directors, employees and agents;
D. Franchisee shall have completed or made arrangements to make, at Franchisee’s expense, such
renovation and modernization of the Studio, including the interior and exterior of the building, grounds, leasehold
improvements, signs, furnishings, fixtures, equipment, surveillance cameras, and decor as Franchisor reasonably
requires so the Studio conforms with the then-current standards and image of Franchisor;

E. Franchisee, during the term of this Agreement, shall have substantially complied with all of the
provisions of this Agreement and all other agreements with Franchisor, and shall be in compliance with the Manual
and with Franchisor’s policies, standards and specifications on the date of the notice of renewal and at the
expiration of the initial term;
F. Franchisee shall pay to Franchisor a renewal fee equal to $10,000 for a successor franchise; and
G. Franchisee shall have given Franchisor written notice of renewal no less than 90 days or more
than 180 days before expiration of the initial term.
3.3 Franchisor’s Refusal to Renew Franchise. Franchisor may refuse to renew the franchise if Franchisee
is in default under this Agreement, or any other agreement with Franchisor or an affiliate of Franchisor, or if
Franchisee fails to satisfy any of the foregoing conditions. Subject to the above, Franchisor will not unreasonably
deny renewal of a Franchise.
3.4 Notice of Expiration Required by Law. If applicable law requires that Franchisor give a longer period
of notice to Franchisee than herein provided prior to the expiration of the initial term or any additional term,
Franchisor will give such additional required notice. If Franchisor does not give such required additional notice,
this Agreement shall remain in effect on a month-to-month basis until Franchisee has received such required
notice.
of its Sections.
Your Initials: __________ / __________
4. TRADEMARK STANDARDS
4.1 Name and Ownership. Franchisee acknowledges the validity of the Mark ROW HOUSE and all other
Marks that now or in the future are or will be part of the System and agrees and recognizes that the Marks are the
sole and exclusive property of Franchisor and/or the affiliates of Franchisor. Franchisee further acknowledges that
Franchisee’s right to use the Marks is derived solely from this Agreement and is limited to the conduct of a Studio
pursuant to and in compliance with this Agreement and all applicable standards, specifications and operating
procedures prescribed by Franchisor from time to time. Any unauthorized use of the Marks by Franchisee shall
be a breach of this Agreement and an infringement of the rights of Franchisor and its affiliates. Franchisee’s use
of the Marks inures to the benefit of Franchisor, which owns all goodwill now and hereafter associated with the
Marks. Franchisee agrees not to contest ownership or registration of the Marks. Franchisor (and/or its affiliates)
owns all right, title and interest in and to the Marks, and Franchisee has and acquires hereby only the qualified
license granted in this Agreement. Franchisor agrees to indemnify Franchisee from any claims, costs or fees
associated with Franchisee’s authorized use of the Marks in connection with the franchised business, subject to
the requirement that Franchisor be immediately notified of any third party challenge to Franchisee’s authorized
use of any Mark under this Agreement, and Franchisor has the right to control any related litigation.
4.2 Use.
A. Franchisee shall not use any Mark as part of any corporate or business name with any
prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form. Franchisee shall
display and use the Marks only in the manner and form prescribed or authorized by Franchisor and shall conduct
no other business than that prescribed by Franchisor. Franchisee shall not use any other mark, name, commercial
symbol or logotype in connection with the operation of the Studio and shall not market any product relating to the
Studio without Franchisor’s written consent, and if such consent is granted, such product must be marketed in a

manner acceptable to Franchisor. Franchisor may also permit Franchisee to use from time to time other
trademarks, service marks, trade names and commercial symbols as may be designated by Franchisor in writing.
B. Franchisee agrees to give such notices of trademark and service mark registrations and
copyrights as Franchisor specifies and to obtain such fictitious or assumed name registrations as may be required
under applicable law.
C. Franchisee is prohibited from using the Marks in advertising, promotion or otherwise,

without the appropriate “©” or “®” (copyright and registration marks) or the designations “TM” or “SM” (trademark
and service mark), where applicable.
4.3 Litigation. Franchisee agrees to notify Franchisor immediately in writing if it becomes aware that any
person who is not a licensee of Franchisor is using or infringing upon any of the Marks. Franchisee may not
communicate with any person other than Franchisor and its counsel in connection with any such use or
infringement. Franchisor will have discretion to determine what steps, if any, are to be taken in any instance of
unauthorized use or infringement of any of its Marks and will have complete control of any litigation or settlement
in connection with any claim of an infringement or unfair competition or unauthorized use with respect to the
Marks. Franchisee will execute any and all instruments and documents and will assist and cooperate with any suit
or other action undertaken by Franchisor with respect to such unauthorized use or infringement such as by giving
testimony or furnishing documents or other evidence. Franchisor will be responsible for legal expenses incurred
by Franchisor in connection with any litigation or other legal proceeding involving such third party. Franchisor
shall not be liable for any legal expenses of Franchisee unless (a) pre-approved in writing by Franchisor in its
discretion, and (b) the action proceeds or arises out of Franchisees authorized use of the Marks hereunder.
4.4 Modification, Discontinuance or Substitution. Franchisor reserves the right, if necessary in

Franchisor’s sole judgment, to change the principal Mark(s) of the System on a national or regional basis, and
upon reasonable notice, Franchisee shall at its expense adopt a new principal Mark(s) designated by Franchisor to
identify the Studio. Franchisor shall have no liability or obligation whatsoever with respect to Franchisee’s change
of any Mark.
4.5 Franchisor’s Revenues. Franchisor and its affiliates may offer to sell to Franchisee at a reasonable profit
various goods and services, and reserve the right to receive fees or other consideration in connection with sales
promotion and advertising programs associated with the Marks or from System vendors.
of its Sections.
Your Initials: __________ / __________
5. FEES
5.1 Initial Franchise Fee. Franchisee agrees to pay Franchisor an initial franchise fee in the sum of Sixty
Thousand Dollars ($60,000) for a single Studio upon execution of this Agreement (the “Initial Franchise Fee”) in
the form of a cashier’s check or bank wire. The Initial Franchise Fee shall be fully earned by Franchisor upon
payment and is not refundable under any circumstance.
5.2 Royalty Fee. Beginning on the day the Studio starts generating revenue from its business operations, and
continuing during the Term of this Agreement, Franchisee agrees to pay Franchisor, weekly, without setoff, credit
or deduction of any nature, a royalty fee equal to seven percent (7%) of the Gross Sales (as that term is defined in
Section 5.3, below) generated by the Studio over the immediately preceding week (the “Royalty” or “Royalty
Fee”).

5.3 Gross Sales. Gross Sales means the total revenue generated by the Studio, including all revenue generated
from the sale and provision of any and all gift cards and other approved products and services at or through the
Studio and all proceeds from any business interruption insurance related to the non-operation of the Studio,
whether such revenues are evidenced by cash, check, credit, charge, account, barter or exchange. “Gross Sales”
does not include (a) any sales tax and equivalent taxes that are collected by Franchisee for or on behalf of any
governmental taxing authority and paid thereto, (b) the value of any allowance issued or granted to any client of
the Studio that is credited in good faith by Franchisee in full or partial satisfaction of the price of the approved
products or services offered in connection with the Studio, or (c) the remuneration that Franchisee is entitled to
receive in connection with any authorized RH University training that is provided to clients pursuant to Section
8.4(D)(2) of this Agreement.
5.4 Initial FF Package; Opening Retail Inventory; Initial Software Fee.
A. Prior to opening the Studio governed by this Agreement, Franchisee must purchase, lease or
otherwise acquire the following from Franchisor or its then-current Approved Supplier: (i) an initial package of
furniture, fixtures and equipment that is designed to provide Franchisee with certain items needed in connection
with outfitting, equipping and otherwise building out of the Studio (the “Initial FF Package”); (ii) a package of
ergometers (stationary bikes) and related exercise equipment (the “Fitness Equipment Package”): that the parties
agree and acknowledge the Franchisor’s standard franchise offering assumes will be acquired via a lease-toown
or comparable program that Franchisee enters into with a third-party provider that Franchisor has approved or
approves upon Franchisee’s request; and (iii) opening inventory comprised of certain branded and other inventory
that may be resold at the Studio (the “Proprietary Initial Inventory Kit”). Over the term of this Agreement,
Franchisee will be responsible for (a) maintaining and/or replacing the items comprising the Initial FF Package
and Fitness Equipment Package (as required by this Agreement and the terms of the lease-to-own or comparable
program provider requires), and (b) maintaining certain levels of inventory with respect to those items comprising
the Proprietary Initial Inventory Kit, as set forth more fully in this Agreement.
B. Franchisee must pay Franchisor a one-time fee amounting to $3,000 upon execution of this
Agreement as consideration for the initial setup and license associated with the Studio management software that
Franchisor designates (the “Initial Software Fee”), which is be deemed fully earned and non-refundable upon
payment.
C. Franchisee further agrees to install at its expense and use the membership accounting, cost control,
point of sale (“POS”) and inventory control systems through the supplier Franchisor designates. The designated,
or approved, supplier(s) for these services will be updated in the Manuals as changes are made. Over the term of
this Agreement, Franchisee will also be required to pay Franchisor’s then-current designated provider for the
software that Franchisor prescribes for use in connection with the Studio and the POS (each, a “Software Fee”),
which may be modified upon reasonable written notice to Franchisee.
5.5 Fund Contribution. Franchisor has established a brand development fund to promote, market and
otherwise develop the System, Marks and Franchisor’s brand generally (the “Fund”), Franchisee is required to
contribute up to two percent (2%) of the Gross Sales of its Studio to this Fund (the “Fund Contribution”), once
Franchisee commences collecting revenue in connection with Studio operations, including pre-opening sales
activity. The Fund Contribution will typically be paid in the same manner and at the same interval that the Royalty
Fee is collected (based on the Gross Sales of the Studio over the immediately preceding reporting period).
5.6 Technology Fee. Franchisor reserves the right to charge Franchisee its then-current technology fee (the
“Technology Fee”) as consideration for certain technology-related services that Franchisor may determine to pay
for all or some portion of as part of the System, which may include: (a) website development and hosting, (b)
establishing a System-wide intranet or other type of website portal for the System (a “Website Portal”) of any
kind, (c) proprietary or customized software licensed by Franchisor or its affiliates to assist with the day-to-day
operations of the Studio, and/or (d) any other technology that Franchisor determines appropriate, in its discretion,

for use in connection with your franchised business and determines to provide as part of the Technology Fee.
Franchisor may modify the Technology Fee upon thirty (30) days’ written notice to Franchisee.
5.7 Music Licensing Fee. Franchisor reserves the right to charge Franchisee its then-current music licensing
fee (the “Music Licensing Fee”) as consideration for costs incurred in connection with obtaining licensing rights
to music and playlists Franchisee will use in connection with the provision of Approved Services at the Studio.
5.8 Training-Related Fees.
A. Owner and Designated Manager Training Fee. As described more fully in this Agreement,
Franchisee and certain of its personnel will: (i) be required to attend and complete certain initial training before
the Studio can open for operations, as well as certain ongoing training, as described more fully in Section 6 of this
Agreement; and (ii) have the right to request that Franchisor provide certain kinds of training or on-site assistance,
subject to the availability of Franchisor’s training personnel. Except as provided below, certain initial and ongoing
training will be provided by Franchisor without charging any kind of training fee; however, Franchisee (or its
personnel) will be responsible for ensuring Franchisor receives its then-current training fee, as applicable, in
connection with any training that Franchisor provides hereunder that involves such a fee (the “Training Fee”). If
Franchisee is acquiring and assuming an existing franchise from another System franchisee, it will be required to
pay the then-current Training Fee associated with Franchisor providing the initial training program to Franchisee.
B. RH University Tuition. As described more fully in Section 6.3(A)(2) below, all instructors that
Franchisee wishes to provide the Approved Services must: (i) complete the necessary training to serve as an
“Authorized Instructor” that can provide classes and other Approved Services at the franchised Studio (the “RH
University”) or “RHU), or (b) Franchisor’s online training program for RHU; and (ii) Franchisee pays the then-
current fee associated with attending RH University (“RH University Tuition”) based on the kind of training that
is provided by Franchisor. The amount the prospective instructor, or, at Franchisee’s option, that Franchisee on
the instructor’s behalf, must pay for RH University Tuition will vary depending on whether RH University is
conducted at the Studio or at another location.
5.9 Other Amounts Due in Connection with Franchised Business. Franchisee will also be responsible for
timely payment of any other required fees or amounts necessary to purchase marketing materials, inventory or
other supplies from Franchisor or its affiliates described in this Agreement.
5.9 Electronic Transfer; Right to Modify Collection Interval.
A. The Royalty Fee, Fund Contribution as well as any other fees owed to Franchisor or its affiliates
under this Section 5 or otherwise in connection with the franchised business, will be automatically debited from
Franchisee’s point-of-sale operating account administered by the designated supplier of point-of-sale services on
a weekly basis throughout the Term, unless Franchisor provides reasonable written notice that Franchisor is
modifying the collection interval (e.g., notifying Franchisee that Franchisor will be collecting Royalty Fee, Fund
Contribution and other recurring amounts due on a monthly rather than weekly basis, with such monthly fees
based on the Gross Sales of the Studio over the preceding calendar month).
B. All amounts due to Franchisor for the purchase of products, services or otherwise are due upon
receipt of an invoice from Franchisor. Any payment or report not actually received by Franchisor on or before the
due date is overdue.
C. Franchisee agrees to complete and execute an “Electronic Funds Transfer Agreement” (attached
as Exhibit 2 to this Agreement) and any other form, including, without limitation, an “Electronic Debit
Authorization” (attached as Exhibit 3 to this Agreement) for the purpose of authorizing an electronic debit, and to
submit any information required by Franchisor for such authorization.

D. Franchisee is required to use only the POS system provided by the designated supplier and will
pay the designated provider directly for all fees associated with the use of the designated provider’s software.
Franchisee is not allowed to use an unapproved external terminal to process transactions.
5.10 Interest and Late Charges. Amounts due to Franchisor (except interest on unpaid amounts due) not
paid when due shall bear interest from the date due until paid at the lesser of one and one-half percent (1.5%) per
month, or the highest rate of interest allowed by law. Franchisor may also recover its reasonable attorneys’ fees,
costs and other expenses incurred in collecting amounts owed by Franchisee.
of its Sections.
Your Initials: __________ / __________
6. FRANCHISOR SERVICES
6.1 Site Selection and Lease Negotiations. Although Franchisor will provide the site selection assistance
described in Section 1.2 of this Agreement, Franchisee is solely responsible for locating, obtaining and evaluating
the suitability and prospects of the Studio location, for the review and negotiation of its lease, and for hiring an
attorney or other advisor to review and help negotiate the lease. The Authorized Location must meet Franchisor’s
then-current System standards and specifications, as set forth in the Manuals or otherwise in writing by Franchisor.
Franchisor reserves the right to charge a reasonable fee for performing any Franchisee-requested on-site evaluation
to cover incurred expenses, including, but not limited to, travel, lodging, meals and wages. Franchisor agrees not
to unreasonably withhold approval of a site that meets its site criteria.
6.2 Unit Development. Franchisor shall consult and advise Franchisee on the proper display of the Marks,
layout and design, procurement of rowing/fitness equipment, ergometers, free weights and other equipment,
furniture, fixtures, surveillance cameras with audio, initial inventories, recruiting personnel, and managing
construction or remodeling of the Studio. After Franchisee has executed a lease for the Authorized Location,
Franchisor shall deliver to Franchisee specifications and standards for building, equipment, furnishings, fixtures,
surveillance cameras with audio, layout, design and signs relating to the Authorized Location and shall provide
reasonable consultation in connection with the development of the Studio. Franchisee’s architect must make any
layout, design and specifications provided by Franchisor site-specific. Franchisee agrees to make no changes,
alterations or modifications whatsoever to the selected layout and design without obtaining prior written consent
from Franchisor.
6.3 Training Requirements and Remedies. Franchisee agrees and acknowledges that the following training
obligations and requirements must be strictly complied with and adhered to at all times during the Term:
A. Initial Training Requirements. Prior to opening the Studio, Franchisee must ensure that: (i)
Franchisee (or, if an entity, its Operating Principal) completes the appropriate model of Franchisor’s initial training
program that is designed for the owner and operator of the Studio (the “Owner/Operator Module”); (ii) any and all
initial instructors that Franchisee wishes to have provide the Approved Services at the Studio successfully complete
RH University and related testing, described more fully below, as required for such instructors to become a rowing
instructor that is authorized to provide the rowing classes and certain other Approved Services at the Studio (each,
an “Authorized Rowing Instructor”) via one (1) of the two (2) methods detailed earlier in this Agreement; and (iii)
if Franchisee has engaged a Designated Manager as described more fully in Section 8.6 of this Agreement, such
Designated Manager has completed the module of Franchisor’s initial training program designed for this kind of
manager (the “Designated Manager Module”).
1. Owner and Designated Manager Training. The Owner/Operator Module and Designated
Manager Module will typically be provided at one (1) of Franchisor’s corporate training locations located in

California, and Franchisee will be responsible for all costs and expenses associated with the attending these modules.
Unless Franchisee is acquiring and assuming an existing franchise from another System franchisee, Franchisor will
provide each of the foregoing modules to one (1) person tuition-free, provided the two (2) individuals attend at the
same time prior to the opening of the Studio and subject to the schedules and availability of its training staff.
Otherwise, Franchisor reserves the right to charge its then-current Training Fee for initial training to any other
individuals that wish to attend these modules.
2. RH University for Initial and Subsequent Instructors. In order to provide the Approved
Services at the Studio, an instructor must complete RH University and related testing to become an Authorized
Rowing Instructor. RH University may be provided via: (i) one of Franchisor’s master trainers (each, a “Master
Trainer”) that provides RHU at the site of the franchised Studio to all appropriate prospective Authorized Rowing
Instructor(s) at Franchisee’s franchised Studio; or (ii) an online training program that (a) Franchisor provides to
Franchisee, and (b) is conducted at Franchisee’s franchised Studio by one (1) of Franchisee’s Authorized Instructors
that has completed the additional training/experience requirements associated with the then-current System to serve
as the lead Authorized Instructor at the franchised Studio (the “Lead Coach”). Franchisee will be solely responsible
for: (a) paying the then-current fee associated with providing RH University (“RH University Tuition”) for each
instructor that attends RH University, and (b) cover the related costs and expenses with sending one (1) of
Franchisor’s Master Trainers to provide RHU in-person at the franchised Studio (with respect to any RHU provided
beyond to Authorized Rowing Instructors that is provided after Franchisor provides the initial session of RHY to
Franchisee’s initial Authorized Rowing Instructors the first time prior to opening of the Franchised Business).. Any
and all individuals that wish to attend RH University must execute a prescribed form of agreement wherein that
individual agrees to: (i) not disclose or use the confidential or proprietary portions of RH University for any
competitive purpose during and after that individual’s employment with Franchisee; and (ii) not to solicit existing or
prospective customers of the Franchisee’s Studio during their employ or engagement with Franchisee and for a
period of two (2) years thereafter.
3. Remote Instruction. Franchisor has the right to provide, and require that Franchisee or other
required trainee participate in and complete, portions of the training described in this Section that are provided
remotely via the Internet or similar learning management system that permits the Franchisor to determine whether
Franchisee and/or other required trainee is actively participating in the webinar or other instruction at issue.
4. Remedies for Non-Compliance. If any of the individuals described in this Section fail to
successfully complete the applicable training required by this Section before the time Franchisee is required to open
the Studio hereunder, Franchisor may terminate this Agreement upon written notice to Franchisee. In the event
Franchisee permits (a) anyone other than an Authorized Rowing Instructor to provide the Approved Services from
the Studio, or (b) the Studio to be open and operating without an Authorized Rowing Instructor on-site at the Studio,
Franchisor may default Franchisee as set forth in Section 15.1 of this Agreement. Franchisor, as part of its right to
inspect and audit the operations of the franchised business on an ongoing basis, may require that Franchisee
demonstrate that all required personnel have participated in and successfully completed RH University. If Franchisee
fails to comply, Franchisor reserves the right to charge Franchisee its then-current penalty fee (“Penalty Fee”) for
each day that Franchisee permits anyone other than an Authorized Rowing Instructor to provide any Approved
Services or related instruction in connection with the Studio.
B. Discretionary On-Site Assistance. Around the time the Studio is opening, Franchisor may send
one (1) or more representatives to the Studio to (i) provide assistance and recommendations regarding the opening
and initial operations of the Studio, and/or (ii) provide additional or refresher training associated with the
Owner/Operator Module and/or RH University, all as Franchisor determines appropriate in its discretion
(collectively, the “Discretionary On-Site Assistance”). In the event Franchisor notifies Franchisee that it will be
providing the Discretionary On-Site Assistance, such assistance typically lasts one (1) to two (2) days and
Franchisee must ensure that Franchisee (or its Operating Principal), all management personnel and Authorized
Rowing Instructors are in attendance at the Studio during those days.

C. Ongoing/Refresher Training. Franchisor may provide, and require that Franchisee as well as any
of its management personnel attend, up to five (5) days of additional training each year at a training facility that
Franchisor designates (without charging Franchisee any Training Fee as described in Section 5.7 of this Agreement).
Franchisee may also request that Franchisor provide certain additional or refresher training to Franchisee, either at
one (1) of Franchisor’s designated training facilities or on-site at Franchisee’s Studio, but Franchisor reserves the
right to charge Franchisee its then-current Training Fee based in connection with any training that Franchisor
provides at Franchisee’s request. Such training will be provided subject to the availability and schedules of
Franchisor’s training personnel.
D. Remedial Training. If Franchisor determines that Franchisee is operating the franchised business
in a manner that is not consistent with the terms of this Agreement or the Manuals, or if Franchisee is otherwise
in material default of this Agreement, Franchisor may also require that Franchisee, its Designated Manager (if
applicable) and/or certain Authorized Rowing Instructors of the Studio attend and complete up to five (5)
additional days of training at (a) Franchisor’s designated training facility, (b) the Studio, or (c) other location
Franchisor designates, that is designed to address the default or other non-compliance issue (the “Remedial
Training”). Franchisor may require Franchisee and its designated trainees to pay Franchisor its then-current
Training Fee in connection with attending Remedial Training.
E. Master Training. In the event Franchisee wishes to have one (1) of the Studio’s Authorized
Rowing Instructors provide RH University at the Studio to instructors as part of the Approved Services, as
described more fully in Section 8.4(D) of this Agreement, then that Authorized Rowing Instructor must attend
and complete an additional training course provided by Franchisor’s Master Trainer designed to provide the
Authorized Rowing Instructor with additional instruction necessary for that individual to become a master trainer
to become a Lead Coach. In order for Franchisee to be in position to propose an Authorized Instructor for training
that will allow that individual to become a Lead Coach, Franchisee must: (i) not be in default of any provision of
this Agreement as a condition to Franchisor’s approval of such a request; and (ii) pay Franchisor its then-current
Training Fee in connection in connection with additional training provided to that Authorized Rowing Instructor.
F. Costs and Expenses. Franchisee will be responsible for the costs and expenses associated with
Franchisee and its personnel attending and completing all of the training described in this Section, including without
limitation, any costs related to travel, lodging, meals and (if appropriate) wages/compensation for personnel.
6.4 Operations Manual. Franchisor will grant Franchisee online access to an electronic version of the
Manual during the term of this Agreement. The Manual is anticipated to codify existing mandatory and suggested
specifications, standards and operating procedures currently prescribed by Franchisor. Franchisee acknowledges
that Franchisor may from time to time revise its Systems as well as the contents of the Manual, and Franchisee
agrees to comply with each new or changed standard and specification upon notice from Franchisor. The Manual
shall remain the sole property of Franchisor and shall be kept confidential by Franchisee both during the Term of
this Agreement and subsequent to the termination, expiration, or non-renewal of this Agreement. If Franchisee,
intentionally or otherwise through its gross negligence, compromises the secure access to the online version of
the Manual (or any hard copy of the Manual), including, but not limited to, allowing unauthorized users access to
the Manual and its confidential contents, Franchisee will be required to pay Franchisor liquidated damages in the
amount of $10,000, to compensate Franchisor for the breach and related damage to the System.
6.5 Continuing Services. Franchisor shall provide such continuing advisory assistance and information to
Franchisee in the development and operation of the Studio as Franchisor deems advisable in its discretion. Such
assistance may be provided, in Franchisor’s discretion, by Franchisor’s directives, System bulletins, meetings and
seminars, telephone, computer, e-mail, fax, personal visits, newsletters or manuals.
6.6 Approved Lists. Franchisor shall provide and from time to time, add to, alter or delete, at Franchisor’s
discretion, lists of specifications, approved distributors and suppliers, approved services and products, including,
but not limited to, rowing equipment and gear, and other materials and supplies used in the operation of the Studio.

Franchisor, or an affiliate of Franchisor, may be a designated or approved supplier of certain equipment, gear,
merchandise, apparel and supplies.
6.7 Pricing. Row House has developed an image that is based in part on affordable prices for indoor rowing
and other fitness services offered by the System. To promote a consistent consumer experience, and to maximize
the value of the products and services Studios offer, Franchisor may require fixed minimum prices for any products
or services offered by the System and Franchisee. Franchisee is obligated to use the pricing required by
Franchisor, unless Franchisor consents to changes in local pricing offered by Franchisee in order to (i) allow
Franchisee to respond to unique, local, marketing conditions, competition, or expenses; or (ii) comply with
changes or interpretations in state or federal anti-trust laws. Consistent with state or federal law, Franchisor
reserves the right to change or eliminate its pricing program in the future, or to move from a required to
recommended pricing structure.
6.8 Fund. As detailed in Section 9.1 of this Agreement, the Fund is maintained and administered by
Franchisor and, if Franchisor determines appropriate, the assistance of the marketing fund committee (“MFC”) to
meet the costs of conducting regional and national advertising and promotional activities (including the cost of
advertising campaigns, test marketing, marketing surveys, public relations activities and marketing materials)
which Franchisor and the MFC deem beneficial to the System.
6.9 Approving Pre-Opening Support Program. Franchisor and/or its approved provider will provide
Franchisee with advice and consultation with respect to establishing a pre-opening sales plan that Franchisee must:
(i) prepare in connection with its own business advisors and Franchisor, and (ii) get approved by Franchisor prior
to implementing as part of Franchisee’s pre-opening support program designed to (i) generate initial clientele for
the Studio prior to its opening, and (ii) otherwise market and promote the Studio (the “Pre-Opening Support
Program”). The components of Franchisee’s Pre-Opening Support Program must be approved by Franchisor prior
to implementation, including the relevant timelines for certain pre-opening sales and marketing activities.
of its Sections.
Your Initials: __________ / _________
7. FACILITY STANDARDS, LEASE AND CONSTRUCTION
7.1 Facility Specifications. Franchisee’s Studio shall meet the following conditions:
A. The Studio shall be laid out, designed, constructed or improved, equipped and furnished in
accordance with Franchisor’s standards and specifications. Equipment, furnishings, fixtures, surveillance cameras
with audio, decor and signs for the Studio shall be purchased from suppliers approved or designated by Franchisor.
Franchisee may remodel or alter the Studio, or change its equipment, furniture or fixtures, only with Franchisor’s
consent. Franchisee must obtain necessary permits, licenses and other legal or architectural requirements. The
Studio shall contain or display only signage that has been specifically approved or designed by Franchisor.
B. The Studio and all fitness equipment shall be maintained in accordance with standards and
specifications established by Franchisor or prescribed after inspection of the Studio. Franchisee shall promptly
repair or replace defective or obsolete equipment, signage, fixtures or any other item of the interior or exterior that
is in need of repair, refurbishing or redecorating in accordance with such standards established (and updated from
time to time) by Franchisor or as may be required by Franchisee’s lease.
C. Franchisee agrees and acknowledges that: (i) the System will evolve; (ii) the fitness industry must
respond to new fads, new forms of exercise, new equipment and new training techniques; and (iii) the System

must change to meet customer demands. Franchisee further understands that rowing equipment and other
equipment wears out, breaks down, or becomes obsolete. Consequently, from time to time, as Franchisor requires,
Franchisee must modernize and/or replace items of the Trade Dress or Studio equipment as may be necessary for
the Studio to conform to the standards for new Studios. Further, Franchisee will be required to thoroughly
modernize or remodel the Studio when requested by Franchisor, but no more than once every 5 years. This may
include replacing rowing/fitness equipment and gear, and other updates and improvements. Franchisee
acknowledges that this obligation could result in Franchisee making extensive structural changes to, and
significantly remodeling and renovating the Studio, and Franchisee agrees to incur, without limitation, any capital
expenditures required in order to comply with this obligation and Franchisor’s requirements. Within 60 days after
receiving written notice from Franchisor, Franchisee shall have plans prepared according to the standards and
specifications that Franchisor prescribes, and Franchisee must submit those plans to Franchisor for its approval.
Franchisee agrees to complete all work according to the plans that Franchisor approves within the time period that
Franchisor reasonably specifies and in accordance with this Agreement. Franchisor, or its Affiliate, will hold
themselves, and the Studios they operate (if any) to the same high standard, and same frequency for replacement
and renovation as is expected of Franchisee.
D. The Studio shall contain signage prominently identifying Franchisee by name as an independently
owned and operated franchisee of Franchisor.
E. The Studio must have a surveillance camera with audio purchased from a designated approved
supplier installed at the Studio. The camera(s) must be web accessible. The camera(s) will be used by Franchisee
to monitor teacher performance, quality assurance and safety. Franchisor has an absolute right to also review and
monitor the camera(s) for the same purposes as Franchisee, and to ensure compliance with the Row House System.
Franchisee is responsible for ensuring customer consent and for any failure to obtain such consent. Franchisee
agrees to indemnify Franchisor for any breaches of privacy from Franchisee’s use of any surveillance camera.
7.2 Lease. Franchisee is solely responsible for purchasing or leasing a suitable site for the Studio. Franchisee
must utilize the retail real estate attorney designated by Franchisor in writing, either in the Manual or otherwise,
to review and negotiate the lease for the Studio. Franchisee must submit the lease for the Studio to Franchisor for
its written consent before Franchisee executes the lease for the Authorized Location. Franchisor will not withhold
consent arbitrarily; however, any lease must contain substantially the following provisions: (1) “The leased
premises will be used only for the operation of a Row House Franchise;” (2) “The employees of Franchisor will
have the right to enter the leased premises to make any modifications necessary to protect the System and
proprietary marks thereof;” (3) “Lessee agrees that Lessor may, upon request of Franchisor disclose to said
Franchisor all reports, information or data in Lessor’s possession with respect to sales made in, upon or from the
leased premises;” and (4) a conditional assignment clause to be contained in a lease rider in a form approved by
Franchisor, which shall provide that Franchisor (or its designee) may, upon termination, expiration, non-renewal
or proposed assignment of this Agreement, at Franchisor’s sole option, take an assignment of Franchisee’s interest
thereunder, without the consent of the Lessor or property owner, without liability for accrued obligations, payment
of additional consideration or increase in rent, and at any time thereafter, reassign the lease to a new franchisee.
Franchisor’s execution of this Agreement is conditioned upon the above-referenced lease addendum in the form
attached hereto, as Exhibit 5 (“Lease Addendum”), which shall be signed by Franchisee and attached and made
part of the lease for the Studio. Franchisee acknowledges that it has been advised to have any lease reviewed by
Franchisee’s own legal counsel.
7.3 Unit Development. Franchisee agrees that after obtaining possession of the Authorized Location,
Franchisee will promptly, at Franchisee’s sole expense:
A. Obtain any standard plans and/or specifications from Franchisor;

B. Employ a qualified licensed architect, as required by state or local codes, to prepare all drawings,
designs, plans and specifications for the Studio, and submit same to Franchisor for review and approval prior to
commencing construction;
C. Complete the construction or remodeling of the Studio in full and strict compliance with plans
and specifications approved by Franchisor, and in compliance with all applicable ordinances, building codes and
permit requirements;
D. Purchase or lease, in accordance with Franchisor’s standards and specifications, all fitness
equipment, fixtures, inventory, supplies and signs required for the Studio;
E. Hire and train the initial operating personnel according to Franchisor’s standards and
specifications; and
F. Complete development of and have the Studio open for business not later than six (6) months
after the date that Franchisor accepts this Agreement.
7.4 Franchisee’s Responsibility. Although Franchisor may provide Franchisee with various standard or
sample plans and specifications with respect to constructing and equipping the Studio, it is Franchisee’s sole
responsibility to construct and equip the Studio in compliance with all applicable federal, state and local laws and
regulations, including, without limitation, all building codes, fire and safety codes, environmental laws,
Occupational Safety and Health Administration laws, health laws, sanitation laws, Americans with Disabilities
Act and all other requirements that may be prescribed by any federal, state or local governmental agency.
Franchisee is also solely responsible for ensuring that Franchisee and the Franchised Business comply with all
music licensing laws in connection with any music that Franchisee and/or any Authorized Rowing Instructor at
the Studio determines to play or use that is not otherwise covered by the Music Licensing Fee. Franchisee further
acknowledges and agrees that Franchisee is, and will continue to be at all times during the Term, solely responsible
for all employment decisions and to comply with all state, federal, and local hiring laws and functions of the
Studio, including without limitation, those related to hiring, firing, training, wage and hour requirements,
compensation, promotion, record-keeping, supervision, and discipline of employees, paid or unpaid, full or part-
time. Franchisee’s employees must be competent, conscientious, and properly trained. Franchisee acknowledges
that nothing in this Agreement shall, or may be construed to, create any type of employer or joint employer
relationship between (a) Franchisee or any of Franchisee’s personnel, and (b) Franchisor in any matter.
of its sub-sections.
Your Initials: __________ / __________
8. STUDIO IMAGE AND OPERATING STANDARDS
8.1 Compliance. Franchisee acknowledges and agrees that every detail regarding the appearance and
operation of the Studio is important to Franchisor, Franchisee, the System and other Row House franchisees in
order to maintain high and uniform operating standards, to increase demand for the classes sold by all franchisees,
and to protect Franchisor’s reputation and goodwill, and, accordingly, Franchisee agrees to comply strictly at all
times with the requirements of this Agreement and Franchisor’s standards and specifications (whether contained
in the Manual or any other written or oral communication to Franchisee by Franchisor) relating to the appearance
or operation of the Studio. Franchisee acknowledges that other Studios may operate under different forms of
agreement with Franchisor, and that the rights and obligations of the parties to other agreements may differ from
those hereunder.

8.2 Franchisor’s Right to Inspection. To determine whether Franchisee is complying with this Agreement
and Franchisor’s standards and specifications, Franchisor reserves the right to supervise, determine and approve
the standards of appearance, quality and service pertinent to the Studio including, without limitation, the right at
any reasonable time and without prior notice to Franchisee to: (1) inspect and examine the business premises,
fitness equipment, facilities and operation of the Studio in person or by web accessible surveillance cameras with
audio, which are required to be installed in each classroom in the Studio; (2) interview Franchisee and Franchisee’s
employees, including any independent contractors; (3) interview Franchisee’s members and customers, suppliers
and any other person with whom Franchisee does business; (4) confer with members and staff of government
agencies with authority over Franchisee about matters relevant to the Studio; and (5) use “mystery shoppers,” who
may pose as customers and evaluate Franchisee and Franchisee’s operations.
8.3 Personnel. Franchisee agrees to employ in the operation of the Studio only persons of high character and
ability who maintain and exhibit traits of enthusiasm, cleanliness, neatness, friendliness, honesty and loyalty, it
being recognized by Franchisee that such persons are necessary in order to promote and maintain customer
satisfaction and the goodwill of the System. Franchisee agrees to staff the Studio at all times with a sufficient
number of qualified, competent personnel who have been trained in accordance with Franchisor’s standards.
Franchisee shall be considered the employer of all employees and independent contractors of the Studio. It is the
sole responsibility of Franchisee to hire, discipline, discharge and establish wages, hours, benefits, employment
policies and other terms and conditions of employment for its employees and independent contractors. Franchisee
is responsible for obtaining its own independent legal advice regarding the employment of employees and
independent contractors, and complying with any and all applicable laws pertaining thereto. Franchisor shall have
no responsibility for the terms and conditions of Franchisee’s relationship with Franchisee’s employees and/or
independent contractors. Franchisee shall engage in no discriminatory employment practices and shall in every
way comply with all applicable laws, rules and regulations of federal, state and local governmental agencies,
including, without limitation, all wage-hour, civil rights, immigration, employee safety and related employment
and payroll related laws. Franchisee shall make all necessary filings with, and pay all taxes and fees due to, the
Internal Revenue Service and all other federal, state and local governmental agencies or entities to which filings
and payments are required.
8.4 Products and Services to be Offered for Sale.
A. Approved Services and Approved Products Generally. Franchisee acknowledges that the
presentation of a uniform image to the public and the offering of uniform services and products is an essential
element of a successful franchise system. In order to insure consistency, quality and uniformity throughout the
System, Franchisee agrees: (i) to sell or offer for sale only the services or products that have been expressly
approved for sale by Franchisor; (ii) to sell or offer for sale all services and products required by Franchisor; (iii)
not to deviate from Franchisor’s standards and specifications; and (iv) to discontinue selling and offering for sale
any services or products that Franchisor may, in its discretion, disapprove at any time. Franchisor shall supply
Franchisee with a list of suppliers from which Franchisee is required to purchase fitness equipment, rowing
equipment/accessories, products or services for the Studio. Franchisor may change this list from time to time, and
upon notification to Franchisee, Franchisee shall only purchase fitness equipment, rowing equipment/accessories,
products or services from approved suppliers as specified on the changed list. Franchisor, or an affiliate of
Franchisor, may be a designated or approved supplier of certain equipment, gear, merchandise, apparel and
supplies. Franchisee agrees to keep the Studio and fitness equipment in clean condition, with all equipment well-
maintained and operational, and be able at all times during business hours to provide members with all services
and products specified by Franchisor.
B. Required Use of Approved Suppliers. Franchisee agrees that: (i) all exercise equipment must be
purchased exclusively from approved suppliers and must be maintained according to manufacturer or Franchisor
specifications, as applicable; and (ii) Franchisee must use the real estate attorney designated by Franchisor to
review and negotiate the lease for the Studio. Franchisee acknowledges and agrees that Franchisor is (or may at
any time in future become) an approved or designated supplier for certain rowing/fitness equipment, other

equipment, products, logo items, signage and artwork, that Franchisor may derive income from the sale of such
items, and that the price charged by Franchisor may reflect a profit.
C. No Deviation or Supplement with Regards to Approved Services and/or Related Methodology.

Franchisee and those it employs must teach Row House classes exactly as specified in the Manual and in other
training materials provided by Franchisor. Franchisee agrees not to add any exercises, rowing methods, workout
regimens, or other forms of rowing instruction that are not approved by Franchisor, and Franchisee agrees not to
leave out any exercises, rowing methods, workout regimens, or other forms of rowing instruction that are required
by Franchisor.
D. Franchisor Approval of Master Trainer and Provision of RH University as Part of the Approved
Services at the Studio. The parties agree and acknowledge that Franchisee may not offer or provide RH University
at the Studio or otherwise, unless and until: (i) Franchisor approves an Authorized Rowing Instructor to attend
and complete the master training program described in Section 6.3(E) of this Agreement; (ii) Franchisee or the
Authorized Rowing Instructor at issue pays Franchisor the required RH University Tuition associated with the
training; (iii) that Authorized Rowing Instructor completes the foregoing program and is approved as a Master
Trainer; and (iv) Franchisor provides written notice to Franchisee that the Master Trainer can provide RH
University at the Studio (the “RH University Supplemental Service Conditions”). In the event the RH University
Supplemental Service Conditions are satisfied, only the Master Trainer(s) that have satisfied the conditions may
provide RH University at the Studio, subject to the following terms:
1. Franchisee must ensure that its Master Trainer provides RH University in strict
accordance with System standards and specifications, as well as the materials that Franchisor provides for use in
connection with the provision of RH University (the “RH University Materials”);
2. With regards to each client that enrolls in RH University at the Studio, Franchisee agrees
and acknowledges that: (i) Franchisor will receive the full then-current RH University Tuition associated with
providing the Program to that client from the client directly via online scheduling/payment or other method
Franchisor designates; (ii) unless Franchisor agrees otherwise in a separate writing, Franchisee may not accept
any portion of the RH University Tuition; and (iii) the System owner that employs or otherwise supplies that Lead
Coach at issue in connection with any RHU provided will be entitled to the then-current portion of the RH
University tuition that is conducted.
3. The revenue generated by the provision of RH University at the Studio will not be
accounted for in the definition of “Gross Sales” of the Studio for purposes of calculating the Royalties or Fund
Contribution due to Franchisor hereunder and will be accounted for separate and apart from all other Gross Sales
of the Studio in required financial reporting under this Agreement.
E. Non-Approved Services, Products or Suppliers. If Franchisee proposes to offer for sale any other
products, classes or services that have not been approved by Franchisor, Franchisee shall first notify Franchisor
in writing and submit sufficient information, specifications and samples concerning such product, classes and/or
supplier and/or service for a determination by the Franchisor whether such product, classes or supplier of service
complies with the Franchisor’s specifications and standards and/or whether such supplier meets the Franchisor’s
approved supplier criteria. Franchisor shall, within ninety (90) days, notify Franchisee in writing whether or not
such proposed product, class and/or supplier or service is approved, as determined in Franchisor’s discretion.
Franchisor reserves the right to charge Franchisee reasonable costs in connection with Franchisor’s review,
evaluation and approval of alternative suppliers. These charges may include reimbursement for travel,
accommodations, meal expenses, and personnel wages. Franchisor may from time to time prescribe procedures
for the submission of requests for approved products and/or suppliers or services and obligations that approved
suppliers must assume (which may be incorporated in a written agreement to be executed by approved suppliers).
Franchisor reserves the right to revoke its approval of a previously authorized supplier, product, class or service
when Franchisor determines in its discretion that such supplier, product, class or service is not meeting the

specifications and standards established by Franchisor. If Franchisor modifies its list of approved products, classes
and/or suppliers and/or services, Franchisee shall not, after receipt in writing of such modification, reorder any
product or utilize any supplier, product, class or service that is no longer approved.
F. Franchisor Rights. Franchisee acknowledges and agrees that Franchisor may sell products and
services to members located anywhere, even if such products and services are similar to what Franchisor sells to
Franchisee and what Franchisee offers at the Studio. Franchisor may use the internet or alternative channels of
commerce to sell Row House brand products and services. Franchisee may only sell the products and services
from the Studio’s approved location, and may only use the internet or alternative channels of commerce to offer
or sell the products and services, as permitted by Franchisor, in order to register members for classes. Nothing in
the foregoing shall prohibit Franchisee from obtaining members over the Internet provided Franchisee’s internet
presence and content comply with the requirements of this Agreement.
G. Advertising Outside Designated Territory. Unless Franchisor agrees otherwise, Franchisee may
not actively solicit potential members or customers, or otherwise promote the franchised business through any
targeted advertising/marketing, outside of the Designated Territory. Nothing in this Agreement, however, shall
prohibit Franchisee from servicing members and other customers that contact Franchisee or the Studio, regardless
of where those members/customers reside or work.
H. No Unauthorized Sales of Certain Items. Unless Franchisor directs or agrees otherwise in writing,
Franchisee agrees not to sell vitamins, supplements or other nutritional products or food items, including bottled
water, at the Studio.
I. Penalty Fee. Franchisor reserves the right to charge its then-current per day Penalty Fee for each
day Franchisee offers or sells unauthorized products or services from the Studio, including in connection with the
offer or provision of RH University in a manner that is not consistent with this Agreement.
8.5 Compliance with Laws. Franchisee agrees to comply with all federal, state and local laws, rules, and
regulations and shall as soon as practicable, but in any event prior to the opening for business of the Studio, obtain
all municipal and state permits, certificates or licenses necessary to operate the Studio and shall file and publish,
if required by applicable law, a certificate of doing business (whether under a fictitious name or otherwise).
Franchisee acknowledges and agrees that it has the sole responsibility to investigate and comply with any
applicable laws in the state where the Studio is located that are specific to the operation of a health/fitness studio.
For example, some states require that health/fitness facilities have a staff person available during all hours of
operation that is certified in basic cardiopulmonary resuscitation or other specialized medical training. Some state
or local laws may also require that health/fitness facilities have an automated external defibrillator and/or other
first aid equipment on the premises. Franchisee shall operate and maintain the Studio in strict compliance with
all employment laws, building codes, fire and safety codes, environmental laws, Occupational Safety and Health
Administration laws, health and safety laws, sanitation laws, Americans with Disabilities Act and any other
requirements that may be prescribed by any federal, state or local governmental agency. Franchisee agrees to
immediately provide Franchisor with a copy of any notice received by Franchisee from any state, local or
governmental agency pertaining to compliance with any codes or requirements, or the failure to comply with any
codes or requirements, at the Studio. Franchisee hereby certifies and represents that Franchisee, and any of its
affiliates, any of its partners, members, shareholders or other equity owners, and their respective employees,
officers, directors representatives or agents, are not acting, directly or indirectly, for or on behalf of any person,
group, entity or nation named by any Executive Order or the United States Treasury Department as a terrorist,
“Specially Designated National and Blocked Person,” or other banned or blocked person, entity, nation or
transaction pursuant to any law, order, rule or regulation that is enforced or administered by the Office of Foreign
Assets Control. Franchisee hereby agrees to defend, indemnify and hold harmless Franchisor from and against
any and all claims, damages, losses, risks, liabilities and expenses (including attorneys’ fees and costs) arising
from or related to any breach of the certifications set forth in this paragraph.

8.6 Operational Efforts. Franchisee may appoint a Designated Manager to assist in the direct, day-to-day,
supervision of the operations of the Studio, provided that Designated Manager successfully completes the
Designated Manager Training Program prior to commencing any management responsibilities at the Studio.
Franchisee agrees to keep Franchisor advised, in writing, of any manager and all teachers involved in the operation
of the franchised business and their contact information. Franchisee agrees to keep the Studio open for the hours
stated in the Manual and as deemed appropriate by Franchisor. If Franchisee does not have a Designated Manager,
then Franchisee (or its Operating Principal, as applicable) must be on-site at the Studio during normal business
hours to manage day to day operations.
8.7 Good Standing. Franchisee will be considered in “Good Standing” if Franchisee is not in default of any
obligation to Franchisor or any of Franchisor’s affiliates, whether arising under this Agreement or any other
agreement between Franchisee and Franchisor (or any of Franchisor’s affiliates), the Manual or other System
requirements.
8.8 Performance Standards. Franchisee and Franchisor have a shared interest in the Studio performing at
or above the System Standards. Franchisor would not have entered into this franchise relationship if Franchisor
had anticipated that Franchisee would not meet these Performance Standards.
A. System Standards. Franchisor may choose, in its sole discretion, to evaluate the Studio for
compliance with the System Standards using various methods (including, but not limited to, inspections, field
service visits, surveillance camera monitoring, member comments/surveys, and secret shopper reports.)
Franchisee must meet minimum standards for cleanliness, equipment condition, repair and function, and customer
service. Franchisee’s employees, including any independent contractors, must meet minimum standards for
courteousness and customer service.
B. Minimum Monthly Gross Revenue Quota. Unless waived by Franchisor due to unique market
conditions, Franchisee must meet a certain Minimum Monthly Gross Revenue Quota. If Franchisee fails to
achieve and maintain average monthly gross revenues of $30,000 by the 1st year anniversary of the opening of the
Studio and average monthly gross revenues of $40,000 by the end of the 2nd year anniversary and each succeeding
year thereafter, then Franchisor may institute a corrective training program and/or require Franchisee to perform
additional local marketing. If Franchisee fails to meet the Minimum Monthly Gross Revenue Quota for 36
consecutive months at any time during the Term of this Agreement, Franchisor, at its sole discretion, may institute
a mandatory corrective training program or terminate this Agreement upon written notice to Franchisee.
9. ADVERTISING AND MARKETING

9.1 Fund.
A. Upon Franchisee’s establishment of a Fund, Franchisee will be required to pay the appropriate
Fund Contribution to Franchisor as described in Section 5.5 of this Agreement. In the event Franchisor increases
the Fund Contribution from what it is as of the date this Agreement is signed, Franchisor will provide at least 60
days’ written notice of such increase in the Fund Contribution.
B. Once established, the Fund will be administered by Franchisor as it deems appropriate in its
discretion. Franchisor may establish a committee to serve in an advisory capacity only with respect to providing
guidance and advice on Fund-related matters (the “MFC”), but Franchisor is under no obligation to do so. In the
event an MFC is established in connection with the Fund, Franchisor will determine how best to structure and
work with the MFC and Franchisor will have the right to dissolve any established MFC upon 30 days’ written
notice to Franchisee. The Fund will be maintained and operated by Franchisor, as it deems appropriate in its
discretion, to meet the costs of conducting regional and national advertising, promotional, marketing activities, as
well as related technology and other brand development activities, that are deemed most beneficial to the System.

C. Franchisor will have complete control and discretion over how to administer the Fund and Fund
Contributions to determine the advertising, marketing and public relations programs and activities financed by the
Fund, including the creative concepts, materials and endorsements used and the geographic market, media
placement and allocation. Franchisee agrees that the Fund may be used to pay the costs of preparing and producing
associated materials and programs as Franchisor may determine, including the use of social media; video, audio
and written advertising materials employing advertising agencies; sponsorship of sporting, charitable or similar
events; administering regional, national and multi-regional advertising programs including purchasing direct mail
and other media advertising, website development/operation and to pay Internet, Intranet, URL, (800) or similar
number, and other charges, fees and/or expenses, including employing advertising agencies to assist with
marketing efforts; and supporting public relations, market research and other advertising, promotional and
marketing activities. A brief statement regarding the availability of Row House franchises and details about the
franchise offering may be included in advertising and other items produced using the Fund.
D. Franchisor may spend in any calendar year more or less than the total Advertising Contributions
to the Fund in that year. Franchisor may cause the Fund to invest any surplus for future use by the Fund.
Franchisor may borrow from Franchisor or other lenders on behalf of the Fund to cover deficits of the Fund.
E. Franchisor and/or any Franchisor-Related Persons/Entities can provide goods, services, materials,
etc. (including administrative services and/or “in-house advertising agency” services) and be compensated and/or
reimbursed for the same by the Fund, provided that any such compensation must be reasonable in amount.
Franchisor can arrange for goods, services, materials, etc. (including administrative services) to be provided by
independent persons/companies and all related costs, fees, etc. will be paid by the Fund.
F. The Fund will be accounted for separately from Franchisor’s other funds and Franchisor will not
use the Fund for its general operating expenses. All taxes of any kind incurred in connection with or related to
the Fund, its activities, contributions to the Fund and/or any other Fund aspect, whether imposed on Franchisor,
the Fund or any other related party, will be the sole responsibility of the Fund. Franchisor will not be required to
audit the Fund, but will provide an annual accounting of the Fund at the written request of Franchisee that is made
120 days after the fiscal year at issue. All interest earned on monies contributed to, or held in, the Fund will be
remitted to the Fund and will be subject to the restrictions of the relevant Franchise Agreement(s).
G. Franchisee acknowledges that the Fund Contributions are intended to maximize general public
recognition of and the acceptance of the Intellectual Property for the benefit of the System as a whole.
Notwithstanding the foregoing, Franchisor undertakes no obligation, in administering the Fund Contributions to
make expenditures for Franchisee that are equivalent or proportionate to Franchisee’s contribution, or to insure
that any particular Row House business benefits directly or pro rata from advertising or promotion conducted
with the Fund Contributions.
H. Franchisor maintains the right to terminate the collection and disbursement of the Fund
Contributions and the Fund. Upon termination, Franchisor will disburse the remaining funds for the purposes
authorized under this Agreement.
I. In the event Franchisor or any Affiliate of Franchisor owns and operates a Studio utilizing the
System, these Corporate Studios will contribute to the Fund on the same basis that franchised Studios in the
System are required to contribute.
9.2 Initial Marketing Spend; Local Marketing Activities.
A. Initial Marketing Spend. Franchisee must spend a minimum of Fifteen Thousand Dollars
($15,000) (the “Initial Marketing Spend”) in connection with the pre-opening sales and marketing activities set
forth in connection with (i) Franchisee’s approved Opening Support Program, and (ii) other marketing and

promotional activities that Franchisor approves or designates. Franchisor may also require that Franchisee expend
all or any portion of the Initial Marketing Spend on initial marketing/advertising and/or public relations materials
or services that are purchased from an Approved Supplier.
B. Local Advertising Requirement. Franchisee is responsible for local advertising and marketing
activities to attract members to the Studio. Franchisee must expend at least $1,500 per month on approved local
advertising and marketing activities designed to promote the Studio within the Designated Territory. Upon
Franchisor’s written request, Franchisee must provide Franchisor with an accounting of all expenditures made by
Franchisee to comply with this Section, along with any invoices or other documentation to support such
expenditures.
C. Advertising Standards. Franchisee’s advertising will be in good taste and conform to ethical and
legal standards and our requirements. Franchisor may require Franchisee to submit samples of all advertising and
promotional materials (and any use of the Marks and/or other forms of commercial identification) for any media,
including the Internet, World Wide Web or otherwise. Franchisor retains the right to approve or disapprove of
such advertising, in its sole discretion. Franchisee agrees not to use any materials or programs disapproved by
Franchisor.
D. Approval. Franchisor must approve any form of co-branding, or advertising with other brands,
products or services, in writing, in advance.
9.3 Social Media Activities. As used in this Agreement, the term “Social Media” is defined as a network of
services, including, but not limited to, blogs, microblogs, and social networking sites (such as Facebook, LinkedIn
and MySpace), video-sharing and photo-sharing sites (such as YouTube and Flickr), review sites (such as Yelp
and Urbanspoon), marketplace sites (such as eBay and Craigslist), Wikis, chat rooms and virtual worlds, that
allows participants to communicate online and form communities around shared interests and experiences. While
it can be a very effective tool for building brand awareness, it can also be devastating to a brand if used improperly.
Therefore, Franchisee must strictly follow the Social Media guidelines, code of conduct, and etiquette as set forth
in the Manual. Any use of Social Media by Franchisee pertaining to the Studio must be in good taste and not
linked to controversial, unethical, immoral, illegal or inappropriate content. Franchisor reserves the right to
"occupy" any Social Media websites/pages and be the sole provider of information regarding the Studio on such
websites/pages (e.g., a system-wide Facebook page). At Franchisor’s request, Franchisee will promptly modify
or remove any online communication pertaining to the Studio that does not comply with this Agreement or the
Manual.
9.4 Franchisee Marketing Group(s) (“Co-Ops”). Franchisor may decide to form one or more associations
and/or sub-associations of Row House Studios to conduct various marketing-related activities on a cooperative
basis (a “Co-Op”). If one or more Co-Ops (local, regional and/or national) are formed covering Franchisee’s area,
then Franchisee must join and actively participate. Each Studio will be entitled to one (1) vote, but in order to
vote the Studio must be in Good Standing. Franchisee may be required to contribute such amounts as are
determined from time to time by such Co-Ops.
of its Sections.
Your Initials: __________ / __________
10. FINANCIAL REPORTS, AUDITS, COMPUTER SYSTEM AND INSURANCE

REQUIREMENTS
10.1 Records and Reports. Franchisee shall maintain and preserve for four (4) years or such period as may
be required by law (whichever is greater) from the date of their preparation such financial information relating to

the Studio as Franchisor may periodically require, including without limitation, Franchisee’s sales and use tax
returns, register tapes and reports, sales reports, purchase records, and full, complete and accurate books, records
and accounts prepared in accordance with generally accepted accounting principles and in the form and manner
prescribed by Franchisor. Franchisee agrees that its financial records shall be accurate and up-to-date at all times.
Franchisee agrees to promptly furnish any and all financial information, including tax records and returns, relating
to the Studio to Franchisor on request.
10.2 Right to Conduct Audit or Review. Franchisor shall have the right, in its sole determination, to require
a review by such representative(s) as Franchisor shall choose, of all information pertaining to the Studio including,
without limitation financial records, books, tax returns, papers, and business management software programs of
Franchisee at any time during normal business hours without prior notice for the purpose of accurately tracking
unit and System-wide sales, sales increases or decreases, effectiveness of advertising and promotions, and for
other reasonable business purposes. Such review will take place at the Studio or Franchisee’s head office (if
different), or both, and Franchisee agrees to provide all information pertaining to the Studio requested by
Franchisor during its review. If the review is done because of a failure by Franchisee to furnish reports, supporting
records or other required information or to furnish the reports and information on a timely basis, Franchisee shall
reimburse Franchisor for all costs of the audit or review including, without limitation, travel, lodging, wage
expense and reasonable accounting and legal expense. The foregoing remedies shall be in addition to any other
remedies Franchisor may have under this Agreement or applicable law.
10.3 Computer System and Software. Franchisee must acquire a computer for use in the operation of the
Studio. Franchisee agrees to record all of its receipts, expenses, invoices, member lists, class and employee
schedules and other business information promptly in the computer system and use the software that Franchisor
specifies or otherwise approves. Franchisor reserves the right to change the computer system, and the accounting,
business operations, customer service and other software at any time. Data, including names, addresses, contact
information, and credit card or payment information of members of the Studio will be captured on the required
software, and will become the joint property of Franchisee and Franchisor during the Term of this Agreement.
Franchisee will provide Franchisor with any passwords necessary to access the business information for the Studio
that is stored on the required software and online. Franchisor may use such information to communicate directly
to the members of the Studio, and to provide updates, information, newsletters, and special offers to the members.
Franchisee must upgrade and maintain the computer system and software in the Studio, as required by Franchisor
from time to time, and pay any fees associated with such upgrades. Upon expiration or termination of this
Agreement, Franchisee shall have no further access or rights to the member information and Franchisor shall be
the sole owner of such information.
10.4 Insurance.
A. Prior to opening the Studio for business and throughout the entire term of this Agreement,
Franchisee will keep in force at Franchisee’s own expense and by advance payment of the premium, the insurance
coverages set forth below or in the Manual or other writing Franchisor communicates to Franchisee prior to
opening:
(1) Workers’ Compensation and Employer’s Liability Insurance as well as such other
insurance, with statutory limits, as required by law in the jurisdiction where the franchised business is located.
Employers Liability or “Stop Gap” insurance, with limits of not less than $1,000,000 each accident;
(2) Commercial General Liability Insurance, Occurrence form, including a per location or
project aggregate, with the following coverages: owners and contractors protective liability, broad form property
damage, contractual liability, severability of interest clause; personal and advertising injury; and
products/completed operations; medical payments and fire damage liability; insuring Franchisee and Franchisor
against all claims, suits, obligations, liabilities and damages, including attorneys’ fees, based upon or arising out

of actual or alleged personal injuries or property damage resulting from or occurring in the course of, or on or
about or otherwise relating to the franchised business including general aggregate coverage in the following limits:
Required Coverage Minimum Limits of Coverage

General Aggregate $5,000,000
Products/Completed Operations Aggregate $5,000,000
Personal and Advertising Injury $1,000,000
Each Occurrence $1,000,000
Participant Legal Liability $1,000,000
Professional Liability $1,000,000
Employee Benefits Liability (per employee) $1,000,000
Employee Benefits Liability (aggregate) $2,000,000
Damage to Rented Premises (per occurrence) $1,000,000
Medical Expense (any one person) $5,000
(3) “ALL RISK” or special form property coverage of no less than current replacement cost
of the Studio’s equipment, fixtures and leasehold improvements (tenant improvements) sufficient in the amount to
restore the Studio to full operations. Glass coverage no less than a limit of $25,000 and sign coverage no less than
a limit of $10,000 in addition to equipment, fixtures and leasehold improvements;
(4) Business interruption insurance with coverage for at least twelve (12) months for actual
losses. (For purposes of this Agreement, “Gross Sales” shall include any proceeds received by Franchisee in
connection with a “business interruption” insurance claim);
(5) Auto Liability (Hired and Non-owned autos) with a $1,000,000 Combined Single Limit
Each Accident for Bodily Injury and Property Damage, if Franchisee utilizes a vehicle in connection with the
operation of the Studio; and
(6) Employment Practices Liability with a limit no less than $1,000,000 per claim and
$1,000,000 aggregate per location. The retention may not exceed $25,000.
B. All insurance policies must be written by an insurance company licensed in the state in which
Franchisee operates its Studio. The insurance company must have at least an “A” Rating Classification as
indicated in A.M. Best’s Key Rating Guide.
C. Franchisor reserves the right, from time to time, in its discretion, to upgrade the insurance
requirements or lower the required amounts as to policy limits, deductibles, scope of coverage, or rating of carriers
in response to current industry standards, market conditions and/or landlord requirements. Within sixty (60) days
of receipt of notice from Franchisor, Franchisee agrees to revise its coverage, as specified in any notice from
Franchisor.
D. Franchisor reserves the right to designate, or require pre-approval of, the provider of any
insurance required in connection with the Studio.
E. Franchisee’s obligation to obtain and maintain insurance shall not be limited by reason of any
insurance that may be maintained by Franchisor nor relieve Franchisee of liability under the indemnity provisions
set forth in this Agreement. All insurance policies and coverage must name Franchisor as an additional insured,
waive any subrogation rights or other rights to assert a claim back against Franchisor and shall contain a clause
requiring notice to Franchisor thirty (30) days in advance of any cancellation or material change or cancellation
to any such policy. Franchisee shall give Franchisor certificates of coverage at least annually. Failure to obtain

or the lapse of any of the required insurance coverage shall be grounds for the immediate termination of this
Agreement pursuant to Section 15.1, and Franchisee agrees that any losses, claims or causes of action arising after
the lapse of or termination of insurance coverage will be the sole responsibility of Franchisee and that Franchisee
will hold Franchisor harmless from all such losses, claims and/or causes of action. In addition, but not to the
exclusion of the foregoing remedy, if Franchisee fails to procure or maintain the required insurance, Franchisor
shall have the right and authority, but not the obligation, to procure immediately the insurance and Franchisee
shall reimburse Franchisor for the cost of the insurance plus reasonable expenses immediately upon written notice.
Franchisee is required to submit to Franchisor a copy of a Certificate of Insurance, with Franchisor as an additional
insured, showing compliance with the foregoing requirements at least thirty (30) days before Franchisee
commences operation of the Studio. Franchisor shall have a security interest in all insurance proceeds to the
extent Franchisee has any outstanding obligations to Franchisor.
I have read Article 10, understand it, and agree to comply with
each of its Sections.
Your Initials: __________ / __________
11. RELATIONSHIP OF THE PARTIES; INDEMNIFICATION
11.1 Independent Contractor. The only relationship between Franchisor and Franchisee created by this
Agreement is that of independent contractor. The business conducted by Franchisee is completely separate and
apart from any business that may be operated by Franchisor and nothing in this Agreement shall create a fiduciary
relationship between them or constitute either party as agent, legal representative, subsidiary, joint venturer,
partner, employee, servant or fiduciary of the other party for any purpose whatsoever. Franchisee shall hold itself
out to the public as an independent contractor operating the business pursuant to a license from Franchisor, and
Franchisee agrees to take such action including exhibiting a notice to that effect in such content, form and place
as Franchisor may specify. It is further specifically agreed that Franchisee is not an affiliate of Franchisor and
that neither party shall have authority to act for the other in any manner to create any obligations or indebtedness
that would be binding upon the other party. Neither party shall be in any way responsible for any acts and/or
omissions of the other, its agents, servants or employees and no representation to anyone will be made by either
party that would create an implied or apparent agency or other similar relationship by and between the parties.
11.2 Indemnification. Franchisee, as a material part of the consideration to be rendered to Franchisor, agrees
to indemnify, defend and hold Franchisor, as well as Franchisor’s directors, officers, principals/owners, managers,
shareholders, affiliates, subsidiaries, employees, servants, agents, successors and assignees (collectively, the
“Indemnitees”), harmless from and against any and all losses, damage, claims, demands, liabilities and causes of
actions of every kind or character and nature, as well as costs and expenses incident thereto (including reasonable
attorneys’ fees and court costs), that are brought against any of the Indemnitees (collectively, the “Claims”) that
arise out of or are otherwise related to Franchisee’s (a) breach or attempted breach of, or misrepresentation under,
this Agreement or in connection with the offer/sale of the Studio prior to the execution of this Agreement, (b)
ownership, construction, development, management, or operation of the Studio in any manner; and/or (c) gross
negligence or intentional misconduct. Notwithstanding the foregoing, at Franchisor’s option, Franchisor may
choose to engage counsel and defend against any such Claim and may require immediate reimbursement from the
Franchisee of all expenses and fees incurred in connection with such defense.
Your Initials: __________ / __________
12. CONFIDENTIAL INFORMATION

12.1 Franchisor’s Confidential Information.
A. Franchisee acknowledges and agrees that all information relating to the System and to the
development and operation of the Studio, including, without limitation, the Manual, Franchisor’s training
program, members and supplier lists, or other information or know-how distinctive to a Row House Franchise (all
of the preceding information is referred to herein as the “Confidential Information”) are considered to be
proprietary and trade secrets of Franchisor. Franchisee agrees that all Confidential Information is to be held in
the strictest of confidence during and after the term of this Agreement and is not to be divulged to anyone directly
or indirectly at any time, except to Franchisee’s Studio employees, including any independent contractors, with a
need to know the information in order to operate the Studio. Upon Franchisor’s request, Franchisee shall require
the Studio’s employees and any independent contractors to execute a nondisclosure and non-competition
agreement in a form satisfactory to Franchisor. Franchisee shall not acquire any interest in the Confidential
Information other than the right to utilize it in the Studio and agrees not to copy, duplicate, record or otherwise
reproduce any Confidential Information, in whole or in part, nor otherwise make them available to any
unauthorized person, nor use them in any other business or in any manner not specifically authorized or approved
in writing by Franchisor. Franchisee shall adopt and implement all reasonable procedures to prevent unauthorized
use, duplication or disclosure of Franchisor’s Confidential Information. If Franchisee or Franchisee’s employees
or any independent contractors learn about an unauthorized use of any trade secret or confidential materials,
Franchisee must promptly notify Franchisor. Franchisor is not obligated to take any action, but will respond to
the information as it deems appropriate. If Franchisee at any time conducts, owns, consults with, is employed by
or otherwise assists a similar or competitive business to that franchised hereunder, the doctrine of “inevitable
disclosure” will apply, and it will be presumed that Franchisee is in violation of this covenant; and in such case,
it shall be Franchisee’s burden to prove that Franchisee is not in violation of this covenant.
B. Franchisee agrees that any new concept, process or improvement in the operation or promotion
of the Studio developed by or on behalf of Franchisee that relates to or enhances the Row House Operating System,
or any aspect of Franchisor’s business, shall be the sole property of Franchisor, and Franchisee shall promptly
notify Franchisor and shall provide Franchisor with all necessary information and execute all necessary documents
to memorialize said ownership, or, if necessary, Franchisee’s assignment of such ownership to Franchisor, without
compensation. Franchisee acknowledges that Franchisor may utilize or disclose such information to other
Franchisees.
12.2 No Other Interests. Franchisee further acknowledges that Franchisor would be unable to protect its
Confidential Information against unauthorized use or disclosure and would be unable to encourage a free exchange
of ideas and information among Row House franchisees if its franchisees were permitted to hold an interest in
other fitness or S Studio businesses and otherwise to compete with Franchisor. Therefore, during the term of this
Agreement, Franchisee must comply with the competitive covenant provisions of Article 13 herein.
12.3 Injunctive Relief. Franchisee expressly agrees that the existence of any claims it may have against
Franchisor, whether or not arising out of this Agreement, shall not constitute a defense to the enforcement of this
Article 12. Franchisee acknowledges and agrees that any failure to comply with the requirements of this Article
12 will cause Franchisor irreparable injury for which no adequate remedy at law is available, and Franchisee
accordingly agrees that Franchisor shall be entitled to injunctive relief as specified in Section 16.2 herein to
enforce the terms of this Article 12. Franchisee shall pay all costs and expenses, including, without limitation,
reasonable attorneys’ fees, incurred by Franchisor in connection with the enforcement of this Article 12. The
foregoing remedies shall be in addition to any other remedies Franchisor may have under this Agreement or
applicable law.
Your Initials: __________ / __________

13. COVENANTS NOT TO COMPETE
13.1 Non-Competition Covenants of Franchisee.
A. During the Term of this Agreement. Neither Franchisee, its principals, owners, or guarantors, nor
any immediate family of Franchisee, its principals, owners, or guarantors (“Restricted Parties”), may, directly or
indirectly, for themselves or through, on behalf of, or in conjunction with any other person, partnership or
corporation own, maintain, engage in, be employed or serve as an officer, director, or principal of, lend money or
extend credit to, lease/sublease space to, or have any interest in or involvement with any (a) fitness or exercise
business, (b) any fitness or exercise marketing or consulting business, (c) any business offering Approved Services
of a similar nature to those of the Studio, or (d) in any business or entity which franchises, licenses or otherwise
grants to others the right to operate such aforementioned businesses described in subparts (a)-(c) of this Section
(each, a “Competing Business”). Furthermore, the Restricted Parties shall not divert, or attempt to divert, any
prospective customer to a Competing Business in any manner.
B. After the Term of this Agreement.
(1) Prohibition on Franchising. For a period of two (2) years after the expiration and
nonrenewal, transfer or termination of this Agreement, regardless of the cause, neither Franchisee, its principals,
owners and guarantors, nor any member of the immediate family of Franchisee, its principals, owners or
guarantors, may, directly or indirectly, for themselves or through, on behalf of, or in conjunction with any other
person, partnership or corporation, be involved with any business that competes in whole or in part with
Franchisor by offering or granting licenses or franchises, or establishing joint ventures, for the ownership or
operation of a Competing Business. The geographic scope of the covenant contained in this Section is any
location where Franchisor can demonstrate it has offered or sold franchises as of the date this Agreement is
terminated or expires.
(2) Prohibition on Competing Businesses. For two (2) years after the expiration, termination
or non-renewal (by Franchisor or by Franchisee for any reason) of this Agreement or after Franchisee has assigned
its interest in this Agreement, the Restricted Parties shall not own, maintain, engage in, be employed as an officer,
director, or principal of, lend money to, extend credit to, lease/sublease space to, or have any interest in or
involvement with, any other Competing Business: (i) at the Authorized Location; or (ii) within a ten (10) mile
radius of (a) the Authorized Location, or (b) any other Franchised Studio or Corporate Studio that is open, under
lease or otherwise under development as of the date this Agreement expires or is terminated.
13.2 Non-Solicitation Covenants.
A. During the Term of this Agreement. Franchisee agrees not to (a) divert or seek to divert customers
from another Studio or System franchisee, or (b) employ or seek to employ any person employed by Franchisor
or by any other franchisee of Franchisor, or otherwise directly or indirectly induce or seek to induce such person
to leave his or her employment during the term of this Agreement, without first obtaining the consent of Franchisor
or any other franchisee of Franchisor. Instructors and sales staff may work at more than one Studio. Franchisee
acknowledges that Franchisor has the right to offer to sell or to sell a Row House franchise to any employee of
Franchisee.
B. After the Term of this Agreement. For two (2) years after the expiration, termination or non-
renewal (by Franchisor or by Franchisee for any reason) of this Agreement or after Franchisee has assigned its
interest in this Agreement, the Restricted Parties shall not: (i) solicit business from customers of Franchisee’s
former Studio; (ii) contact any of Franchisor’s suppliers or vendors for any competitive business purpose; or (iii)
solicit any of Franchisor’s other employees, or the employees of Franchisor’s affiliates or any other System
franchisee, to discontinue employment.

13.3 Enforcement of Covenants.
A. Franchisee expressly agrees that the existence of any claims it may have against Franchisor,
whether or not arising out of this Agreement, shall not constitute a defense to the enforcement of the covenants in
this Article 13. Franchisee acknowledges and agrees that in view of the nature of the System and the business of
Franchisor, the restrictions contained in this Article 13 are reasonable and necessary to protect the legitimate
interests of the System and Franchisor. Franchisee further acknowledges and agrees that Franchisee’s violation
of the terms of this Article 13 will cause irreparable injury to Franchisor for which no adequate remedy at law is
available, and Franchisee accordingly agrees that Franchisor shall be entitled to preliminary and permanent
injunctive relief and damages, as well as, an equitable accounting of all earnings, profits, and other benefits arising
from such violation, which remedies shall be cumulative and in addition to any other rights or remedies to which
Franchisor shall be entitled. Franchisee agrees to waive any bond that may be required or imposed in connection
with the issuance of any preliminary or provisional relief. Franchisee shall pay all costs and expenses, including,
without limitation, reasonable attorneys’ fees, incurred by Franchisor in connection with the enforcement of this
Article 13. If Franchisee violates any restriction contained in this Article 13, and it is necessary for Franchisor to
seek equitable relief, the restrictions contained herein shall remain in effect until two (2) years after such relief is
granted. If Franchisee contests the enforcement of Article 13 and enforcement is delayed pending litigation, and
if Franchisor prevails, the period of non-competition shall be extended for an additional period equal to the period
of time that enforcement of this Article 13 is delayed.
B. Franchisee agrees that the provisions of this covenant not to compete are reasonable. If, however,
any court should find this Article 13 or any portion of this Article 13 to be unenforceable and/or unreasonable, the
court is authorized and directed to reduce the scope or duration (or both) of the provision(s) in issue to the extent
necessary to render it enforceable and/or reasonable and to enforce the provision so revised.
C. Franchisor shall have the right, in Franchisor’s discretion, to reduce the scope of any covenant
not to compete set forth in this Agreement, or any portion thereof, without Franchisee’s consent, effective
immediately upon receipt by Franchisee of written notice thereof, and Franchisee shall comply with any covenant
as so modified.
Your Initials: __________ / __________
14. TRANSFER OF INTEREST
14.1 Franchisor’s Approval Required. All rights and interests of Franchisee arising from this Agreement
are personal to Franchisee and except as otherwise provided in this Article 14, Franchisee shall not, without
Franchisor’s prior written consent, voluntarily or involuntarily, by operation of law or otherwise, sell, assign,
transfer, pledge or encumber its interest in this Agreement, in the license granted hereby, in the assets of the
Studio, any of its rights hereunder, or in the lease for the premises at which the Studio is located, and any purported
sale, assignment, transfer, pledge or encumbrances shall be null and void. If Franchisee is a corporation, limited
liability, partnership, or an individual or group of individuals, any assignment (or new issuance), directly or
indirectly, occurring as a result of a single transaction or a series of transactions that alters the Percentage of
Ownership Interest reflected in Section 17.3 of this Agreement must promptly be reported to Franchisor and is a
“transfer” within the meaning of this Article 14.
14.2 Conditions for Approval of Transfer. Franchisor shall not unreasonably withhold its approval of a
proposed transfer, provided that the prospective transferee, in Franchisor’s reasonable judgment, is of good moral
character and reputation, has no conflicting interests, has a good credit rating and sufficient and competent
business experience, aptitude and financial resources acceptable to Franchisor’s then-current standards for

franchisees; and that the following conditions are met: (1) Franchisee pays Franchisor a transfer fee in an amount
equal to $10,000 (except in those cases set forth at the end of this Section where only an administrative fee is
charged), as well as any applicable broker fees due in connection with the transaction; (2) Franchisee signs a
prescribed form of general release in favor of Franchisor and related parties; (3) the proposed transferee (and, if
appropriate, it owners) must: (i) pay the applicable Training Fee of $30,000; and (ii) at Franchisor’s option, either
(a) execute Franchisor’s then-current form of franchise agreement that will then govern the balance of the term of
this Agreement, or (b) enter into a form of assignment and consent to transfer whereby transferee (and, if
appropriate, its owners) agree to assume all of Franchisee’s obligations and covenants under this Agreement; (3)
the Studio and equipment must be upgraded, refurbished or repaired if Franchisor, in its sole discretion, decides
it is necessary; and (4) the transferee (a) completes (or has its Operating Principal complete) the Owner/Operator
Module and has its Designated Manager complete the Designated Manager Training Program, and (b) has at least
one (1) Authorized Instructor prior to reopening, and/or resuming the provision of Approved Services at, the
Studio. Instead of the standard transfer fee, Franchisee must pay an administrative fee at the time of proposing
any transfer or assignment amounting to (a) $500 if Franchisee is an individual (or individuals) and the transfer is
from Franchisee to an entity that is wholly owned by such individual(s), or (b) $1,500 if the transfer is from
Franchisee to an immediate family member.
14.3 Permitted Transfers to a Corporation or LLC or Affiliate Company. If Franchisee is an individual

or partnership, and desires to assign and transfer its rights, assets and obligations under this Agreement to a
corporation or limited liability company that is wholly-owned by Franchisee and formed for the convenience of
ownership, it may do so without approval from Franchisor, and without payment of a transfer fee, so long as the
terms and conditions of this Agreement remain unchanged, and the Franchisee shall own and control all of the
equity and voting power of all issued and outstanding stock of the transferee corporation or all of the equity and
voting power of the limited liability company and, if Franchisee is more than one individual, each individual shall
have the same proportionate ownership interest in the corporation or limited liability company as he or she had in
Franchisee prior to the transfer.
14.4 Death or Disability of Franchisee. In the event of the death or disability of Franchisee, if an individual,
or of a stockholder of a corporate Franchisee, or of a partner of a Franchisee which is a partnership, or a member
of a Franchisee which is a limited liability company, the transfer of Franchisee’s or the deceased stockholder’s,
partner’s or member’s interest in this Agreement to his or her heirs, trust, personal representative or conservators,
as applicable, must occur within six (6) months of the death or disability, but, shall not be deemed a transfer by
Franchisee (provided that the responsible management employees or agents of Franchisee have been satisfactorily
trained at Franchisor’s Initial Training) nor obligate Franchisee to pay any transfer fee. If Franchisor determines
(i) there is no imminent transfer to a qualified successor or (ii) there is no heir or other principal person capable
of operating the Studio, Franchisor shall have the right, but not the obligation, to immediately appoint a manager
and commence operating the Studio on behalf of Franchisee. Franchisee shall be obligated to, and shall pay to
Franchisor all reasonable costs and expenses for such management assistance, including without limitation, the
manager’s salary, room and board, travel expenses and all other related expenses of the Franchisor appointed
manager. Operation of the Studio during any such period shall be for and on behalf of Franchisee, provided that
Franchisor shall only have a duty to utilize reasonable efforts and shall not be liable to Franchisee or its owners
for any debts, loses or obligations incurred by the Studio, or to any creditor of Franchisee for any supplies,
inventory, equipment, furniture, fixtures or services purchased by the Studio during any period in which it is
managed by a Franchisor appointed manager. Franchisor may, in its sole discretion, extend the six (6) month
period of time for completing a transfer contemplated by this Section.
14.5 Relocation. Franchisee may not relocate the Studio from the Authorized Location without Franchisor’s
prior written approval, which Franchisor may provide in its sole discretion. Franchisee agrees and acknowledges
that: (i) it must pay Franchisor a $5,000 relocation fee at the time Franchisee makes any relocation request; and
(ii) Franchisor is not likely to approve any relocation request unless (a) due to extreme circumstances that are
beyond Franchisee’s control, and (b) Franchisee is in full compliance with this Agreement.

14.6 Transfer by Franchisor. Franchisor shall have the right to transfer or assign all or any part of its rights
or obligations herein to any person or legal entity, directly or indirectly, by merger, assignment, pledge or other
means.
Your Initials: __________ / __________
15. DEFAULT AND TERMINATION OF AGREEMENT
15.1 Termination of Franchise by Franchisor. Franchisor shall have the right to terminate this Agreement
for “good cause” upon delivering notice of termination to Franchisee. For purposes of this Agreement, “good
cause” shall include, without limitation: (i) a material breach of this Agreement or any other agreement between
Franchisee and Franchisor or any of Franchisor’s affiliates, (ii) intentional, repeated or continuous breach of any
provision of this Agreement or any other agreement between Franchisee and Franchisor or any of Franchisor’s
affiliates, and (iii) the breaches (and, if applicable, failure to cure such breaches) described below in this Section
15.
A. Immediate Termination. Franchisee shall be deemed to be in default and Franchisor may

terminate this Agreement and all rights granted hereunder, without affording Franchisee any opportunity to cure
the default, effective immediately upon receipt of notice by Franchisee, and such termination shall be for good
cause where the grounds for termination are:
(1) Franchisee has made any material misrepresentation or omission in applying for the
franchise or in executing or performing under this Agreement or any other agreement between Franchisee and
Franchisor or any of Franchisor’s affiliates;
(2) Franchisee becomes insolvent by reason of Franchisee’s inability to pay debts as they
become due, or makes an assignment for the benefit of creditors or makes an admission of Franchisee’s inability
to pay obligations as they become due;
(3) Franchisee files a petition in bankruptcy, or an involuntary petition in bankruptcy is filed

against Franchisee or a receiver is appointed for Franchisee’s business, or a final judgment remains unsatisfied or
of record for 30 days or longer; or if Franchisee is a corporation, limited liability company or partnership,
Franchisee is dissolved;
(4) Franchisee voluntarily or otherwise abandons the Studio. For purposes of this Agreement,
the term “abandon” means: (i) failure to actively operate the Studio for more than two (2) business days without
Franchisor’s prior written consent; or (ii) any other conduct on the part of Franchisee or its principals that
Franchisor determines indicates a desire or intent to discontinue operating the Studio in accordance with this
Agreement or the Manual;
(5) Franchisee or any of its principal officers, directors, partners or managing members is
convicted of or pleads no contest to a felony or other crime or offense that adversely affect the reputation of the
System or the goodwill associated with the Marks;
(6) Franchisee makes an unauthorized direct or indirect transfer or attempted or purported

transfer of this Agreement, or makes an unauthorized direct or indirect transfer or attempted or purported transfer
of an ownership interest in the Franchise, or fails or refuses to transfer the Franchise or the interest in the Franchise
of a deceased or disabled controlling owner thereof as required;

(7) Franchisee falsifies any financial reports or records required to be provided by Franchisee
to Franchisor under this Agreement;
(8) Franchisee’s: (i) disclosure, utilization, or duplication of any portion of the System, the
Manual or other proprietary or Confidential Information relating to the Studio that is contrary to the provisions of
this Agreement; or (ii) material misuse of the Marks in any manner not expressly authorized by Franchisor;
(9) Franchisee violates any health or safety law, ordinance or regulation or operates the
Studio in a manner that presents a health or safety hazard to its members or to the public;
(10) Franchisee fails to obtain lawful possession of an Authorized Location and/or open the
Studio within six (6) months after this Agreement is accepted by Franchisor, unless Franchisor agrees otherwise
in writing;
(11) Franchisee defaults under the lease agreement or otherwise loses the right to possess the
premises at the location at which the Studio is located;
(12) Franchisee fails to comply with the covenants not to compete as required in Article 13
herein; or
(13) Franchisee permits the offer or sale of products and services other than the Approved
Services, including the unauthorized provision of RH University, at the Studio in violation of the terms of this
Agreement on two (2) or more occasions in any 24-month period, regardless of whether Franchisee subsequently
cured the prior default(s); or
(14) Franchisee, after curing a default pursuant to Section 15.1(B) herein, commits the same
act of default again within any twelve (12) consecutive month period whether or not such default is cured after
notice thereof is delivered to Franchisee, or if Franchisee received three (3) or more default notices from
Franchisor within any twelve (12) consecutive monthly period whether or not such defaults were related to the
same problem or were cured after notice thereof was delivered to Franchisee.
B. Termination with Notice. In addition to the provisions of Section 15.1(A), if Franchisee shall
be in default under the terms of this Agreement and the default shall not be cured or remedied (to Franchisor’s
satisfaction) within thirty (30) days after receipt of written notice from Franchisor (or 10 days’ prior notice in the
event of a default that is described in Subsections (6), (7) or (8) below), in addition to all other remedies available
to Franchisor at law or in equity, Franchisor may immediately terminate this Agreement. If any such default is
not cured within the specified cure period, this Agreement shall terminate without further notice to Franchisee
effective immediately upon expiration of the cure period. Franchisee shall be in default, and each of the following
shall constitute good cause for termination under this Agreement:
(1) Failure, refusal or neglect by Franchisee to obtain Franchisor’s prior written approval or
consent any time such approval or consent is required by this Agreement;
(2) Franchisee’s failure to comply with any provision of this Agreement that does not
otherwise provide for immediate termination, or Franchisee’s bad faith in carrying out the terms of this
Agreement;
(3) Failure by Franchisee to maintain books and financial records for the Studio suitable for
proper financial audit or failure by Franchisee to permit Franchisor to carry out its rights to conduct an inspection
or audit as provided in this Agreement or failure by Franchisee to submit as required by this Agreement all reports,
records and information of the Row House franchised business;

(4) Franchisee, or if Franchisee has elected not to directly supervise “on-premises” the day-
to-day Studio operations, then Franchisee’s management employee, fails to complete, to Franchisor’s satisfaction,
the initial training program as provided in this Agreement;
(5) Franchisee fails to pay when due any amount owing to Franchisor or its affiliates under
this Agreement or any other agreement, or is unable to obtain adequate financing to cover all costs of developing,
opening and operating the Studio;
(6) Franchisee fails to pay when due any amounts owing to any person or entity in connection
with the construction, leasing, financing, operation or supply of the Studio;
(7) Franchisee closes any bank account without completing all of the following after such
closing: (i) immediately notifying Franchisor in writing, (ii) immediately establishing another bank account, and
(iii) executing and delivering to Franchisor all documents necessary for Franchisor to begin and continue making
withdrawals from such bank account by electronic funds transfer as Exhibit 2 to this Agreement permits;
(8) Franchisee fails to maintain or suffers cancellation of any insurance coverage required
under this Agreement;
(9) Franchisee allows (a) the Approved Services to be provided by anyone other than an
Authorized Rowing Instructor, or (b) RH University to be provided by anyone other than (i) Franchisor’s Master
Trainer if provided on-site at Franchisee’s franchised Studio, or (ii) an authorized Lead Coach if the RHU is
provided via Franchisor’s then-current online training program for RHU;
(10) Any transfer or attempted transfer by Franchisee or any partner, member or shareholder
in Franchisee of any rights or obligations under this Agreement to any third party without the prior written consent
of Franchisor;
(11) Franchisee offers in conjunction with the operation of the Studio products or services that
have not been approved by Franchisor;
(12) Franchisee fails to abide by the pertinent marketing and advertising requirements and
procedures and participate in marketing programs for the business as established by Franchisor; or
(13) Franchisee fails to comply with the Performance Standards as set forth in the provisions
of this Agreement, as prescribed by Franchisor, or in the Manual, including, but not limited to, the Minimum
Monthly Gross Revenue Quota for a period of 36 consecutive months, System Standards for cleanliness, customer
service, equipment maintenance, and any other System Standards which effect or enhance the member experience
at the Studio.
15.2 Cross-Default. If there are now, or hereafter shall be, other franchise agreements or any other agreements
in effect between Franchisee and Franchisor and/or any of Franchisor’s affiliates, a default by Franchisee under
the terms and conditions of this or any other such agreement, shall at the option of Franchisor, constitute a default
under all such agreements.
15.3 Obligations of Franchisee upon Termination, Expiration or Non-Renewal. Immediately upon

termination, expiration or non-renewal of this Agreement for any reason:
A. All rights, privileges and licenses granted by Franchisor to Franchisee shall immediately cease
and be null and void and of no further force and effect, and all such rights, privileges and licenses shall
immediately revert to Franchisor;

B. Franchisee shall cease to be an authorized franchise owner hereunder, and shall immediately, at
its own expense, remove all signs, obliterate or remove all letterheads, labels or any other item or form of
identification that would in any way link or associate Franchisee, its goods and/or services with Franchisor, and
shall immediately cease to use, in any manner, the Marks, System and any other copyrighted information or
materials or any confidential information Franchisee obtained as a result of the franchise granted to Franchisee;
C. Franchisee shall immediately terminate all advertising and promotional efforts and any other act
that would in any way indicate that Franchisee is or was ever an authorized Row House franchisee;
D. Franchisee shall cancel any assumed name of Franchisee or equivalent registration that contains
any Proprietary Mark, and Franchisee shall furnish Franchisor with evidence satisfactory to Franchisor of
compliance with this obligation within five (5) days after termination, expiration or non-renewal of this
Agreement;
E. Franchisee agrees not to use any reproduction, counterfeit, copy, or colorable imitation of the
Marks that is likely to cause confusion, mistake or deception, or that is likely to dilute Franchisor’s rights in and
to the Marks, and further agrees not to use any trade dress or designation of origin or description or representation
that falsely suggests or represents an association or connection with Franchisor;
F. Franchisee shall pay all sums owing to Franchisor and its approved suppliers for outstanding
amounts owed under the Franchise Agreement and otherwise in connection with the Studio. In the event of
termination for any default of Franchisee, such sums shall include all damages, costs and expenses, including
reasonable legal fees, incurred by Franchisor as a result of the default;
G. Franchisee shall comply with the covenants set forth in Articles 12 and 13 of this Agreement; and
H. Franchisee shall, at Franchisor’s option, assign to Franchisor any interest that Franchisee has in
any lease for the premises of the Studio;
I. Franchisor shall have the option, exercisable by giving written notice thereof within thirty (30)
days from the date of such termination, expiration or non-renewal to purchase any and all equipment, furniture,
fixtures, signs, sundries and supplies owned by Franchisee and used in the Studio, at the lesser of (i) Franchisee’s
cost less depreciation computed on a reasonable straight line basis (as determined in accordance with generally
accepted accounting principles and consistent with industry standards and customs) or (ii) fair market value of
such assets, less(in either case) any outstanding liabilities of the Studio. In addition, Franchisor shall have the
option to assume Franchisee’s lease for the lease location of the Studio, or if an assignment is prohibited, a sublease
for the full remaining term on the same terms and conditions as Franchisee’s lease. No value will be attributed to
the value of the Marks or the System or to the assignment of the lease (or sublease) for the premises or the
assignment of any other assets used in conjunction with the Studio, and Franchisor will not be required to pay any
separate consideration for any such assignment or sublease. If the parties cannot agree on fair market value within
thirty (30) days of Franchisor’s notice of intent to purchase, fair market value shall be determined by an
experienced, professional and impartial third party appraiser without regard to goodwill or going concern value,
designated by Franchisor and acceptable to Franchisee, whose determination shall be final and binding on both
parties. The cost of such appraisal shall be borne equally by Franchisor and Franchisee. If the parties cannot
agree upon an appraiser one shall be appointed by the American Arbitration Association, upon petition of either
party. Franchisor shall have the right to withhold from the purchase price funds sufficient to pay all outstanding
debts and liabilities of Franchisee and the Studio and to pay such debts and liabilities from such funds.
J. Termination, expiration or non-renewal of this Agreement shall not affect, modify or discharge
any claims, rights, causes of action or remedies, which Franchisor may have against Franchisee, whether under
this Agreement or otherwise, for any reason whatsoever, whether such claims or rights arise before or after
termination.

15.4 Franchisor’s Rights and Remedies in Addition to Termination.
A. If Franchisee shall be in default in the performance of any of its obligations or breach any term
or condition of this Agreement, in addition to Franchisor’s right to terminate this Agreement, and without limiting
any other rights or remedies to which Franchisor may be entitled at law or in equity, Franchisor may, at its election,
immediately or at any time thereafter, and without notice to Franchisee cure such default for the account of and
on behalf of Franchisee including, without limitation, entering upon and taking possession of the Studio and to
taking in the name of Franchisee, all other actions necessary to effect the provisions of this Agreement and any
such entry or other action shall not be deemed a trespass or other illegal act, and Franchisor shall not be liable in
any manner to Franchisee for so doing, and Franchisee shall pay the entire cost thereof to Franchisor on demand,
including reasonable compensation to Franchisor for the management of the Studio.
B. As an alternative to Franchisor’s exercising its rights under Section 15.54A, above, and only in
the event of a premature termination of this Agreement, Franchisee shall pay Franchisor liquidated damages in an
amount equal to: (i) the sum of the royalties paid to Franchisor over the greater of (A) the 36 calendar months
wherein the franchised Studio was actively operating proceeding the termination date, or (B) if Franchisee’s Studio
has not been actively operating for 36 months then the months that Studio has had active in-Studio operations; or
(ii) if Franchisee has failed to develop and open the franchised Studio, 36 times the average royalty fee paid to
Franchisor by System franchisees with actively operating franchised Studios over the 12-month period preceding
the termination; provided, however exercise of this right shall not preclude Franchisor’s right to seek injunctive
relief as outlined in Section 16.5. Franchisee’s payment to Franchisor would not be a penalty for breaching this
Franchise Agreement, but rather a reasonable estimate of the losses Franchisor would incur in the event of the
closure of Franchisee’s franchised business. Should Franchisor elect to enforce its right to liquidated damages
under this Section, Franchisee’s obligation to pay such damages would be in addition to Franchisee’s obligations
to (i) pay all amounts still owed to Franchisor, and (ii) adhere to Franchisee’s other post-termination obligations.
Franchisor’s right to payment of liquidated damages would be in addition to all other post-termination remedies
available to Franchisor under the law.
Your Initials: __________ / __________
16. RESOLUTION OF DISPUTES
16.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the
State of California, without reference to the state’s conflict of laws principles, except that: (i) any disputes or
actions involving any non-competition covenants set forth in this Agreement or any other Franchise Agreement,
including the interpretation and enforcement thereof, shall be governed by the law of the state where the
Development Area or Studio, as applicable, is located; and (ii) any franchise-specific or franchise-applicable laws
of California, including those related to pre-sale disclosure and the franchise relationship generally, will not apply
to this Agreement or franchise awarded hereunder unless the awarding of said franchise meets the all jurisdictional
and other requirements to specifically fall within the scope of such California laws, regulations or statutes without
reference to and independent of any reference to this choice of law provision.
16.2 Internal Dispute Resolution. Franchisee must first bring any claim or dispute between Franchisee and
Franchisor to Franchisor’s management and make every effort to resolve the dispute internally. Franchisee must
exhaust this internal dispute resolution procedure before Franchisee may bring Franchisee’s dispute before a third
party. This agreement to first attempt resolution of disputes internally shall survive termination or expiration of
this Agreement.

16.3 Mediation. At Franchisor’s option, all claims or disputes between Franchisee and Franchisor (or its
affiliates) arising out of, or in any way relating to, this Agreement or any other agreement by and between
Franchisee and Franchisor (or its affiliates), or any of the parties’ respective rights and obligations arising from
such agreement, which are not first resolved through the internal dispute resolution procedure set forth in Section
16.1 above, will be submitted first to mediation to take place at Franchisor’s then-current corporate headquarters
under the auspices of the American Arbitration Association (“AAA”), in accordance with AAA’s Commercial
Mediation Rules then in effect. Before commencing any legal action against Franchisor or its affiliates with
respect to any such claim or dispute, Franchisee must submit a notice to Franchisor, which specifies, in detail, the
precise nature and grounds of such claim or dispute. Franchisor will have a period of thirty (30) days following
receipt of such notice within which to notify Franchisee as to whether Franchisor or its affiliates elects to exercise
its option to submit such claim or dispute to mediation. Franchisee may not commence any action against
Franchisor or its affiliates with respect to any such claim or dispute in any court unless Franchisor fails to exercise
its option to submit such claim or dispute to mediation, or such mediation proceedings have been terminated
either: (i) as the result of a written declaration of the mediator(s) that further mediation efforts are not worthwhile;
or (ii) as a result of a written declaration by Franchisor. Franchisor’s rights to mediation, as set forth herein, may
be specifically enforced by Franchisor. Each party will bear its own cost of mediation and Franchisor and
Franchisee will share mediator fees equally. This agreement to mediate will survive any termination or expiration
of this Agreement. The parties will not be required to first attempt to mediate a controversy, dispute, or claim
through mediation if such controversy, dispute, or claim concerns an allegation that a party has violated (or
threatens to violate, or poses an imminent risk of violating): (a) any federally protected intellectual property rights
in the Marks, the System, or in any Confidential Information or other confidential information; (b) any of the
restrictive covenants contained in this Agreement; and (c) any of Franchisee’s payment obligations under this
Agreement.
16.4 Mandatory Binding Arbitration. Except as provided in Section 16.5 of this Agreement, Franchisee and
Franchisor agree that any claim, dispute, suit, action, controversy, or proceeding of any type whatsoever including
any claim for equitable relief and/or where either party is acting as a “private attorney general,” suing pursuant to
a statutory claim or otherwise, between or involving Franchisee and Franchisor on whatever theory and/or facts
based and whether or not arising out of this Agreement (each, a “Claim”) will be processed in the following
manner:
A. Franchisee and Franchisor each expressly waives all rights to any court proceeding, except as
expressly provided in Section 16.5 below;
B. All Claims shall be submitted to and resolved by binding arbitration that will take place at
Franchisor’s headquarters or other location that Franchisor designates in Orange County, California, before and
in accordance with the arbitration rules of the American Arbitration Association. Judgment upon the award
rendered by the arbitrator shall be entered in any Court having jurisdiction thereof.
C. Franchisor and Franchisee agree that any arbitration between Franchisor and Franchisee shall be
of Franchisee’s individual claim and that the claim subject to arbitration shall not be arbitrated on a class-wide
basis.
D. This arbitration provision shall be deemed to be self-executing, and in the event either party fails
to appear at any properly noticed arbitration proceeding, an award may be entered against such party
notwithstanding said failure to appear.
E. In no event shall Franchisor be liable to Franchisee for punitive damages in any action arising out
of or relating to this Agreement, or any breach, termination or cancellation hereof.

F. Any arbitration proceeding involving this Agreement or the Studio generally, including all
demands, other filings and evidence submitted in connection with such proceeding, must be kept strictly
confidential by Franchisee and its representatives, unless Franchisor agrees otherwise in writing.
16.5 Right to Injunctive Relief. Franchisee acknowledges and agrees that irreparable harm could be caused
to Franchisor by Franchisee’s violation of certain provisions of this Agreement and, as such, in addition to any
other relief available at law or equity, Franchisor shall be entitled to obtain in any court of competent jurisdiction,
without bond, restraining orders or temporary or permanent injunctions in order to enforce, among other items,
the provisions of this Agreement relating to: (i) Franchisee’s use of the Marks and Confidential Information
(including any proprietary software used in connection with the Studio); (ii) the in-term covenant not to compete,
as well as any other violations of the restrictive covenants set forth in this Agreement; (iii) Franchisee’s obligations
on termination or expiration of this Agreement; (iv) disputes and controversies based on or arising under the
Lanham Act, or otherwise involving the Marks, as now or hereafter amended; (v) disputes and controversies
involving enforcement of the Franchisor’s rights with respect to confidentiality under this Agreement; and (vi)
the prohibition of any act or omission by Franchisee or its employees that constitutes a violation of applicable
law, threatens Franchisor’s franchise system or threatens other franchisees of Franchisor. Franchisee’s only
remedy if such an injunction is entered will be the dissolution of the injunction, if appropriate, and Franchisee
waives all damage claims if the injunction is wrongfully issued.
16.6 Choice of Forum.
A. Franchisee acknowledges and agrees that this Agreement is entered into in California and that,
subject to the requirements of Sections 16.4 and 16.5 above, any action brought by either party against the other
for the purpose of enforcing the terms and provisions of this Agreement (provided such action is not subject to
the arbitration proceeding pursuant to the terms of this Agreement or applicable law) shall be instituted solely in
a state or federal court having subject matter jurisdiction thereof only in California in the judicial district in which
Franchisor has its principal place of business and in no other court and that Franchisee irrevocably waives any
objection Franchisee may have to the exclusive jurisdiction or the exclusive venue of such court.
B. If Franchisee institutes any arbitration or other legal proceedings in any venue or other court other
than those specified, Franchisee shall assume all of Franchisor’s costs in connection therewith, including, without
limitation, reasonable attorney fees regardless of the outcome of such arbitration or legal proceedings.
C. Franchisee acknowledges that Franchisor may bring an action in any other court of competent
jurisdiction to seek and obtain injunctive relief as set forth in Section 16.5 above, including to enforce Franchisee’s
non-compete obligations hereunder.
16.7 Waiver of Punitive Damages. Franchisee hereby waives to the fullest extent permitted by law, any right
to or claim for any punitive, exemplary, incidental, indirect, special or consequential damages (including, without
limitation, lost profits) against Franchisor arising out of any cause whatsoever (whether such cause be based in
contract, negligence, strict liability, other tort or otherwise) and agrees that in the event of a dispute, that
Franchisee’s recovery is limited to actual damages. If any other term of this Agreement is found or determined
to be unconscionable or unenforceable for any reason, the foregoing provisions shall continue in full force and
effect, including, without limitation, the waiver of any right to claim any consequential damages. Nothing in this
Section or any other provision of this Agreement shall be construed to prevent Franchisor from claiming and
obtaining expectation or consequential damages, including lost future royalties for the balance of the term of this
Agreement if it is terminated due to Franchisee’s default, which the parties agree and acknowledge Franchisor
may claim under this Agreement.
16.8 WAIVER OF JURY TRIAL. THE PARTIES HEREBY AGREE TO WAIVE TRIAL BY JURY IN
ANY ACTION, PROCEEDING OR COUNTERCLAIM, WHETHER AT LAW OR EQUITY, REGARDLESS
OF WHICH PARTY BRINGS SUIT. THIS WAIVER SHALL APPLY TO ANY MATTER WHATSOEVER

BETWEEN THE PARTIES HERETO WHICH ARISES OUT OF OR IS RELATED IN ANY WAY TO THIS
AGREEMENT, THE PERFORMANCE OF EITHER PARTY, AND/OR FRANCHISEE’S PURCHASE FROM
FRANCHISOR OF THE FRANCHISE AND/OR ANY GOODS OR SERVICES.
16.9 WAIVER OF CLASS ACTIONS. THE PARTIES AGREE THAT ALL PROCEEDINGS ARISING
OUT OF OR RELATED TO THIS AGREEMENT, OR THE SALE OF THE FRANCHISED BUSINESS, WILL
BE CONDUCTED ON AN INDIVIDUAL, NOT A CLASS-WIDE BASIS, AND THAT ANY PROCEEDING
BETWEEN FRANCHISEE, FRANCHISEE’S GUARANTORS AND FRANCHISOR OR ITS
AFFILIATES/OFFICERS/EMPLOYEES MAY NOT BE CONSOLIDATED WITH ANY OTHER
PROCEEDING BETWEEN FRANCHISOR AND ANY OTHER THIRD PARTY.
16.10 Attorneys’ Fees and Costs.
A. If legal action or arbitration is necessary to enforce the terms and conditions of this Agreement, the
prevailing party shall be entitled to recover reasonable compensation for preparation, investigation, court costs,
arbitration costs (if applicable) and reasonable attorneys’ fees, from the non-prevailing party as fixed by an
arbitrator or court of competent jurisdiction.
B. Separate and distinct from the right of a prevailing party to recover expenses, costs and fees in
connection with any legal proceeding or arbitration, the prevailing party shall also be entitled to receive all
expenses, costs and reasonable attorneys’ fees incurred in connection with the enforcement of any arbitration
award or judgment entered. Furthermore, the right to recover post-arbitration award and post-judgment expenses,
costs and attorneys’ fees shall be severable and shall survive any award or judgment and shall not be deemed
merged into such judgment.
C. Apart from the obligations above in this Section 16.10, Franchisee agrees and acknowledges that
it will be responsible for the legal fees and other costs that Franchisor incurs in connection with certain
modifications that Franchisor agrees to make to the Franchise Agreement, including without limitation,
modifications made to address the following situations: (i) relocation; or (ii) any other amendment to extend a
given performance deadline of Franchisee, modify the territory awarded hereunder, or otherwise modify, amend
or supplement this Agreement in any way at the request of Franchisee or as necessary for Franchisee to avoid this
Agreement being in default or subject to termination. Franchisor may set forth flat fee amounts designed to help
defray the costs associated with addressing certain of the foregoing situations in the context of this Agreement or
any other agreement with Franchisor, whether in the Manuals or otherwise in a writing distributed to System
franchisees.
16.11 No Withholding of Payments. Franchisee shall not withhold all or any part of any payment to Franchisor
or any of its affiliates on the grounds of Franchisor’s alleged nonperformance or as an offset against any amount
Franchisor or any of Franchisor’s affiliates allegedly may owe Franchisee under this Agreement or any related
agreements.
16.12 Limitation of Actions. Franchisee further agrees that no cause of action arising out of or under this
Agreement may be maintained by Franchisee against Franchisor unless brought before the expiration of one (1)
year after (a) the act, transaction or occurrence upon which such action is based, or (b) Franchisee becomes aware,
or should have become aware after reasonable investigation, of facts or circumstances reasonably indicating that
Franchisee may have a claim against Franchisor hereunder, whichever occurs sooner. Any claim, action or other
proceeding not brought against Franchisor or its affiliates within this period shall be barred as a claim,
counterclaim, defense, or set-off. Franchisee hereby waives the right to obtain any remedy based on alleged fraud,
misrepresentation, or deceit by Franchisor, including, without limitation, rescission of this Agreement, in any
mediation, judicial, or other adjudicatory proceeding arising hereunder, except upon a ground expressly provided
in this Agreement, or pursuant to any right expressly granted by any applicable statute expressly regulating the
sale of franchises, or any regulation or rules promulgated thereunder.

16.13 Third Party Beneficiaries. Franchisor’s officers, directors, shareholders, agents and/or employees are
express third-party beneficiaries of the provisions of this Agreement, including the dispute resolution provisions
set forth in this Section 21, each having authority to specifically enforce the right to mediate/arbitrate claims
asserted against such person(s) by Franchisee.
Your Initials: __________ / __________
17. MISCELLANEOUS PROVISIONS
17.1 Severability. Except as provided in Section 13.3, each article, section, paragraph, term and provision of
this Agreement, or any portion thereof, shall be considered severable and if, for any reason, any such portion of
this Agreement is held by an arbitrator or by a court of competent jurisdiction to be unenforceable due to any
applicable existing or future law or regulation, such portion shall not impair the operation of or have any effect
upon, the remaining portions of this Agreement which will remain in full force and effect. No right or remedy
conferred upon or reserved to Franchisor or Franchisee by this Agreement is intended to be, nor shall be deemed,
exclusive of any other right or remedy herein or by law or equity provided or permitted, but, each shall be
cumulative of every other right or remedy.
17.2 Waiver and Delay. No failure, refusal or neglect of Franchisor to exercise any right, power, remedy or
option reserved to it under this Agreement, or to insist upon strict compliance by Franchisee with any obligation,
condition, specification, standard or operating procedure in this Agreement, shall constitute a waiver of any
provision of this Agreement and the right of Franchisor to demand exact compliance with this Agreement, or to
declare any subsequent breach or default or nullify the effectiveness of any provision of this Agreement.
Subsequent acceptance by Franchisor of any payment(s) due it under this Agreement shall not be deemed to be a
waiver by Franchisor of any preceding breach by Franchisee of any terms, covenants or conditions of this
Agreement.
17.3 Designation of Responsible Parties. Franchisee represents and warrants to Franchisor that the list below
states: (i) the name, mailing address and equity interest of each person holding any shares or other form of
ownership, or security interest convertible into an equity interest, in Franchisee, showing percentage of ownership
held by each and (ii) the name and mailing address of the individual(s) who will be the Operating Principal(s) of
the Studio. Each Operating Principal named below has the authority to act for Franchisee in all matters relating to
the franchised Studio granted hereunder, including voting responsibilities. Only those individuals who are party
to this Agreement and have an ownership interest in the franchise entity may be listed as an Operating Principal.
Franchisee shall promptly notify Franchisor of any change in any such information. Any change in the Operating
Principal(s), or in ownership information of Franchisee, is subject to Article 14 and the training requirements of
this Agreement:
Franchisee is a  ____________________, organized under the laws of __________________________,

or  Franchisee is an individual or group of individuals, and hereby represents and warrants that the information
stated below is true and accurate as of the date set forth below:
Shareholder, Partner, Member Percentage of

or Individual Name and Address Ownership Interest
_____________________________ ____________

_____________________________ ____________
Operating Principal (may also be referred to as the “Designated Operator” in the FDD):
_____________________________
17.4 Franchisor’s Discretion. Except as otherwise specifically referenced herein, all acts, decisions,
determinations, specifications, prescriptions, authorizations, approvals, consents and similar acts by Franchisor
may be taken or exercised in the sole and absolute discretion of Franchisor, regardless of the impact upon
Franchisee. Franchisee acknowledges and agrees that when Franchisor exercises its discretion or judgment, its
decisions may be for the benefit of Franchisor or the Row House franchise network and may not be in the best
interest of Franchisee as an individual franchise owner.
17.5 Notices.
A. All notices which the parties hereto may be required or permitted to give under this Agreement
shall be in writing and shall be personally delivered or mailed by certified or registered mail, return receipt
requested, postage paid, or by reliable overnight delivery service, addressed as follows:
If to Franchisor:
Irvine, CA 92614
Attention: Ramon Castillon
If to Franchisee:
____________________________
____________________________
____________________________
B. The addressees herein given for notices may be changed at any time by either party by written
notice given to the other party as herein provided. Notices delivered by certified or registered mail shall be deemed
to have been given three (3) business days after postmark by United States Postal Service, or the next business
day after deposit with reliable overnight delivery service or when delivered by hand.
17.6 No Recourse Against Nonparty Affiliates. All claims, obligations, liabilities, or causes of action
(whether in contract or in tort, in law or in equity, or granted by statute) that may be based upon, in respect of,
arise under, out or by reason of, be connected with, or relate in any manner to this Agreement, or the negotiation,
execution, or performance of this Agreement (including any representation or warranty made in, in connection
with, or as an inducement to this Agreement, but not including separate undertakings such as guarantees of
performance, personal guaranties, or corporate guarantees), may be made only against (and are those solely of)
the entities that are expressly identified as parties in the preamble to this Agreement (“Contracting Parties”). No
Person who is not a Contracting Party, including without limitation any director, officer, employee, incorporator,
member, partner, manager, stockholder, affiliate, agent, attorney, or representative of, and any financial advisor
or lender to, any of the foregoing (“Nonparty Affiliates”), shall have any liability (whether in contract or in tort,
in law or in equity, or granted by statute) for any claims, causes of action, obligations, or liabilities arising under,
out of, in connection with, or related in any manner to this Agreement or based on, in respect of, or by reason of
this Agreement or its negotiation, execution, performance, or breach; and, to the maximum extent permitted by
law, each Contracting Party hereby waives and releases all such liabilities, claims, causes of action, and obligations
against any such Nonparty Affiliates, unless such liabilities, claims, causes of action, and obligations arise from

deliberately fraudulent acts. Without limiting the foregoing, to the maximum extent permitted by law, (a) each
Contracting Party hereby waives and releases any and all rights, claims, demands or causes of action that may
otherwise be available at law or in equity, or granted by statute, to avoid or disregard the entity form of a
Contracting Party or otherwise impose liability of a Contracting Party on any Nonparty Affiliate, whether granted
by statute or based on theories of equity, agency, control, instrumentality, alter ego, domination, sham, single
business enterprise, piercing the veil, unfairness, undercapitalization, or otherwise; and (b) each Contracting Party
disclaims any reliance upon any Nonparty Affiliates with to the performance of this Agreement or any
representation or warranty made in, in connection with, or as an inducement to this Agreement. Nothing herein
is intended to prevent a Contracting Party from pursuing any distinct legal rights it may have against a Nonparty
Affiliate which arise from a separate document, such as a guaranty of performance, personal guaranty, corporate
guaranty or similar agreement. Notwithstanding any other provision of this Agreement which limits the right of
prospective Third Party Beneficiaries, any Nonparty Affiliate may rely on this provision and enforce it against
any Contracting Party or other Person or entity.
17.7 Non-Disparagement. Franchisee agrees that it will refrain from making any untrue or derogatory
statements concerning Franchisor and its affiliates, as well as their present and former officers, employees,
shareholders, directors, agents, attorneys, servants, representatives, successors and assigns.
Your Initials: __________ / ________
18. ACKNOWLEDGMENTS
18.1 THE SUBMISSION OF THIS AGREEMENT DOES NOT CONSTITUTE AN OFFER AND THIS
AGREEMENT SHALL BECOME EFFECTIVE ONLY UPON THE EXECUTION HEREOF BY THE
FRANCHISOR AND THE FRANCHISEE. THE DATE OF EXECUTION BY THE FRANCHISOR SHALL
BE CONSIDERED TO BE THE DATE OF EXECUTION OF THIS AGREEMENT.
18.2 THIS AGREEMENT SHALL NOT BE BINDING ON THE FRANCHISOR UNLESS AND UNTIL IT
SHALL HAVE BEEN ACCEPTED AND SIGNED BY AN AUTHORIZED OFFICER OF THE FRANCHISOR.
18.3 FRANCHISEE ACKNOWLEDGES THAT IT RECEIVED A COMPLETE COPY OF THIS

AGREEMENT FOR A PERIOD NOT LESS THAN FOURTEEN (14) CALENDAR DAYS, DURING WHICH
TIME FRANCHISEE CONDUCTED AN INDEPENDENT INVESTIGATION OF THE BUSINESS
LICENSED HEREUNDER TO THE EXTENT OF FRANCHISEE’S DESIRE TO DO SO. FRANCHISEE
RECOGNIZES AND ACKNOWLEDGES THAT THE BUSINESS VENTURE CONTEMPLATED BY THIS
AGREEMENT INVOLVES BUSINESS RISKS, AND THAT ITS SUCCESS WILL BE LARGELY
DEPENDENT UPON THE ABILITY OF THE FRANCHISEE AS AN INDEPENDENT BUSINESSPERSON.
FRANCHISOR EXPRESSLY DISCLAIMS THE MAKING OF, AND FRANCHISEE ACKNOWLEDGES
THAT IT HAS NOT RECEIVED, ANY WARRANTY OR GUARANTEE, EXPRESS OR IMPLIED, THAT
FRANCHISEE WILL BE SUCCESSFUL IN THIS VENTURE OR THAT THE BUSINESS WILL ATTAIN
ANY LEVEL OF SALES VOLUME, PROFITS, OR SUCCESS. FRANCHISEE ACKNOWLEDGES THAT
THIS AGREEMENT, THE FRANCHISE DISCLOSURE DOCUMENT (“FDD”), AND THE EXHIBITS
HERETO CONSTITUTE THE ENTIRE AGREEMENT OF THE PARTIES. THIS AGREEMENT
TERMINATES AND SUPERSEDES ANY PRIOR AGREEMENT BETWEEN THE PARTIES CONCERNING
THE SAME SUBJECT MATTER. FRANCHISEE REPRESENTS, WARRANTS AND ACKNOWLEDGES
THAT IT HAS NOT RELIED ON ANY INFORMATION NOT SPECIFICALLY DISCLOSED IN THE FDD
IN MAKING ITS DETERMINATION TO ENTER INTO THIS AGREEMENT.

18.4 FRANCHISEE AGREES AND ACKNOWLEDGES THAT FULFILLMENT OF ANY AND ALL OF
FRANCHISOR’S OBLIGATIONS WRITTEN IN THIS AGREEMENT OR BASED ON ANY ORAL
COMMUNICATIONS WHICH MAY BE RULED TO BE BINDING IN A COURT OF LAW SHALL BE
FRANCHISOR’S SOLE RESPONSIBILITY AND NONE OF FRANCHISOR’S AGENTS,
REPRESENTATIVES, NOR ANY INDIVIDUALS ASSOCIATED WITH FRANCHISOR’S FRANCHISE
COMPANY SHALL BE PERSONALLY LIABLE TO FRANCHISEE FOR ANY REASON. THIS IS AN
IMPORTANT PART OF THIS AGREEMENT. FRANCHISEE AGREES THAT NOTHING THAT
FRANCHISEE BELIEVES FRANCHISEE HAS BEEN TOLD BY FRANCHISOR OR FRANCHISOR’S
REPRESENTATIVES SHALL BE BINDING UNLESS IT IS WRITTEN IN THIS AGREEMENT. THIS IS AN
IMPORTANT PART OF THIS AGREEMENT. DO NOT SIGN THIS AGREEMENT IF THERE IS ANY
QUESTION CONCERNING ITS CONTENTS OR ANY REPRESENTATIONS MADE.
Your Initials: __________ / __________
19. ENTIRE AGREEMENT
This Agreement, the documents referred to herein, and the exhibits hereto, constitute the entire and only agreement
between the parties concerning the granting, awarding and licensing of Franchisee as an authorized Row House
Franchisee at the Studio location, and supersede all prior and contemporaneous agreements. There are no
representations, inducements, promises, agreements, arrangements or undertakings, oral or written, between the
parties other than those set forth herein. Except for those permitted to be made unilaterally by Franchisor
hereunder, no amendment, change or variance from this Agreement shall be binding on either party unless
mutually agreed to by the parties and executed by their authorized officers or agents in writing. This Agreement
does not alter agreements between Franchisor and Franchisee for other locations. Nothing in this Agreement or
in any related agreement, however, is intended to disclaim the representations Franchisor made in the FDD that
Franchisor furnished to Franchisee.
THE REST OF THIS PAGE HAS BEEN LEFT INTENTIONALLY BLANK

SIGNATURES ON THE FOLLOWING PAGE

IN WITNESS WHEREOF, the parties have executed this Agreement on the dates set forth below to be effective
upon execution by Franchisor.
“FRANCHISOR” “FRANCHISEE”
If Franchisee is an individual:
By:_________________________ Signature:_______________________
Date: __________________________
Title: _______________________
Signature: _______________________
Accepted: ___________________ Date: __________________________
If Franchisee is a corporation or other entity:
_______________________________
[Name of Franchisee]
By: ____________________________
Title: __________________________
Date: __________________________

EXHIBIT 1 TO
ROW HOUSE FRANCHISE AGREEMENT
AUTHORIZED LOCATION ADDENDUM
This Addendum is made to the Row House Franchise Agreement (the “Franchise Agreement”) between Row
House Franchise, LLC (“Franchisor”), and ________________________ (“Franchisee”), dated
__________________, 20__.
1. Preservation of Agreement. Except as specifically set forth in this Addendum, the Franchise Agreement
shall remain in full force and effect in accordance with its terms and conditions. This Addendum is attached to
and upon execution becomes an integral part of the Franchise Agreement.
2. Authorized Location. The parties hereto agree that the Authorized Location referred to in Section 1.3
of the Franchise Agreement shall be the following:
_____.
3. Designated Territory, if any. Pursuant to Section 1.3 of the Franchise Agreement, Franchisee’s
Designated Territory will be defined as follows (if identified on a map, please attach map and reference attachment
below):
This Addendum is agreed to and accepted by the parties this ___ day of _________________, 20__.
FRANCHISOR:
By: ______________________________
Title: _____________________________
FRANCHISEE:
By: ______________________________
Title: _____________________________
By: ______________________________
Title: _____________________________

2022 Franchise Agreement - Exhibits
EXHIBIT 2 TO THE
ELECTRONIC FUNDS TRANSFER AGREEMENT
This Electronic Funds Transfer Agreement (the “Agreement”) is made on this ___day of
___________________________, 20__ by and between Row House Franchise, LLC. (“Franchisor”), and
_____________________________ or their assignee, if a partnership, corporation or limited liability company is
later formed (“Franchisee").
Whereas, Franchisor and Franchisee are parties to a Row House Franchise Agreement executed on even
date herewith (the “Franchise Agreement”) and desire to enter into an Addendum to the Franchise Agreement;
Now, therefore in consideration of the mutual promises contained herein and as an inducement to
Franchisor to execute the Franchise Agreement, the parties agree as follows:
A. Franchisee shall pay any and all fees and other charges in connection with this Addendum and the
Franchise Agreement (including, without limitation, the Royalty Fees, contributions to the Fund and any other
payments due to Franchisor by Franchisee, and any applicable late fees and interest charges) by electronic,
computer, wire, automated transfer, ACH debiting, and bank clearing services (collectively "electronic funds
transfers" or “EFT”‘), and Franchisee shall undertake all action necessary to accomplish such transfers.
B. Upon execution and delivery of this Agreement, Franchisee shall execute and deliver two (2) originals of
the “Electronic Debit Authorization” attached as Exhibit 3 to the Franchise Agreement, which authorizes
Franchisee’s bank or other financial institution to accept debit originations, electronic debit entries, or other EFT,
and electronically deposit fees and contributions owing Franchisor directly to Franchisor’s bank account(s). Upon
Franchisor’s request, Franchisee shall deliver to Franchisor all additional information that Franchisor deems
necessary (including, without limitation, financial institution of origin and relevant accounts and ABA/transit
numbers for any new bank accounts that Franchisee opens after the date of this Addendum) in connection with
such EFT.
C. By executing this Addendum, Franchisee authorizes Franchisor to withdraw funds at such days and times
as Franchisor shall determine via EFT from Franchisee’s bank account for all fees and other charges in connection
with the Franchise Agreement and this Addendum, as described in the first sentence of this paragraph. Franchisee
authorizes weekly ACH debits via EFT based on an amount equal to the total weekly amount due Franchisor, as
set forth in Section 5 of the Franchise Agreement.
D. Franchisee is responsible for paying all service charges and other fees imposed or otherwise resulting
from action by Franchisee’s bank in connection with EFT by Franchisor, including, without limitation, any and
all service charges and other fees arising in connection with any EFT by Franchisor not being honored or processed
by Franchisee’s bank for any reason and a Fifty Dollar ($50) charge by Franchisor for processing the EFT. Upon
written notice by Franchisor to Franchisee, Franchisee may be required to pay any amount(s) due under the
Franchise Agreement and/or this Addendum directly to Franchisor by check or other non-electronic means in lieu
of EFT at Franchisor’s discretion. It shall be a non-curable event of default under Article 15 of the Franchise
Agreement if Franchisee closes any bank account without completing all of the following forthwith after such
closing: (1) immediately notifying Franchisor thereof in writing, (2) immediately establishing another bank
account, and (3) executing and delivering to Franchisor all documents necessary for Franchisor to begin and
continue making withdrawals from such bank account by EFT as this Addendum permits.

E. Except as specifically set forth in this Addendum, the Franchise Agreement shall remain in full force and
effect in accordance with its terms and conditions. This Addendum is attached to and upon execution becomes an
integral part of the Franchise Agreement.
F. Wherefore, the parties have set forth their hand and seal on the day and date first above written.
FRANCHISOR:
By: ______________________________
Title: _____________________________
FRANCHISEE:
By: ______________________________
Title: _____________________________
By: ______________________________
Title: _____________________________

EXHIBIT 3 TO THE
ELECTRONIC DEBIT AUTHORIZATION

[SAMPLE – MAY OBTAIN INFORMATION IN DIFFERENT MANNER]
FRANCHISOR: Row House Franchise, LLC
FRANCHISOR ID NUMBER: ___________________________
The undersigned hereby authorizes Row House Franchise, LLC (the “Franchisor”), to initiate debit entries to the
undersigned’s checking account indicated below and the depository named below (the “Depository”), to debit the
same to such account.
Depository Name: ________________________________________

Branch: ________________________________________
City State and Zip Code: ________________________________________
________________________________________
Transit/ABA No.: ________________________________________
Account Number: ________________________________________
This authority is to remain in full force and effect until the underlying obligations under the Franchise Agreement
have been satisfied in full or released in writing by Franchisor.
This authorization further confirms my understanding of Exhibit 2 to the Franchise Agreement signed by me/us
in which I/we expressly agree that this authorization shall apply to any and all Depositories and bank accounts
with which I/we open accounts during the term of the Franchisee Agreement and any renewals. Without limiting
the generality of the forgoing, I/we understand that if I/we close any bank account, I/we are obligated immediately
to: (i) notify Franchisor thereof in writing, (ii) establish another bank account, and (iii) execute and deliver to
Franchisor all documents necessary for Franchisor to begin and continue making withdrawals from such bank
account/depository by ACH debiting or other electronic means. I/we specifically agree and declare that this
Authorization shall be the only written authorization needed from me/us in order to initiate debit entries/ACH
debit originations to my/our bank account(s) established with any Depository in the future.
DATE: _________________________________________________
ID NUMBER: _________________________________________________
PRINT NAME(S): SIGNATURE(S):
_____________________________ __________________________
___________________________ _________________________

EXHIBIT 4 TO THE
GUARANTEE, INDEMNIFICATION AND ACKNOWLEDGEMENT
For value received, and in consideration for, and as an inducement to Row House Franchise, LLC (the
"Franchisor") to execute the Row House Franchise Agreement (the "Franchise Agreement"), of even date
herewith, by and between Franchisor and ______________________ or his assignee, if a partnership, corporation
or limited liability company is later formed (the "Franchisee"), _____________________________ (the
“Guarantor(s)”), jointly and severally, hereby unconditionally guarantee to Franchisor and its successors and
assigns the full and timely performance by Franchisee of each obligation undertaken by Franchisee under the
terms of the Franchise Agreement, including all of Franchisee’s monetary obligations arising under or by virtue
of the Franchise Agreement.
Upon demand by Franchisor, Guarantor(s) will immediately make each payment required of Franchisee under the
Franchise Agreement. Guarantor(s) hereby waive any right to require Franchisor to: (a) proceed against
Franchisee for any payment required under the Franchise Agreement; (b) proceed against or exhaust any security
from Franchisee; or (c) pursue or exhaust any remedy, including any legal or equitable relief, against Franchisee.
Without affecting the obligations of Guarantor(s) under this Guarantee, Indemnification and Acknowledgment,
Franchisor may, without notice to Guarantor(s), extend, modify, or release any indebtedness or obligation of
Franchisee, or settle, adjust or compromise any claims against Franchisee.
Guarantor(s) waive notice of amendment of the Franchise Agreement and notice of demand for payment
by Franchisee, and agree to be bound by any and all such amendments and changes to the Franchise
Agreement.
Guarantor(s) hereby agree to defend, indemnify and hold Franchisor harmless against any and all losses, damages,
liabilities, costs, and expenses (including, without limitation, reasonable attorneys’ fees, reasonable costs of
investigations, court costs, and arbitration fees and expenses) resulting from, consisting of, or arising out of or in
connection with any failure by Franchisee to perform any obligation of Franchisee under the Franchise Agreement,
any amendment, or any other agreement executed by Franchisee referred to therein.
Guarantor(s) hereby acknowledge and agree to be individually bound by all obligations and covenants of
Franchisee contained in the Franchise Agreement, including those related to non-competition and confidentiality.
This Guarantee shall terminate upon the expiration or termination of the Franchise Agreement, except that all
obligations and liabilities of Guarantor(s) that arise from events that occurred on or before the effective date of
such termination shall remain in full force and effect until satisfied or discharged by Guarantor(s), and all
covenants that by their terms continue in force after termination or expiration of the Franchise Agreement shall
remain in force according to their terms. Upon the death of an individual Guarantor, the estate of such Guarantor
will be bound by this Guarantee, but only for defaults and obligations existing at the time of death, and the
obligations of the other Guarantor(s) will continue in full force and effect.
The validity of this Guarantee and the obligations of Guarantor(s) hereunder shall in no way be terminated,
restricted, diminished, affected or impaired by reason of any action that Franchisor might take or be forced to take
against Franchisee, or by reason of any waiver or failure to enforce any of the rights or remedies reserved to
Franchisor in the Franchise Agreement or otherwise.
The use of the singular herein shall include the plural. Each term used in this Guarantee, unless otherwise defined
herein, shall have the same meaning as when used in the Franchise Agreement.

This Guarantee is to be performed in Orange County, California and shall be governed by and construed in
accordance with the laws of the State of California. Notwithstanding the foregoing, the undersigned specifically
agree and acknowledge that any claims, causes of action or disputes arising out of or related to Franchisee’s or
any of Guarantor’s covenants not to compete (set forth in the Franchise Agreement and now incorporated by
reference as if fully set forth in this Guaranty), including the interpretation, validity and enforcement thereof, shall
be governed by the laws where the Studio` is located. Guarantor(s) specifically agree that the provision of the
Franchise Agreement related to dispute resolution (internal dispute resolution, non-binding mediation and
arbitration), injunctive relief, waivers, attorneys’ fees and other enforcement of the Franchise Agreement shall
apply equally with respect to all claims or causes of action arising out of or related to this Guaranty in any manner
(including the interpretation thereof). Franchisor and Guarantor(s) agree that any dispute under this Guarantee
shall be resolved by arbitration as set forth in the Franchise Agreement (subject to the exceptions described
therein).
In connection therewith, each of the undersigned hereby appoints the Secretary of State for the State of California
as his agent for service of process to receive summons issued by the court in connection with any such litigation.
Franchisor and Guarantor(s) agree that any dispute under this Guarantee shall be resolved by arbitration pursuant
to Article 16 of the Franchise Agreement (except as otherwise provided in Article 16 of the Franchise Agreement).
IN WITNESS WHEREOF, each of the undersigned has signed this Guarantee as of the date of the Franchise
Agreement.
WITNESS: GUARANTOR(S)
__________________________ By: _____________________
__________________________
By: _____________________

EXHIBIT 5 TO THE
ADDENDUM TO LEASE
This Addendum to Lease (this "Addendum") modifies and supplements that certain lease dated
_________________________ and entered into by Tenant and Landlord concerning the Location at
__________________________________________________________(the "Lease").
Landlord and Tenant, intending that Row House Franchise, LLC, a Delaware limited liability company,
("Franchisor") (and its successors and assigns) be a third-party beneficiary of this Addendum, agree as follows:
(1) Tenant may display the trademarks, service marks and other commercial symbols owned by
Franchisor and used to identify the service and/or products offered at the Studio, including the name "Row House,"
the Studio design and image developed and owned by Franchisor, as it currently exists and as it may be revised
and further developed by Franchisor from time to time, and certain associated logos in accordance with the
specifications required by the Row House Manual, subject only to the provisions of applicable law and in
accordance with provisions in the Lease no less favorable than those applied to other tenants of Landlord;
(2) Tenant shall not, and the Landlord shall not permit the tenant to, sublease or assign all or any part
of the Lease or the Premises, or extend the term or renew the Lease, without Franchisor’s prior written consent;
(3) Landlord shall concurrently provide Franchisor with a copy of any written default notice sent to
Tenant and thereupon grant Franchisor the right (but not the obligation) to cure any deficiency or default under
the Lease, should Tenant fail to do so, within five (5) days after the expiration of the period in which Tenant may
cure the default;
(4) The Premises shall be used only for the operation of a Row House Studio;
(5) Tenant may, without Landlord’s consent (but subject to providing Landlord with written notice
thereof), at any time assign this Lease or sublease the whole or any part of the Premises to Franchisor or any
successor, subsidiary or affiliate of Franchisor;
(6) In the event of an assignment of the Lease to Franchisor as described in (6) above, Franchisor
may further assign this Lease, subject to Landlord’s consent, such consent not to be unreasonably withheld based
on the remaining obligations of assignee under the Lease, to a duly authorized franchisee of Franchisor, and
thereupon Franchisor shall be released from all further liability under the Lease;
(7) Until changed by Franchisor, notice to Franchisor shall be sent as follows:

17877 Von Karman Ave, Suite 100
Irvine, CA 92614
Attn: Ramon Castillon
(8) None of the provisions in this Addendum or any rights granted Franchisor hereunder, may be
amended absent Franchisor’s prior written consent.
AGREED:

TENANT LANDLORD
By: _______________________________ By: ________________________________
Its: _______________________________ Its: ________________________________
Date: _____________________________ Date: _______________________________

Exhibit B
LIST OF STATE AGENTS FOR SERVICE OF PROCESS

AND STATE ADMINISTRATORS

2022 Franchise Disclosure Document – Exhibits
LIST OF STATE ADMINISTRATORS AND AGENTS FOR SERVICE OF PROCESS
CALIFORNIA ILLINOIS
Commissioner of Financial Protection and Innovation Franchise Bureau
One Sansome Street Illinois Attorney General
Suite 600 500 South Second Street
San Francisco, CA 94104 Springfield, Illinois 62706
Tel: (415) 972-8559 (217) 782-4465
Fax: (415) 972-8590
Toll Free: (866) 275-2677 INDIANA
(for service of process)
CONNECTICUT Indiana Secretary of State
Department of Banking 201 State House
Securities and Business Investments Division Indianapolis, Indiana 46204
260 Constitution Plaza
Hartford, Connecticut 06103-1800 (state agency)
Tel: (860) 240-8230 Securities Commissioner
Indiana Secretary of State
FLORIDA Securities Division, Franchise Section
Tom Kenny, Regulatory Consultant 302 West Washington Street,
Department of Agriculture & Consumer Services Room E-111
Division of Consumer Services Indianapolis, Indiana 46204
P.O. Box 6700 Tel: (317) 232-6681
Tallahassee, Florida 32314
Tel: (850) 488-2221 IOWA
Fax: (850) 410-3804 Dennis Britson
Director of Regulated Industries Unit
HAWAII Iowa Securities Bureau
(for service of process) 340 Maple
Commissioner of Securities of the State of Hawaii Des Moines, Iowa 50319-0066
Department of Commerce and Consumer Affairs Tel: (515) 281-4441
Business Registration Division Fax: (515) 281-3059
Securities Compliance Branch email: [email protected]
335 Merchant Street, Room 203
Honolulu, Hawaii 96813 MARYLAND
(state agency) Maryland Securities Commissioner
Department of Commerce & Division of Securities
Consumer Affairs 200 St. Paul Place
King Kalakaua Building Baltimore, Maryland 21202-2020
335 Merchant Street, Rm 203
Honolulu, Hawaii 96813 (state agency)
Tel: (808)586-2722 Office of the Attorney General
Fax: (808) 587-7559 Division of Securities
200 St. Paul Place
Baltimore, Maryland 21202-2020
Tel: (410) 576-6360

MICHIGAN NEW YORK
(for service of process) (state agency)
Michigan Department of Attorney General NYS Department of Law
Consumer Protection Division Investor Protection Bureau
Antitrust and Franchise Unit 28 Liberty Street, 21st Floor
PO Box 30054, 6546 Mercantile Way New York, NY 10005
Lansing, Michigan 48909 Tel: 212-416-8236
Tel: (517) 241-6470
NORTH DAKOTA
MICHIGAN (for service of process)
(state agency) North Dakota Securities Commissioner
Department of the Attorney General North Dakota Securities Department
Consumer Protection Division 600 East Boulevard, 5th Floor
Antitrust and Franchise Section Bismarck, North Dakota 58505-0510
670 Law Building
Lansing, MI 48913 (state agency)
Tel: (517) 373-7117 North Dakota Securities Department
600 East Boulevard, 5th Floor
MINNESOTA Bismarck, North Dakota 58505-0510
Commissioner of Commerce Tel: (701) 328-2910
85 Seventh Place East, Suite 280
St. Paul, MN 55101-2198 OREGON
Tel: (651) 539-1600 Director, Department of Consumer &
Business Services
NEBRASKA Division of Finance & Corporate
Gene Schenkelberg, Securities Analyst Securities
Department of Banking & Finance Labor and Industries Building
1200 N. Street, Suite 311 Salem, Oregon 97310
P.O. Box 95006 Tel: (503) 378-4140
Lincoln, Nebraska 68509 Fax: (503) 947-7862
Tel: (402) 417-3445 Email: [email protected]
NEW YORK RHODE ISLAND

(for service of process) Director, Department of Business
New York Department of State Regulation
One Commerce Plaza, Division of Securities
99 Washington Avenue, 6th Floor Suite 232
Albany, NY 12231-0001 233 Richmond Street
(518) 473-2492 Providence, Rhode Island 02903-4232
TEXAS SOUTH DAKOTA

Statutory Document Section Division of Insurance
Secretary of State Securities Regulation
1719 Brazos 124 S. Euclid, Suite 104
Austin, Texas 78701 Pierre, South Dakota 57501
Attn: Dorothy Wilson (605) 773-3563
Tel: (512) 475-1769

UTAH WASHINGTON
Director, Division of Consumer Protection (state agency)
Utah Dept. of Commerce Administrator
160 East Three Hundred South Department of Financial Institutions
SM Box 146704 Securities Division
Salt Lake City, Utah 84114-6704 P.O. Box 9033
Tel: (801) 530-6601 Olympia, Washington 98507-9033
Fax: (801) 530-6001 Tel: (360) 902-8760
Fax: (360) 902-0524
VIRGINIA
(for service of process) WISCONSIN
Clerk of the State Corporation Commission Commissioner of Securities
1300 East Main Street, 1st Floor Department of Financial Institutions
Richmond, Virginia 23219 P.O. Box 1768
Madison, Wisconsin 53701-1768
(state agency) Tel: (608) 266-2801
Director
State Corporation Commission
Division of Securities and Retail Franchising
1300 East Main Street, 9th Floor
Richmond, Virginia 23219
Tel: (804) 371-9051
WASHINGTON
Administrator
Department of Financial Institutions
Securities Division
150 Israel Road SW
Tumwater, Washington 98501

Exhibit C-1
FINANCIAL STATEMENTS

PB Franchising, LLC
Consolidated Financial Statements as of December 31, 2021 and 2020 and for each of the three
years in the period ended December 31, 2021 and Independent Auditor’s Report
PB Franchising, LLC
Table of Contents
Independent Auditor's Report 1

Consolidated Balance Sheets 3
Consolidated Statements of Operations 4
Consolidated Statements of Changes to Member’s Equity 5
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 7
i

INDEPENDENT AUDITOR’S REPORT
To the Board of Directors and Member of
PB Franchising, LLC:
Opinion
We have audited the consolidated financial statements of PB Franchising, LLC and subsidiaries (the
“Company”), which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and
the related consolidated statements of operations, changes to member’s equity, and cash flows for each
of the three years in the period ended December 31, 2021, and the related notes to the consolidated
financial statements (collectively referred to as the “financial statements”).
In our opinion, the accompanying financial statements present fairly, in all material respects, the
financial position of the Company as of December 31, 2021 and 2020, and the results of its operations
and its cash flows for each of the three years in the period ended December 31, 2021 in accordance with
accounting principles generally accepted in the United States of America.
Basis for Opinion
We conducted our audits in accordance with auditing standards generally accepted in the United States
of America (GAAS). Our responsibilities under those standards are further described in the Auditor’s
Responsibilities for the Audit of the Financial Statements section of our report. We are required to be
independent of the Company and to meet our other ethical responsibilities, in accordance with the
relevant ethical requirements relating to our audits. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our audit opinion.
Responsibilities of Management for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in
accordance with accounting principles generally accepted in the United States of America, and for the
design, implementation, and maintenance of internal control relevant to the preparation and fair
presentation of financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the financial statements, management is required to evaluate whether there are conditions
or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to
continue as a going concern for one year after the date that the financial statements are available to be
issued.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute
assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always

detect a material misstatement when it exists. The risk of not detecting a material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control. Misstatements are
considered material if there is a substantial likelihood that, individually or in the aggregate, they would
influence the judgment made by a reasonable user based on the financial statements.
In performing an audit in accordance with GAAS, we:
 Exercise professional judgment and maintain professional skepticism throughout the audit.
 Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, and design and perform audit procedures responsive to those risks. Such procedures
include examining, on a test basis, evidence regarding the amounts and disclosures in the financial
statements.
 Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.
 Evaluate the appropriateness of accounting policies used and the reasonableness of significant
accounting estimates made by management, as well as evaluate the overall presentation of the
financial statements.
 Conclude whether, in our judgment, there are conditions or events, considered in the aggregate,
that raise substantial doubt about the Company’s ability to continue as a going concern for a
reasonable period of time.
We are required to communicate with those charged with governance regarding, among other matters,
the planned scope and timing of the audit, significant audit findings, and certain internal control‐related
matters that we identified during the audit.
Emphasis of Matter
As discussed in Note 1 to the financial statements, the financial statements include allocations of certain
expenses from the Company’s Member, Xponential Fitness LLC, and its related affiliates. Accordingly,
the financial statements may not be indicative of the financial condition that would have existed or the
results of operations that would have been achieved if the Company had operated without such
affiliation. Our opinion is not modified with respect to this matter.
April 1, 2022
‐ 2 ‐
PB Franchising, LLC
Consolidated Balance Sheets
December 31,
2021 2020
Assets
Current Assets:
Cash, cash equivalents and restricted cash $ 959,234 $ 799,584
Accounts receivable, net 1,939,653 1,221,661
Inventories 1,283,251 1,408,785
Prepaid expenses and other current assets 108,949 96,224
Deferred costs, current portion 205,486 152,006
Note receivable from franchisee, current portion 26,030 32,019
Related party receivables (Note 7) 40,730 160,475
Total current assets 4,563,333 3,870,754
Property and equipment, net 4,207 6,666
Goodwill 42,316,580 42,316,580
Intangible assets, net 52,068,556 54,332,664
Deferred costs, net of current portion 1,893,159 1,401,685
Note receivable from franchisee, net of current portion 62,987 62,720
Other assets 24,545 28,458
Total assets $ 100,933,367 $ 102,019,527
Liabilities and Member’s Equity
Current Liabilities:
Accounts payable $ 916,526 $ 1,968,000
Accrued expenses 1,670,238 941,969
Deferred revenue, current portion 1,550,307 1,304,752
Other current liabilities 156,580 317,804
Related party payables (Note 7) 20,199 33,877
Total current liabilities 4,313,850 4,566,402
Deferred revenue, net of current portion 7,586,189 6,407,080
Other liabilities — 1,828
Total liabilities 11,900,039 10,975,310
Commitments and contingencies (Note 8)
Member’s equity 89,033,328 91,044,217
Total liabilities and member’s equity $ 100,933,367 $ 102,019,527
See accompanying notes to consolidated financial statements.
3
PB Franchising, LLC
Consolidated Statements of Operations
Year Ended December 31,

2021 2020 2019
Revenue:
Franchise revenue $ 15,620,259 $ 13,784,508 $ 15,011,420
Equipment revenue 745,999 999,308 746,574
Merchandise revenue 6,189,323 6,751,098 9,575,249
Franchise marketing fund revenue 2,941,824 1,873,596 1,607,767
Other service revenue 5,764,372 6,376,962 5,463,042
Total revenue, net 31,261,777 29,785,472 32,404,052
Operating costs and expenses:
Costs of product revenue 4,220,718 4,901,481 5,661,754
Costs of franchise and service revenue 2,324,462 1,887,908 633,228
Selling, general and administrative expenses 6,371,242 7,887,560 30,941,817
Depreciation and amortization 2,310,768 2,309,684 2,650,022
Marketing fund expense 2,838,660 1,873,596 1,607,767
Total operating costs and expenses 18,065,850 18,860,229 41,494,588
Operating income (loss) 13,195,927 10,925,243 (9,090,536)
Other (income) expense:
Interest income (9,262) (8,793) (2,398)
Interest expense 99 1,175 4,563
Total other expense (9,163) (7,618) 2,165
Income (loss) before income taxes 13,205,090 10,932,861 (9,092,701)
Income taxes — 37,760 44,470
Net income (loss) $ 13,205,090 $ 10,895,101 $ (9,137,171)
4
PB Franchising, LLC
Consolidated Statements of Changes to Member’s Equity
Retained Earnings Total

Member’s Receivable from / (Accumulated Member’s
Contribution Member Deficit) Equity
Balance at January 1, 2019 $ 104,468,204 $ — $ (520,922) $ 103,947,282
Net loss — — (9,137,171) (9,137,171)
Balance at December 31, 2019 104,468,204 — (9,658,093) 94,810,111
Cash payments to Member, net (Note 7) — (14,660,995) — (14,660,995)
Net income — — 10,895,101 10,895,101
Balance at December 31, 2020 104,468,204 (14,660,995) 1,237,008 91,044,217
Cash payments to Member, net (Note 7) — (15,215,979) — (15,215,979)
Net income — — 13,205,090 13,205,090
Balance at December 31, 2021 $ 104,468,204 $ (29,876,974) $ 14,442,098 $ 89,033,328
5
PB Franchising, LLC
Consolidated Statements of Cash Flows
Year Ended December 31,

2021 2020 2019
Cash flows from operating activities:
Net income (loss) $ 13,205,090 $ 10,895,101 $ (9,137,171)
Adjustments to reconcile net income (loss) to net cash provided
by (used in) operating activities:
Depreciation and amortization 2,310,768 2,309,684 2,650,022
Bad debt expense (recovery) (459,724) 1,017,856 130,920
Non-cash interest (4,905) — —
Loss (gain) on disposal of asset (19,263) — 19,845
Impairment of long-lived assets 10,783 — —
Changes in assets and liabilities:
Accounts receivable (258,268) 1,626,525 (2,503,910)
Inventories 125,534 (199,316) 256,384
Prepaid expenses and other current assets (12,725) 179,416 (35,902)
Deferred costs (544,954) (57,697) (1,327,809)
Notes receivable 5,822 16,148 (52,147)
Accounts payable (1,051,474) (2,143,301) 2,903,736
Accrued expenses 728,269 (66,127) (471,304)
Other current liabilities (161,224) (52,558) 370,362
Deferred revenue 1,424,664 442,307 6,327,597
Other assets 3,913 83,954 25,430
Other liabilities (1,828) (26,825) 31,356
Net cash provided by (used in) operating activities 15,300,478 14,025,167 (812,591)
Cash flows from investing activities:
Proceeds from sale of company-owned studios — — 1,353,433
Proceeds from disposal of property and equipment 20,731 — 207,301
Purchases of property and equipment (16,034) (1,038) (23,607)
Purchases of intangible assets (40,418) (52,046) (102,721)
Notes receivable issued — (58,740) —
Notes receivable payments received 4,805 — —
Net cash provided by (used in) investing activities (30,916) (111,824) 1,434,406
Cash flows from financing activities:
Receipts from (advances to) member, net (15,215,979) (16,040,808) 574,720
Receipts from (advances to) affiliates, net 106,067 (311,075) 566,567
Net cash provided by (used in) financing activities (15,109,912) (16,351,883) 1,141,287
Increase (decrease) in cash, cash equivalents and restricted cash 159,650 (2,438,540) 1,763,102
Cash, cash equivalents and restricted cash, beginning of year 799,584 3,238,124 1,475,022
Cash, cash equivalents and restricted cash, end of year $ 959,234 $ 799,584 $ 3,238,124
Supplemental cash flow information:
Interest paid $ 99 $ 1,175 $ 4,563
Income taxes paid $ — $ 37,760 $ 44,470
6
PB Franchising, LLC
Notes to Consolidated Financial Statements
Note 1 – Nature of Business and Operations

PB Franchising, LLC (the “Company”), a Delaware limited liability company (LLC) was formed on December 20,
2019, and owns 100% of several non-operating subsidiaries PB 1001, LLC; PB 1005, LLC; PB 1016, LLC; PB
1029, LLC and PB 1035, LLC. The Company was formerly known as Barre Midco, LLC, which included wholly
owned subsidiaries, Pure Barre Franchising, LLC and Pure Barre Product, LLC. On December 20, 2019, Barre
Midco, LLC merged into the Company, with the Company as the surviving entity. The sole member of the Company
is Xponential Fitness LLC, a Delaware LLC (the “Member”), with a portfolio of ten boutique fitness brands,
including the Company. The Company was formed for the purpose of holding the net assets related to the franchise
operations of the “Pure Barre” concept, including the franchise operations.
The Company sells franchises under the name “Pure Barre.” The Pure Barre concept is a dance-based cardio facility
where club members have access to classes that concentrate on a combination of personal training, and movement-
based techniques. As of December 31, 2021, the Company has sold the rights to 731 franchise territories, of which
610 were operating, including three company-owned transition studios. While operating studios is not a component
of the Company's business model, the Company will from time to time hold a small number of strategic transition
studios as, on occasion, the Company takes ownership of such studios for a limited time while facilitating the
transfer of these studios to new or existing franchisees (“company-owned transition studios”).
The Company’s operating agreement designates one class of membership interest, of which the Member owns one
hundred percent of the interest.
Basis of presentation – The Company's consolidated financial statements have been prepared in accordance with
accounting principles generally accepted in the United States (“US GAAP”).
The accompanying consolidated financial statements are prepared in accordance with generally accepted accounting
principles applicable to a going concern, which contemplates the realization of assets and the satisfaction of
liabilities in the normal course of business. The financial statements include allocations of certain expenses from the
Member and its related affiliates. The Member is responsible for managing and overseeing the day-to-day operations
of the Company. Accordingly, the accompanying consolidated financial statements may not be indicative of the
results of operations that would have been achieved if the Company had operated without such affiliations.
Principles of consolidation – The consolidated financial statements include the accounts of PB Franchising, LLC
and its wholly owned subsidiaries. All intercompany transactions have been eliminated in consolidation.
Use of estimates – The preparation of the consolidated financial statements in conformity with US GAAP requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the
disclosure of contingent assets and liabilities as of the date of the consolidated financial statements. Actual results
could differ from these estimates under different assumptions or conditions.
Note 2 – Summary of Significant Accounting Policies

Cash, cash equivalents and restricted cash – The Company considers all highly liquid investments with an
original maturity of 90 days or less to be cash equivalents.
The Company has marketing fund restricted cash, which can only be used for activities that promote the Company’s
brand. There was no restricted cash at December 31, 2021 or 2020.
Concentration of credit risk – Financial instruments which potentially subject the Company to concentrations of
credit risk consist primarily of cash, accounts receivable and notes receivable. The Company maintains its cash with
high-credit quality financial institutions. At December 31, 2021 and 2020, the Company has cash and cash
equivalents that total approximately $703,000 and $389,000, respectively, on deposit with high-credit quality
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PB Franchising, LLC
financial institutions that exceed federally insured limits. The Company has not experienced any loss as a result of
these or previous similar deposits. In addition, the Company closely monitors the extension of credit to its
franchisees while maintaining allowances for potential credit losses.
Accounts receivable and allowance for doubtful accounts – Accounts receivable primarily consist of amounts
due from franchisees and vendors. These receivables primarily relate to royalties, advertising contributions,
equipment and product sales, training, vendor commissions and other miscellaneous charges. Receivables are
unsecured; however, the franchise agreements provide the Company the right to withdraw funds from the
franchisee’s bank account or to terminate the franchise for nonpayment. On a periodic basis, the Company evaluates
its accounts receivable balance and establishes an allowance for doubtful accounts, based on a number of factors,
including evidence of the franchisee’s ability to comply with credit terms, economic conditions and historical
receivables. Account balances are written off against the allowance after all means of collection have been
exhausted and the potential for recovery is considered remote. At December 31, 2021 and 2020, the allowance for
doubtful accounts was approximately $290,000 and $813,000, respectively.
Inventories – Inventories are comprised of finished goods including equipment and branded merchandise primarily
held for sale to franchisees. Cost is determined using the first-in-first-out method. Management analyzes obsolete,
slow-moving and excess merchandise to determine adjustments that may be required to reduce the carrying value of
such inventory to the lower of cost or net realizable value. Write-down of obsolete or slow-moving and excess
inventory charges are included in costs of product revenue in the consolidated statements of operations.
Property and equipment, net – Property and equipment are carried at cost less accumulated depreciation.
Depreciation is recognized on a straight-line method based on the estimated useful life of the assets.
The cost and accumulated depreciation of assets sold or retired are removed from the accounts and any gain or loss
is included in the results of operations during the period of sale or disposal. Costs for repairs and maintenance are
expensed as incurred. Repair and maintenance costs for the years ended December 31, 2021, 2020 and 2019 were
insignificant.
The Company assesses potential impairments to property and equipment whenever events or circumstances indicate
that the carrying amount of an asset may not be recoverable. Recoverability of an asset is measured by a comparison
of the carrying amount of an asset group to the estimated undiscounted future cash flows expected to be generated
by the asset group. If the carrying amount of the asset group exceeds its estimated undiscounted future cash flows,
an impairment charge is recognized as the amount by which the carrying amount of the asset exceeds the fair value
of the asset. The Company recorded asset impairment charges of approximately $11,000, $0 and $0 during the years
ended December 31, 2021, 2020 and 2019, respectively, which is a level 3 measurement and is included in selling,
general and administrative expenses.
Goodwill and indefinite-lived intangible assets – Indefinite-lived intangible assets consist of goodwill and
trademarks.
Goodwill – The Company tests for impairment of goodwill annually or sooner whenever events or circumstances
indicate that goodwill might be impaired. The annual impairment test is performed as of the first day of the
Company’s fourth quarter. The annual impairment test begins with a qualitative assessment, where qualitative
factors and their impact on critical inputs are assessed to determine whether it is more likely than not that the fair
value of a reporting unit is less than its carrying value. If the Company determines that a reporting unit has an
indication of impairment based on the qualitative assessment, it is required to perform a quantitative assessment.
The Company generally determines the estimated fair value using a discounted cash flow approach, giving
consideration to the market valuation approach. If the carrying value exceeds the estimate of fair value a write-down
is recorded. The Company calculates impairment as the excess of the carrying value of goodwill over the estimated
fair value. Based on the test results, no impairment was recorded for the years ended December 31, 2021, 2020 and
2019.
Trademarks – The Company tests for impairment of trademarks annually or sooner whenever events or
circumstances indicate that trademarks might be impaired. The Company first assesses qualitative factors to
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PB Franchising, LLC
determine whether the existence of events or circumstances leads to a determination that it is more likely than not
that the fair value of the trademarks is less than the carrying amount. In the absence of sufficient qualitative factors,
trademark impairment is determined utilizing a two-step analysis. The two-step analysis involves comparing the fair
value to the carrying value of the trademarks. The Company determines the estimated fair value using a relief from
royalty approach. If the carrying amount exceeds the fair value, the Company impairs the trademarks to their fair
value. Based on the test results, no impairment was recorded for the years ended December 31, 2021, 2020 and
2019.
Definite-lived intangible assets – Definite-lived intangible assets consisting of franchise agreements are amortized
using the straight-line method over the estimated remaining economic lives. Deferred video production costs are
amortized on an accelerated basis. Amortization expense related to intangible assets is included in depreciation and
amortization expense. The recoverability of the carrying values of all intangible assets with finite lives is evaluated
when events or changes in circumstances indicate an asset’s value may be impaired. Impairment testing is based on
a review of forecasted undiscounted operating cash flows. If such analysis indicates that the carrying value of these
assets is not recoverable, the carrying value of such assets is reduced to fair value, which is determined based on
discounted future cash flows, through a charge to the statement of operations. No definite-lived intangible asset
impairment was recorded for the years ended December 31, 2021, 2020 and 2019.
Revenue recognition –The Company’s contracts with customers consist of franchise agreements with franchisees.
The Company also enters into agreements to sell merchandise and equipment, training, on-demand video services
and membership to company-owned transition studios. The Company’s revenues primarily consist of franchise
license revenues, other franchise related revenues including equipment and merchandise sales and training revenue.
In addition, the Company earns on-demand revenue, service revenue and other revenue.
Each of the Company’s primary sources of revenue and their respective revenue policies are discussed further
below.
Franchise revenue -
The Company enters into franchise agreements for each franchised studio. The Company’s performance obligation
under the franchise license is granting certain rights to access the Company’s intellectual property; all other services
the Company provides under the franchise agreement are highly interrelated, not distinct within the contract, and
therefore accounted for as a single performance obligation, which is satisfied over the term of each franchise
agreement. Those services include initial development, operational training, preopening support and access to the
Company’s technology throughout the franchise term. Fees generated related to the franchise license include
development fees, royalty fees, marketing fees, technology fees and transfer fees, which are discussed further below.
Variable fees are not estimated at contract inception, and are recognized as revenue when invoiced, which occurs
monthly. The Company has concluded that its agreements do not contain any financing components.
Franchise development fee revenue – The Company’s franchise agreements typically operate under ten-year terms
with the option to renew for up to two additional five-year successor terms. The Company determined the renewal
options are neither qualitatively nor quantitatively material and do not represent a material right. Initial franchise
fees are non-refundable and are typically collected upon signing of the franchise agreement. Initial franchise fees are
recorded as deferred revenue when received and are recognized on a straight-line basis over the franchise life, which
the Company has determined to be ten years, as the Company fulfills its promise to grant the franchisee the rights to
access and benefit from the Company’s intellectual property and to support and maintain the intellectual property.
The Company may enter into an area development agreement with certain franchisees. Area development
agreements are for a territory in which a developer has agreed to develop and operate a certain number of franchise
locations over a stipulated period of time. The related territory is unavailable to any other party and is no longer
marketed to future franchisees by the Company. Depending on the number of studios purchased under franchise
agreements or area development agreements, the initial franchise fee ranges from $60,000 (single studio) to
$350,000 (ten studios) and is paid to the Company when a franchisee signs the area development agreement. Area
development fees are initially recorded as deferred revenue. The development fees are allocated to the number of
studios purchased under the development agreement. The revenue is recognized on a straight-line basis over the
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PB Franchising, LLC
franchise life for each studio under the development agreement. Any remaining development fees and franchise fees
are generally recognized as revenue upon the termination of the development agreement with the franchisee.
Franchise royalty fee revenue – Royalty revenue represents royalties earned from each of the franchised studios in
accordance with the franchise disclosure document and the franchise agreement for use of the brand’s name,
processes and procedures. The royalty rate in the franchise agreement is typically 7% of the gross sales of each
location operated by each franchisee. Royalties are billed on a monthly basis. The royalties are entirely related to the
Company’s performance obligation under the franchise agreement and are billed and recognized as franchisee sales
occur.
Technology fees – The Company may provide access to third-party or other proprietary technology solutions to the
franchisees for a fee. The technology solution may include various software licenses for statistical tracking,
scheduling, allowing club members to record their personal workout statistics, music and technology support. The
Company bills and recognizes the technology fee as earned each month as the technology solution service is
performed.
Transfer fees – Transfer fees are paid to the Company when one franchisee transfers a franchise agreement to a
different franchisee. Transfer fees are recognized as revenue on a straight-line basis over the term of the new or
assumed franchise agreement, unless the original franchise agreement for an existing studio is terminated, in which
case the transfer fee is recognized immediately.
Training revenue – The Company provides coach training services either through direct training of the coaches who
are hired by franchisees or by providing the materials and curriculum directly to the franchisees who utilize the
materials to train their hired coaches. Direct training fees are recognized over time as training is provided. Training
fees for materials and curriculum are recognized at the point in time of delivery of the materials.
Franchise marketing fund revenue– Franchisees are required to pay marketing fees of 2% of their gross sales. The
marketing fees are collected by the Company on a monthly basis and are to be used for the advertising, marketing,
market research, product development, public relations programs and materials deemed appropriate to benefit
brands. The Company’s promise to provide the marketing services funded through the marketing fund is considered
a component of the Company’s performance obligation to grant the franchise license. The Company bills and
recognizes marketing fund fees as revenue each month as gross sales occur.
Equipment and merchandise revenue -

The following revenues are generated as a result of transactions with or related to the Company’s franchisees.
Equipment revenue – The Company sells authorized equipment to franchisees to be used in the franchised studios.
Certain franchisees may prepay for equipment, and in that circumstance, the revenue is deferred until delivery.
Equipment revenue is recognized when control of the equipment is transferred to the franchisee, which is at the
point in time when delivery and installation of the equipment at the studio is complete.
Merchandise revenue –The Company sells branded and non-branded merchandise to franchisees for retail sales to
customers at studios. For branded merchandise sales, the performance obligation is satisfied at the point in time of
shipment of the ordered branded merchandise to the franchisee. For such branded merchandise sales, the Company
is the principal in the transaction as it controls the merchandise prior to it being delivered to the franchisee. The
Company records branded merchandise revenue and related costs upon shipment on a gross basis. Customers have
the right to return and/or receive credit for defective merchandise. Returns and credit for defective merchandise were
insignificant for the years ended December 31, 2021, 2020 and 2019.
For certain non-branded merchandise sales, the Company earns a commission to facilitate the transaction between
the franchisee and the supplier. For such non-branded merchandise sales, the Company is the agent in the
transaction, facilitating the transaction between the franchisee and the supplier, as the Company does not obtain
control of the non-branded merchandise during the order fulfillment process. The Company records non-branded
merchandise commissions revenue at the time of shipment.
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PB Franchising, LLC
Other revenue -
Service revenue – For company-owned transition studios, the Company’s distinct performance obligation is to
provide the fitness classes to the customer. The company-owned studios sell memberships by individual class and by
class packages. Revenue from the sale of classes and class packages for a specified number of classes are recognized
over time as the customer attends and utilizes the classes. Revenues from the sale of class packages for an unlimited
number of classes are recognized over time on a straight-line basis over the duration of the contract period.
On-demand revenue – The Company grants a subscriber access to an online hosted platform, which contains a
library of web-based classes that is continually updated, through monthly or annual subscription packages. Revenue
is recognized over time on a straight-line basis over the subscription period.
Other revenue – The Company earns commission income from certain of its franchisees’ use of certain preferred
vendors. In these arrangements, the Company is the agent as it is not primarily responsible for fulfilling the orders.
Commissions are earned and recognized at the point in time the vendor ships the product to franchisees.
Sales taxes, value added taxes and other taxes that are collected in connection with revenue transactions are withheld
and remitted to the respective taxing authorities. As such, these taxes are excluded from revenue. The Company
elected to account for shipping and handling as activities to fulfill the promise to transfer the good. Therefore,
shipping and handling fees that are billed to franchisees are recognized in revenue and the associated shipping and
handling costs are recognized in cost of product sold as soon as control of the goods transfers to the franchisee.
Credit Losses – The Company’s accounts and notes receivable are recorded at net realizable value, which includes
an appropriate allowance for estimated credit losses. The estimate of credit losses is based upon historical bad debts,
current receivable balances, age of receivable balances, the customer’s financial condition and current economic
trends, all of which are subject to change. Actual uncollected amounts have historically been consistent with the
Company’s expectations. The Company’s payment terms on its receivables from franchisees are generally 30 days.
Shipping and handling fees – Shipping and handling fees billed to customers are recorded in merchandise and
equipment revenues. The costs associated with shipping goods to customers are included in costs of product revenue
in the accompanying consolidated statements of operations.
Costs of franchise and service revenue – Costs of franchise and service revenue consists of commissions related to
the signing of franchise agreements, travel and personnel expenses related to the on-site training provided to the
franchisees, and expenses related to the purchase of the technology packages and the related monthly fees. Costs of
franchise and service revenue excludes depreciation and amortization.
Costs of product revenue – Costs of product revenue consists of cost of equipment and merchandise and related
freight charges. Costs of product revenue excludes depreciation and amortization.
Advertising costs – Advertising costs are expensed as incurred. Advertising costs are included in selling, general
and administrative expense. For the years ended December 31, 2021, 2020 and 2019, the Company had
approximately $716,000, $830,000 and $1,462,000, respectively, of advertising costs, including amounts spent in
excess of marketing fund revenue.
Selling, general and administrative expenses – The Company’s selling, general and administrative (“SG&A”)
expenses consist primarily of salaries and wages, sales and marketing expenses, and Member-allocated SG&A
expenses based on shared services primarily consisting of payroll, professional and legal fees, occupancy expenses,
management fees, travel expenses, and conference expenses. Allocations are generally divided evenly across all
franchisors owned by the Member. SG&A expense for the year ended December 31, 2019 includes one-time costs to
ensure brand standards in franchisee studios were consistent across all brands.
Marketing fund expenses – Marketing fund expenses are recognized as incurred, and any marketing fund
expenditures in excess of marketing fund revenue are reclassified as SG&A expenses in the accompanying
consolidated statements of operations.
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PB Franchising, LLC
Income taxes – As a single member LLC, the Company is considered a disregarded entity and the results of its
operations are filed with the Member’s federal and state income tax returns. As such, the Company itself is typically
not subject to an income tax liability as the taxable income or loss of the Company is passed through to the Member.
Therefore, no liability for federal income taxes has been included in the consolidated financial statements. The
Company accounts for uncertain tax positions in accordance with Accounting Standards Codification (“ASC”) 740.
ASC Topic 740 prescribes a recognition threshold and measurement process for accounting for uncertain tax
positions and also provides guidance on various related matters such as derecognition, interest, penalties, and
required disclosures. The Company does not have any uncertain tax positions. However, the Company is required to
pay an annual gross receipts fee and tax for its operations in California.
Comprehensive income – The Company does not have any components of other comprehensive income recorded
within its consolidated financial statements and therefore does not separately present a statement of comprehensive
income in its consolidated financial statements.
Fair value measurements – ASC Topic 820, Fair Value Measurements and Disclosures, (“ASC 820”) applies to
all financial assets and financial liabilities that are measured and reported on a fair value basis and requires
disclosure that establishes a framework for measuring fair value and expands disclosure about fair value
measurements. ASC 820 establishes a valuation hierarchy for disclosures of the inputs to valuations used to measure
fair value.
This hierarchy prioritizes the inputs into three broad levels as follows:
Level 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that can be
accessed at the measurement date.
Level 2 – Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for
identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are
observable for the asset or liability (i.e., interest rates and yield curves), and inputs that are derived principally
from or corroborated by observable market data by correlation or other means (market corroborated inputs).
Level 3 – Unobservable inputs that reflect assumptions about what market participants would use in pricing
the asset or liability. These inputs would be based on the best information available, including the Company’s
own data.
The Company’s financial instruments include cash, restricted cash, accounts receivable, notes receivable, accounts
payable and accrued expenses. The carrying amounts of these financial instruments are categorized within Level 1
of the fair value hierarchy due to the short-term nature of these balances and approximate their fair value due to their
short maturities.
Recently issued accounting pronouncements –

Accounting for leases – In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” This new
topic, which supersedes Topic 840, “Leases,” applies to all entities that enter into a contract that is or contains a
lease, with some specified scope exemptions. This new standard requires lessees to evaluate whether a lease is a
finance lease using criteria similar to those a lessee uses under current accounting guidance to determine whether it
has a capital lease. Leases that do not meet the criteria for classification as finance leases by a lessee are to be
classified as operating leases.
Under the new standard, for each lease classified as an operating lease, lessees are required to recognize on the
balance sheet: (i) a right-of-use (“ROU”) asset representing the right to use the underlying asset for the lease term;
and (ii) a lease liability for the obligation to make lease payments over the lease term.
ASU No. 2020-05, “Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842),” issued by FASB
in June 2020, defers the effective date of Leases (Topic 842) to fiscal years beginning after December 15, 2021, and
interim periods within fiscal years beginning after December 15, 2022. The guidance requires a modified
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PB Franchising, LLC
retrospective transition approach with application in all comparative periods presented (the “comparative method”),
or alternatively, as of the effective date as the date of initial application without restating comparative period
financial statements (the “effective date method”). The Company expects to adopt the new standard on January 1,
2022 and use the effective date method for the initial application. The new guidance also provides several practical
expedients and policies that companies may elect upon transition. The Company plans to elect the package of
practical expedients under which the Company will not reassess the classification of existing leases, reevaluate
whether any expired or existing contracts are or contain leases or reassess initial direct costs under the new
guidance. The Company does not expect to elect the practical expedient pertaining to land easements, as it is not
applicable to its leases. Additionally, the Company expects to elect to use the practical expedient that permits a
reassessment of lease terms for existing leases using hindsight.
The new standard also provides practical expedients for an entity’s ongoing accounting. The Company currently
expects to elect the short-term lease recognition exemption where it will not recognize ROU assets or lease liabilities
for qualifying leases. For a lease to qualify it has to have a lease term that is 12 months or less and the lease does not
include options to purchase the underlying assets that the lessee is reasonably certain to exercise. The Company also
currently expects to elect the practical expedient to not separate lease and non-lease components.
The Company performed an analysis of the impact of the new lease guidance and is in the process of completing the
final phase of the implementation of the new guidance. The implementation plan includes analyzing the impact of
the new guidance on current lease contracts, reviewing the completeness of its existing lease portfolio, comparing
accounting policies under current accounting guidance to the new accounting guidance and identifying potential
differences from applying the requirements of the new guidance to its lease contracts. Upon transition to the new
guidance on January 1, 2022, the Company currently expects an impact on the consolidated financial statements to
be immaterial.
Credit Losses – In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments—Credit Losses (Topic
326).” The standard introduces a new model for recognizing credit losses on financial instruments based on an
estimate of current expected credit losses and will apply to trade receivables. The new guidance will be effective for
the Company’s annual and interim periods beginning after December 15, 2022. The Company is currently
evaluating the impact of the adoption of the standard on the consolidated financial statements.
Note 3 – Contract Liabilities and Costs from Contracts with Customers

Contract liabilities – Contract liabilities consist of deferred revenue resulting from franchise fees and development
fees paid by franchisees, which are recognized over time on a straight-line basis over the franchise agreement term.
Also included in the deferred revenue balance are non-refundable prepayments for merchandise and equipment, as
well as revenues for training, service revenue and on-demand fees for which the associated products or services have
not yet been provided to the customer. The Company classifies these contract liabilities as either current deferred
revenue or non-current deferred revenue in the consolidated balance sheet based on the anticipated timing of
delivery. The following table reflects the change in franchise development contract liabilities for the years ended
December 31, 2021, 2020 and 2019. Other deferred revenue amounts of $677,439 and $597,687 as of December 31,
2021 and 2020, respectively, are excluded from the table as the original expected duration of the contracts is one
year or less.
Balance at January 1, 2019 $ 651,928

Revenue recognized that was included in deferred revenue at the beginning of the year (168,019)
Increase, excluding amounts recognized as revenue during the year 5,963,565
Balance at December 31, 2019 6,447,474
Balance at December 31, 2020 7,114,145
Balance at December 31, 2021 $ 8,459,057
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PB Franchising, LLC
The following table illustrates estimated revenue expected to be recognized in the future related to performance
obligations that were unsatisfied (or partially unsatisfied) as of December 31, 2021. The expected future recognition
period for deferred franchise development fees related to unopened studios is based on management’s best estimate
of the beginning of the franchise license term for those studios. The Company elected to not disclose sales and
usage-based royalties, marketing fees and any other variable consideration recognized on an “as invoiced” basis.
Contract liabilities to be recognized in revenue in

2022 $ 872,869
2023 897,919
2024 931,646
2025 943,087
2026 938,458
Thereafter 3,875,078
$ 8,459,057
The following table reflects the components of deferred revenue:
December 31,
2021 2020
Franchise and area development fees $ 8,459,057 $ 7,114,145
Equipment and other 677,439 597,687
Total deferred revenue 9,136,496 7,711,832
Non-current portion of deferred revenue 7,586,189 6,407,080
Current portion of deferred revenue $ 1,550,307 $ 1,304,752
Contract costs – Contract costs consist of deferred commissions resulting from franchise and area development
sales by third-party and affiliate brokers and sales personnel. The total commission is deferred at the point of a
franchise sale. The commissions are evenly split among the number of studios purchased under the development
agreement and begin to be amortized when a subsequent franchise agreement is executed. The commissions are
recognized on a straight-line basis over the initial ten-year franchise agreement term to align with the recognition of
the franchise agreement or area development fees. The Company classifies these deferred contract costs as either
current deferred costs or non-current deferred costs in the consolidated balance sheet. The associated expense is
classified within costs of franchise and service revenue in the consolidated statements of operations. At
December 31, 2021 and 2020, there were approximately $201,000 and $141,000 of current deferred costs and
approximately $1,893,000 and $1,402,000 in non-current deferred costs, respectively. The Company recognized
approximately $188,000, $215,000 and $107,000 in franchise sales commission expense for the years ended
December 31, 2021, 2020 and 2019, respectively.
Note 4 – Notes Receivable

The Company has provided unsecured advances or extended financing related to the purchase of the Company’s
equipment or franchise fees to various franchisees. These arrangements have terms of up to 48 months with interest
at a stated fixed rate of 10%. The Company accrues the interest as an addition to the principal balance as the interest
is earned. Activity related to these arrangements is presented within operating activities in the consolidated
statements of cash flows.
The Company has also provided unsecured loans for the establishment of new or transferred franchise studios to
various franchisees. These loans have terms of up to 30 months and bear interest at a stated fixed rate of 10% with
an initial interest free period. The Company accrues interest as an addition to the principal balance as the interest is
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PB Franchising, LLC
earned. Activity related to these loans is presented within investing activities in the consolidated statements of cash
flows.
At December 31, 2021 and 2020, the principal balance of these notes was approximately $89,000 and $95,000,
respectively. On a periodic basis, the Company evaluates its notes receivable balance and establishes an allowance
for doubtful accounts, based on a number of factors, including evidence of the franchisee’s ability to comply with
the terms of the notes, economic conditions and historical collections. Account balances are written off against the
allowance after all means of collection have been exhausted and the potential for recovery is considered remote. At
2021 and 2020, the Company has not recorded a reserve for uncollectible notes receivable.
Note 5 – Property and Equipment

Property and equipment consisted of the following:
Estimated December 31,

Useful Life 2021 2020
Computers 3 years $ 22,021 $ 20,488
Construction in progress 2,250 —
Less: accumulated depreciation (20,064) (13,822)
Total property and equipment $ 4,207 $ 6,666
Depreciation expense was approximately $ 6,000, $7,000 and $154,000 for the years ended December 31, 2021,
2020 and 2019, respectively.
Note 6 – Goodwill and Intangible Assets

Goodwill represents the excess of cost over the fair value of identifiable net assets acquired related to the original
purchase of the “Pure Barre” concept. Goodwill and trademarks are not amortized but are tested annually for
impairment or more frequently if indicators of potential impairment exist. As of December 31, 2021 and 2020, there
was no change in previously reported goodwill and no impairment has been identified for goodwill or trademarks.
Intangible assets with an indefinite life consisted of the following:
Goodwill $ 42,316,580
Trademarks 42,300,000
Total $ 84,616,580
Intangible assets with a definite life consisted of the following:
December 31, 2021 December 31, 2020

Amortizatio
n
Period Gross Accumulated Net Gross Accumulated Net
(Years) Amount Amortization Amount Amount Amortization Amount
Franchise
agreements 7.5 $16,800,000 $(7,093,333) $ 9,706,667 $16,800,000 $(4,853,333) $11,946,667
Deferred video
production costs 3 - 15 193,185 (131,296) 61,889 152,767 (66,770) 85,997
Total $16,993,185 $(7,224,629) $ 9,768,556 $16,952,767 $(4,920,103) $12,032,664
Amortization expense was approximately $2,305,000, $2,302,000 and $2,496,000 for the years ended December 31,
2021, 2020 and 2019, respectively.
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PB Franchising, LLC
The anticipated future amortization expense of intangible assets is as follows:
Year Ending December 31,

2022 $ 2,278,772
2023 2,257,883
2024 2,245,234
2025 2,240,000
2026 746,667
Thereafter —
Total $ 9,768,556
Note 7 – Related Party Transactions

Significant related party transactions consist of allocations of expenses from the Member, borrowings from, and
excess cash transfers to the Member and other related parties under common control of the Member or the
Member’s parent. During the year ended December 31, 2020, the Company advanced net funds to the Member and
recognized allocations of Member expenses, resulting in a net receivable of $14,660,995. The Company recorded a
reduction to Member’s equity of $14,660,995, as the Member had no plan to repay the receivable in the foreseeable
future. During the year ended December 31, 2021, the Company advanced net funds to the Member and recognized
allocations of Member expenses aggregating $15,215,979. The aggregate receivable from the Member at
December 31, 2021 and 2020 was $29,876,974 and $14,660,995, respectively, recorded as a reduction to Member's
equity as the Company determined that the Member has no plan to repay these amounts in the foreseeable future.
In addition, the Member has a credit facility that requires collateral. All obligations under the Member’s credit
facility are secured by substantially all of the tangible and intangible assets of the Company.
During the year ended December 31, 2019, the Company paid approximately $903,000 to affiliates of the Member
and recorded deferred commission costs, which are being recognized over the initial ten-year franchise agreement
term.
Related party balances are as follows:
December 31,
2021 2020
Related party receivables:
AKT Franchise, LLC $ — $ 17,803
Club Pilates Franchise, LLC 24,544 35,619
CycleBar Holdco, LLC 10,000 —
Row House Franchise, LLC — 17,168
Stretch Lab Franchise, LLC 2,146 23,026
Stride Franchise, LLC — 517
Xponential Fitness Brands International, LLC 4,040 4,040
Yoga Six Franchise, LLC — 62,302
Total related party receivables $ 40,730 $ 160,475
Related party payables:
CycleBar Holdco, LLC $ — $ 33,877
Stride Franchise, LLC 16,583 —
Yoga Six Franchise, LLC 3,616 —
Total related party payables $ 20,199 $ 33,877
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PB Franchising, LLC
Note 8 – Contingencies and Litigation

Litigation – The Company is subject to normal and routine litigation brought by former or current employees,
customers, franchisees, vendors, landlords or others. The Company intends to defend itself in any such matters. The
Company believes that the ultimate determination of liability in connection with legal claims pending against it, if
any, will not have a material adverse effect on its business, annual results of operations, liquidity or financial
position; however, it is possible that the Company’s business, results of operations, liquidity, or financial condition
could be materially affected in a particular future reporting period by the unfavorable resolution of one or more
matters or contingencies during such period.
Leases – Certain facilities are leased under operating leases expiring at various dates through 2026. Total rent
expense for all operating leases was approximately $407,000, $251,000 and $1,028,000 for the years ended
December 31, 2021, 2020 and 2019, respectively.
Future minimum lease payments at December 31, 2021 were as follows:
Year Ending December 31,

2022 $ 56,224
2023 56,224
2024 56,224
2025 56,224
2026 23,427
Total $ 248,323
Note 9 – Subsequent Events

The Company has evaluated subsequent events through April 1, 2022, which is the date its consolidated financial
statements were available to be issued.
17
Exhibit C-2
AFFILIATE GUARANTY

Exhibit D
STATEMENT OF PROSPECTIVE FRANCHISEE

ROW HOUSE
STATEMENT OF PROSPECTIVE FRANCHISEE
[Note: Dates and Answers Must Be Completed

in the Prospective Franchisee's Own Handwriting.]
Since the Prospective Franchisee (also called "me," "our," "us," "we" and/or "I" in this document) and
Row House Franchise, LLC (also called the "Franchisor” or “ROW HOUSE”) both have an interest in making
sure that no misunderstandings exist between them, and to verify that no violations of law might have occurred,
and understanding that the Franchisor is relying on the statements I/we make in this document, I/we assure the
Franchisor as follows:
A. The following dates and information are true and correct:
1. _____________, 20___ The date on which I/we received a Uniform Franchise Disclosure
Document about a Franchise.
Initials _____________
2. _____________, 20___ The date when I/we received a fully completed copy (other than
signatures) of the Franchise Agreement, Development Agreement
Initials _____________ (if appropriate) and all other documents I/we later signed.
3. _____________, 20___ The earliest date on which I/we signed the Franchise Agreement,
Development Agreement or any other binding document (not
Initials _____________ including any Letter or other Acknowledgment of Receipt.)
4. _____________, 20___ The earliest date on which I/we delivered cash, check or other
consideration to the Franchisor, or any other person or company.
Initials _____________
B. Representations and Other Matters:
1. No oral, written, visual or other promises, agreements, commitments, representations, understandings,

"side deals," options, rights-of-first-refusal or otherwise of any type (collectively, the “representations”),
including, but not limited to, any which expanded upon or were inconsistent with the Disclosure Document, the
Franchise Agreement, or any other written documents, have been made to or with me/us with respect to any matter
(including, but not limited to, advertising, marketing, site location and/or development, operational, marketing or
administrative assistance, exclusive rights or exclusive or protected territory or otherwise) nor have I/we relied in
any way on any such representations, except as expressly set forth in the Franchise Agreement, or a written
Addendum thereto signed by the Prospective Franchisee and the Franchisor, except as follows:
__________________________________________________________________.
(If none, the Prospective Franchisee should write NONE in his/her/their own handwriting.)
Prospective Franchisee's Initials: ______________________________________
2. No oral, written, visual or other claim, guarantee or representation (including, but not limited to, charts,
tables, spreadsheets or mathematical calculations to demonstrate actual or possible results based on a combination
of variables, such as multiples of price and quantity to reflect gross sales, or otherwise), which stated or suggested
any specific level or range of actual or potential sales, costs, income, expenses, profits, cash flow, tax effects or

otherwise (or from which such items might be ascertained), from franchised or non-franchised units, was made to
me/us by Franchisor, its affiliates or agents/representatives, nor have I/we relied in any way on any such, except
for information (if any) expressly set forth in Item 19 of the Franchisor's Disclosure Document (or an exhibit
referred to therein), except as follows:
Prospective Franchisee's Initials: __________________________________
3. No contingency, prerequisite, reservation or otherwise exists with respect to any matter (including, but
not limited to, the Prospective Franchisee obtaining any financing, the Prospective Franchisee's selection,
purchase, lease or otherwise of a location, any operational matters or otherwise) or the Prospective Franchisee
fully performing any of the Prospective Franchisee's obligations, nor is the Prospective Franchisee relying on the
Franchisor or any other entity to provide or arrange financing of any type, nor have I/we relied in any way on
such, except as expressly set forth in the Franchise Agreement, Development Agreement (if and as appropriate)
or a written Addendum thereto signed by the Prospective Franchisee and the Franchisor, except as follows:
__________________________________________________________________.
(If none, the Prospective Franchisee should write NONE in his/her/their own handwriting.)
4. The individuals signing for the "Prospective Franchisee" constitute all of the executive officers, partners,
shareholders, investors and/or principals of the Prospective Franchisee and each of such individuals has received
the Uniform Franchise Disclosure Document and all exhibits and carefully read, discussed, understands and agrees
to the Franchise Agreement, Development Agreement (if and as appropriate), each written Addendum and any
Personal Guarantees.
5. I/we have had an opportunity to consult with an independent professional advisor, such as an attorney or
accountant, prior to signing any binding documents or paying any sums, and the Franchisor has strongly
recommended that I/we obtain such independent professional advice. I/we have also been strongly advised by the
Franchisor to discuss my/our proposed purchase of, or investment in, a ROW HOUSE Studio Franchise with
existing Franchisees prior to signing any binding documents or paying any sums and I/we have been supplied with
a list of existing ROW HOUSE Studio Franchisees.
6. I confirm that, as advised, I’ve spoken with past and/or existing ROW HOUSE Studio Franchisees, and
that I made the decision as to which, and how many, ROW HOUSE Studio Franchisees to speak with.
7. I/we understand that: entry into any business venture necessarily involves some unavoidable risk of loss
or failure, the purchase of a ROW HOUSE Franchise (or any other) is a speculative investment, an investment
beyond that outlined in the Disclosure Document may be required to succeed, there exists no guaranty against
possible loss or failure in this or any other business and the most important factors in the success of any ROW
HOUSE Franchise, including the one to be operated by me/us, are my/our personal business, marketing, sales,
management, judgment and other skills.
Prospective Franchisee's Initials: _____________________________________
If there are any matters inconsistent with the statements in this document, or if anyone has suggested that

I sign this document without all of its statements being true, correct and complete, I/we will (a) immediately
inform the President of Row House Franchise, LLC (949-341-5585), and (b) make a written statement regarding
such next to my signature below so that the Franchisor may address and resolve any such issue(s) at this time and
before either party goes forward.
I/we understand and agree that the Franchisor does not furnish or endorse, or authorize its salespersons or
others to furnish or endorse, any oral, written or other information concerning actual or potential sales, costs,
income, expenses, profits, cash flow, tax effects or otherwise (or from which such items might be ascertained),
from franchised or non-franchised units, that such information (if any) not expressly set forth in Item 19 of the
Franchisor's Disclosure Document (or an exhibit referred to therein) is not reliable and that I/we have not relied
on it, that no such results can be assured or estimated and that actual results will vary from unit to unit, franchise
to franchise, and may vary significantly.
I/we understand and agree to all of the foregoing and represent and warrant that all of the above statements
are true, correct and complete.
Date: ___________________________
PROSPECTIVE FRANCHISEE (Individual) PROSPECTIVE FRANCHISEE (Corp., LLC or

Partnership) [Must be accompanied by appropriate
______________________________ personal guarantee(s)]
Signature
_______________________________________
______________________________ Legal Name of Entity
Printed Name
a ______________________
______________________________ State of incorporation, formation, etc.
Signature
By: ____________________________________
______________________________ Name
Printed Name
____________________________________
Signature
Title:________________________________

Exhibit E
TABLE OF CONTENTS OF THE OPERATIONS MANUAL

ROW HOUSE
OPERATIONS MANUAL
TABLE OF CONTENTS

Operations Brand Standards Manual
TABLE OF CONTENTS
CHAPTER 1: GENERAL INFORMATION ............................................................................................. 1
SECTION 1.1 – THE PURPOSE OF THE MANUAL............................................................................................ 2
SECTION 1.2 – HOW TO USE THIS MANUAL ................................................................................................. 3
SECTION 1.3 – THE ROW HOUSE STORY ...................................................................................................... 5
SECTION 1.4 – ROW HOUSE CORE VALUES.................................................................................................. 7
CHAPTER 2: THE FRANCHISE RELATIONSHIP ............................................................................... 1

SECTION 2.1 – THE FRANCHISEE / FRANCHISOR RELATIONSHIP .................................................................. 2
SECTION 2.2 – OUR RESPONSIBILITIES ........................................................................................................ 4
SECTION 2.3 – YOUR OBLIGATIONS ............................................................................................................ 6
SECTION 2.4 – ESTABLISHING YOUR BUSINESS ENTITY ..............................................................................17
SECTION 2.5 – TRANSFER YOUR FRANCHISE AGREEMENT .........................................................................20
CHAPTER 3: FRANCHISE REQUIREMENTS ...................................................................................... 1
SECTION 3.1 – THE FRANCHISEE / FRANCHISOR RELATIONSHIP .................................................................. 2
CHAPTER 4: OPERATIONAL STANDARDS ........................................................................................ 1
SECTION 4.1 – THE IMPORTANCE OF STANDARDS ....................................................................................... 2
SECTION 4.2 – THE STANDARDS .................................................................................................................. 4
CHAPTER 5: PERSONNEL ....................................................................................................................... 1
SECTION 5.1 – OVERVIEW AND DISCLAIMER ............................................................................................... 2
SECTION 5.2 – LAWS AND REQUIREMENTS .................................................................................................. 3
SECTION 5.3 – JOB DESCRIPTIONS ............................................................................................................... 4
SECTION 5.4 – LEAD SOURCES FOR HIRING ................................................................................................. 9
SECTION 5.5 – ROW HOUSE SUPPORT CALLS .............................................................................................10
CHAPTER 6: STUDIO OPERATIONS BEST PRACTICES.................................................................. 1
SECTION 6.1 – OVERVIEW ........................................................................................................................... 2
SECTION 6.2 – ROW HOUSE SERVICES......................................................................................................... 3
SECTION 6.3 – FREE TRIAL .......................................................................................................................... 5
SECTION 6.4 – ATTIRE & RETAIL ................................................................................................................ 6
SECTION 6.5 – THE CLIENT ......................................................................................................................... 8
SECTION 6.6 – RETAIL ................................................................................................................................11
SECTION 6.7 – DAILY ACTIVITIES ..............................................................................................................12
SECTION 6.8 – CLUB READY ......................................................................................................................13
CHAPTER 7: SALES................................................................................................................................... 1
SECTION 7.1 – THE CLIENT ......................................................................................................................... 2
SECTION 7.2 – COMPETITION ....................................................................................................................... 3
SECTION 7.3 – MEMBERSHIP RATES ............................................................................................................ 5
SECTION 7.4 – ROW HOUSE LAUNCH .......................................................................................................... 6
SECTION 7.5 – PRE-SALE ............................................................................................................................. 7
SECTION 7.6 – OBJECTIONS ......................................................................................................................... 8
SECTION 7.7 – SIGN THEM UP ...................................................................................................................... 9
SECTION 7.8 – TURNOVER ..........................................................................................................................10
SECTION 7.9 – SALES MANAGEMENT BEST PRACTICES ..............................................................................11
SECTION 7.10 – SALES TOOLS ....................................................................................................................12
SECTION 7.11 – SALES TIME LINE ..............................................................................................................13
CHAPTER 8: CRISIS MANAGEMENT ................................................................................................... 1
SECTION 8.1 – DEFINING A CRISIS ............................................................................................................... 2
SECTION 8.2 – CRISIS COMMUNICATION ..................................................................................................... 3
CHAPTER 9: STUDIO ADMINISTRATION ........................................................................................... 1
SECTION 9.1 – KEY PERFORMANCE INDICATORS AND PROFITABILITY ........................................................ 2
SECTION 9.2 – MANAGING THE NUMBERS................................................................................................... 4
SECTION 9.3 – INVENTORY CONTROL.......................................................................................................... 6
SECTION 9.4 – RISK MANAGEMENT ............................................................................................................ 7
SECTION 9.5 – DATA SECURITY..................................................................................................................11
5PUBM1BHFT
Exhibit F
SAMPLE RELEASE AGREEMENT

GENERAL RELEASE OF ALL CLAIMS
_______________________ (FRANCHISEE”) and ______________________, an individual

(“GUARANTOR”) enter into this General Release on __________________, with reference to the following
facts:
1. On ______________________, Row House Franchise, LLC, a Delaware limited liability

company (“FRANCHISOR”), and FRANCHISEE entered into a Franchise Agreement (the “Franchise
Agreement”) to operate a ROW HOUSE Franchised Business located at _________________________________
(the “Premises”). GUARANTOR guaranteed FRANCHISEE’s performance under the Franchise Agreement
pursuant to a Guarantee and Assumption of Obligations (the “Guarantee”). In consideration of FRANCHISOR’S
processing and approval of _____________________________________________________, the Franchise
Agreement provides that FRANCHISEE must sign this General Release as a condition to such ___________. All
capitalized terms not otherwise defined in this General Release shall have the same meaning as in the Franchise
Agreement and/or the Guarantee.
2. For valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
FRANCHISEE and GUARANTOR hereby release and forever discharge FRANCHISOR, its parents and
subsidiaries and the directors, officers, employees, attorneys and agents of said corporations, and each of them,
from any and all claims, obligations, liabilities, demands, costs, expenses, damages, actions and causes of action,
of whatever nature, character or description, known or unknown (collectively “Damages”), which arose on or
before the date of this General Release, including any Damages with respect to the Franchise Agreement, the
Franchised Business, the Premises and the Guarantee. FRANCHISEE waives any right or benefit which
FRANCHISEE or GUARANTOR may have under Section 1542 of the California Civil Code or any equivalent law
or statute of any other state. Section 1542 of the California Civil Code reads as follows:
"Section 1542. Certain claims not affected by general release. A general release does not extend to
claims which the creditor does not know or suspect to exist in his favor at the time of executing this
release, which if know by him must have materially affected his settlement with the debtor."
3. This General Release sets forth the entire agreement and understanding of the parties regarding
the subject matter of this General Release and any agreement, representation or understanding, express or implied,
heretofore made by any party or exchanged between the parties are hereby waived and canceled.
4. This Agreement shall be binding upon each of the parties to this General Release and their
respective heirs, executors, administrators, personal representatives, successors and assigns.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the day and year set
forth above.
FRANCHISEE:
By:
Print Name:
Title:
GUARANTOR:
, an individual

Exhibit G
STATE SPECIFIC ADDENDA

ADDITIONAL STATE DISCLOSURES
If the franchise is located in or if franchisee is a resident of any of the following states, then the designated
provisions in the Franchise Disclosure Document (“Disclosure Document”) and Franchise Agreement will be
amended as follows:
CALIFORNIA
ADDENDUM TO DISCLOSURE DOCUMENT
California Corporations Code, Section 31125 requires the franchisor to give the franchisee a disclosure
document, approved by the Department of Financial Protection and Innovation, prior to a solicitation of a proposed
material modification of an existing franchise.
Our website has not been reviewed or approved by the California Department of Financial Protection and
Innovation. Any complaints concerning the content of this website may be directed to the California Department
of Financial Protection and Innovation at www.dfpi.ca.gov.
THE CALIFORNIA FRANCHISE INVESTMENT LAW REQUIRES THAT A COPY OF ALL

PROPOSED AGREEMENTS RELATING TO THE SALE OF THE FRANCHISE BE DELIVERED TOGETHER
WITH THE DISCLOSURE DOCUMENT.
1. The following language is added to the Risk Factors on the State Cover Page:
FRANCHISEE MUST SECURE A SITE IN AN AUTHORIZED LOCATION WITHIN 6 MONTHS

OF EXECUTING THE FRANCHISE AGREEMENT, OR FRANCHISOR MAY TERMINATE
THE FRANCHISE AGREEMENT.
FRANCHISOR HAS THE OPTION TO TERMINATE THE FRANCHISE AGREEMENT IF

FRANCHISEE FAILS TO OPEN THE BUSINESS WITHIN THE TIME SET FORTH IN THE
FRANCHISE AGREEMENT.
FRANCHISEES MUST SIGN A PERSONAL GUARANTY, MAKING YOU AND YOUR

SPOUSEINDIVIDUALLY LIABLE FOR YOUR FINANCIAL OBLIGATIONS UNDER
THE AGREEMENT IF YOU ARE MARRIED. THE GUARANTY WILL PLACE YOUR
AND YOUR SPOUSE’S MARITAL AND PERSONAL ASSETS AT RISK IF YOUR
FRANCHISE FAILS.
FRANCHISOR IS UNDERCAPITALIZED AND MAY NOT BE ABLE TO MEET

PREOPENING OBLIGATIONS TO ALL FRANCHISEES.
2. The following language is added to the end of Item 3 of the Disclosure Document:
Neither Row House Franchise, LLC, nor any person identified in Item 2, or an affiliate or
franchise broker offering franchises under our principal trademark is subject to any currently
effective order of any national securities association or national securities exchange, as defined in
the Securities and Exchange Act of 1934, 15 U.S.C.A. 78a et seq., suspending or expelling such
person from membership in such association or exchange.

3. The following paragraphs are added at the end of Item 17 of the Disclosure Document:
The Franchise Agreement requires franchisee to execute a general release of claims upon
renewal or transfer of the Franchise Agreement. California Corporations Code Section 31512
provides that any condition, stipulation or provision purporting to bind any person acquiring any
franchise to waive compliance with any provision of that law or any rule or order thereunder is void.
California Business and Professions Code Sections 20000 through 20043 provide rights to
franchisees concerning termination or non-renewal of a franchise. If the Franchise Agreement
contains a provision that is inconsistent with the law, the law will control.
The Franchise Agreement provides for termination upon bankruptcy. This provision may
not be enforceable under federal bankruptcy law (11 U.S.C.A. Sec. 101 et seq.).
The Franchise Agreement contains a covenant not to compete which extends beyond the
termination of the franchise. This provision may not be enforceable under California law but we
will enforce it to the extent enforceable.
The Franchise Agreement requires application of the laws of the state where the business
is located. This provision may not be enforceable under California law, but we will enforce it to the
extent enforceable.
The Franchise Agreement requires binding arbitration. The arbitration will occur in Orange
County, California, with the costs being borne by the non-prevailing party. The prevailing party
shall be entitled to recover reasonable compensation for expenses, costs and fees in connection with
arbitration, including reasonable attorney’s fees. Prospective franchisees are encouraged to consult
private legal counsel to determine the applicability of California and federal laws (such as Business
and Professions Code Section 20040.5 Code of Civil Procedure Section 1281, and the Federal
Arbitration Act) to any provisions of a franchise agreement restricting venue to a forum outside the
State of California.
4. The following language is added to the end of Item 10 of this Disclosure Document:
Amerifund, Inc., previously d/b/a Express Equipment Finance, is licensed to provide financing in
the State of California (License File No. 60DBO 66133). Amerifund also brokers for Navitas in the State of
California.
Macrolease Corporation is a subsidiary of Bank Rhode Island. As a bank, it is exempt from certain
financial licensure requirements in the State of California.

HAWAII
These franchises will be/ have been filed under the Franchise Investment Law of the State of Hawaii. Filing
does not constitute approval, recommendation or endorsement by the Director of Commerce and Consumer Affairs
or a finding by the Director of Commerce and Consumer Affairs that the information provided herein is true,
complete, and not misleading.
The Franchise Investment Law makes it unlawful to offer or sell any franchise in this state without first
providing to the prospective franchisee, or subfranchisor, at least seven days prior to the execution by the prospective
franchisee of any binding franchise or other agreement, or at least seven days prior to the payment of any
consideration by the franchisee, or subfranchisor, whichever occurs first, a copy of the Disclosure Document,
together with an copy of all proposed agreements relating to the sale of the franchise.
This Disclosure Document contains a summary only of certain material provisions of the franchise
agreement. The contract or agreement should be referred to for a statement of all rights, conditions, restrictions and
obligations of both the franchisor and the franchisee.

ILLINOIS
1. The “Summary” section of Item 17(v), entitled Choice of forum, is deleted in its entirety.
2. The “Summary” section of Item 17(w), entitled Choice of law, is deleted and replaced with the following:
Illinois law applies.
3. Illinois law governs the agreement(s) between the parties to this franchise.
4. Any provision in a franchise agreement that designates jurisdiction or venue in a forum outside of Illinois is
void, provided that arbitration may take place outside of Illinois. 815 ILCS 705/4 (West 2010)
5. Any condition, stipulation, or provision purporting to bind any person acquiring any franchise to waive
compliance with any provision of the Illinois Franchise Disclosure Act or any other law of Illinois is void. 815
ILCS 705/41 (West 2010)

ILLINOIS
AMENDMENT TO FRANCHISE AGREEMENT AND DEVELOPMENT AGREEMENT
The Franchise Agreement and Development Agreement are specifically amended as follows:
In recognition of the requirements of the Illinois Franchise Disclosure Act of 1987 (as amended), the parties
to the attached Franchise Agreement (“Agreement”) agree as follows:
1. Governing Law.
a. Section 16.1 of the Franchise Agreement, “GOVERNING LAW,” is deleted in its entirety and
replaced with the following:
EXCEPT TO THE EXTENT GOVERNED BY THE UNITED STATES TRADEMARK ACT OF

1946 (LANHAM ACT, 15 U.S.C. SECTIONS 1051 ET SEQ.), THE FEDERAL ARBITRATION
ACT, OR OTHER FEDERAL LAW, THIS AGREEMENT AND THE RIGHTS OF THE PARTIES
HEREUNDER SHALL BE INTERPRETED AND CONSTRUED UNDER THE LAWS OF THE
STATE OF ILLINOIS.
b. Section 21(A) of the Development Agreement is hereby amended to provide that Illinois law governs
the agreements between the parties to this franchise.
2. Section 4 of the Illinois Franchise Disclosure Act provides that any provision in a franchise
agreement/development agreement that designates jurisdiction or venue outside of the State of Illinois is
void. However, a franchise agreement/development agreement may provide for arbitration in a venue
outside of Illinois.
3. Section 41 of the Illinois Franchise Disclosure Act provide that any condition, stipulation or provision
purporting to bind any person acquiring any franchise to waive compliance with the Illinois Franchise
Disclosure Act or any other law of Illinois is void. Accordingly, insofar as the Franchise Agreement
requires you to waive your rights under the Illinois franchise law, these requirements are deleted from the
Franchise Agreement. This provision will not prevent the franchisor from requiring you to sign a general
release of claims as part of a negotiated settlement of a dispute or actual lawsuit filed under any of the
provisions of the Act, nor shall it prevent the arbitration of any claim pursuant to the provisions of Title
9 of the United States Code.
IN WITNESS WHEREOF, each of the undersigned hereby acknowledges having read this Amendment,
understands and consents to be bound by all of its terms.
Row House Franchise, LLC Franchisee:
By: By:
Title: Title:

MARYLAND
1. The “Summary” section of Item 17(c) entitled Requirements for renewal or extension of term, and the
“Summary” section of Item 17(m) entitled Conditions for franchisor approval of transfer, are amended by
adding the following:
Any general release you sign shall not apply to the extent prohibited by the Maryland Franchise
Registration and Disclosure Law.
2. The “Summary” section of Item 17(h) entitled “Cause” defined – non-curable defaults, is amended by
adding the following:
The Franchise Agreement provides for termination upon your bankruptcy. This provision might
not be enforceable under federal bankruptcy law (11 U.S.C. Sections 101 et seq.), but we will
enforce it to the extent enforceable.
3. The following are added to the end of the chart in Item 17:
Despite any contradicting provision in the Franchise Agreement, you have 3 years from the date on
which we grant you the franchise to bring a claim under the Maryland Franchise Registration and
Disclosure Law.
A franchisee may bring a lawsuit in Maryland for claims arising under the Maryland Franchise
Registration and Disclosure Law.

MARYLAND
AMENDMENT TO FRANCHISE AGREEMENT
The Franchise Agreement is specifically amended as follows:
Any provision requiring Franchisee to execute a general release of any and all claims against Franchisor shall not
apply to claims arising under the Maryland Franchise Registration and Disclosure Law.
Termination upon bankruptcy of the Franchisee might not be enforceable under federal bankruptcy law (11 U.S.C.
Sections 101 et seq.), but Franchisor intends to enforce it to the extent enforceable.
Section 16.12 shall be supplemented by the following additional language:
PROVIDED, HOWEVER, THAT THIS LIMITATION OF CLAIMS SHALL NOT

ACT TO REDUCE THE THREE (3) YEAR STATUTE OF LIMITATIONS
AFFORDED FRANCHISEE FOR BRINGING A CLAIM UNDER THE MARYLAND
FRANCHISE REGISTRATION AND DISCLOSURE LAW.
Section 14-226 of the Maryland Franchise Registration and Disclosure Law prohibits a franchisor from requiring a
prospective franchisee to assent to any release, estoppel, or waiver of liability as a condition of purchasing a
franchise. Any provision of this Franchise Agreement which requires a prospective franchisee to disclaim the
occurrence and/or non-occurrence of acts that would constitute a violation of the Maryland Franchise Registration
and Disclosure Law in order to purchase a franchise are not intended to, nor shall they act as a release, estoppel or
waiver of any liability incurred under the Maryland Franchise Registration and Disclosure Law.
By: By:
Title: Title:

MARYLAND
AMENDMENT TO DISCLOSURE QUESTIONNAIRE
The Franchisee Disclosure Questionnaire is specifically amended as follows:
In recognition of the requirements of the Maryland Franchise Registration and Disclosure Law (as
amended), Md. Code Bus. Reg. Sections 14-201 through 14-233, the following paragraph is added to the Franchisee
Disclosure Questionnaire:
Maryland Franchise Registration and Disclosure Law prohibits a franchisor from requiring a
prospective franchisee to assent to any release, estoppel, or waiver of liability as a condition of
purchasing a franchise. Representations in this questionnaire are not intended to nor shall they act
as a release, estoppel, or waiver of any liability incurred under the Maryland Franchise Registration
and Disclosure Law.
Name of Franchisee/Applicant
Date: ___________________________ ______
Signature
Name and Title of Person Signing

MICHIGAN
The following disclosures are required by the State of Michigan:
1. THE STATE OF MICHIGAN PROHIBITS CERTAIN UNFAIR PROVISIONS THAT ARE

SOMETIMES IN FRANCHISE DOCUMENTS. IF ANY OF THE FOLLOWING PROVISIONS ARE IN THESE
FRANCHISE DOCUMENTS, THE PROVISIONS ARE VOID AND CANNOT BE ENFORCED AGAINST
YOU.
Each of the following provisions is void and unenforceable if contained in any documents related to a
franchise:
A. A prohibition on the right of a franchisee to join an association of franchisees.
B. A requirement that a franchisee assent to a release, assignment, novation, waiver or estoppel which
deprives a franchisee of rights and protections provided in the Michigan Franchise Investment Act. This shall not
preclude a franchisee, after entering into a franchise agreement, from settling any and all claims.
C. A provision that permits a franchisor to terminate a franchise prior to the expiration of this term
except for good cause. Good cause shall include the failure of the franchisee to comply with any lawful provision
of the franchise agreement and to cure such failure after being given written notice thereof and a reasonable
opportunity, which in no event need be more than 30 days, to cure such failure.
D. A provision that permits a franchisor to refuse to renew a franchise without fairly compensating the
franchisee by repurchase or other means for the fair market value at the time of expiration of the franchisee’s
inventory, supplies, equipment, fixtures and furnishings. Personalized materials which have no value to the
franchisor and inventory, supplies, equipment, fixtures and furnishings not reasonably required in the conduct of the
franchise business are not subject to compensation. This subsection applies only if: (i) the term of the franchise is
less than 5 years, and (ii) the franchisee is prohibited by the franchise or other agreement from continuing to conduct
substantially the same business under another trademark, service mark, trade name, logotype, advertising or other
commercial symbol in the same area subsequent to the expiration of the franchise or the franchisee does not receive
at least 6 months advance notice of franchisor’s intent not to renew the franchise.
E. A provision that permits the franchisor to refuse to renew a franchise on terms generally available
to other franchisees of the same class or type under similar circumstances. This section does not require a renewal
provision.
F. A provision requiring that arbitration or litigation be conducted outside this state. This shall not
preclude the franchisee from entering into an agreement, at the time of arbitration, to conduct arbitration at a location
outside this state.
G. A provision which permits a franchisor to refuse to permit a transfer of ownership of a franchise,

except for good cause. The subdivision does not prevent a franchisor from exercising a right of first refusal to
purchase the franchise. Good cause shall include, but is not limited to:
1) The failure of the proposed transferee to meet the franchisor’s then-current reasonable
qualifications or standards.
2) The fact that the proposed transferee is a competitor of the franchisor or subfranchisor.
3) The unwillingness of the proposed transferee to agree in writing to comply with all lawful
obligations.
4) The failure of the franchisee or proposed transferee to pay any sums owing to the franchisor
or to cure any default in the franchise agreement existing at the time of the proposed transfer.
H. A provision that requires the franchisee to resell to the franchisor items that are not uniquely
identified with the franchisor. This subdivision does not prohibit a provision that grants to a franchisor a right of
first refusal to purchase the assets of a franchise on the same terms and conditions as a bona fide third party willing
and able to purchase those assets, nor does this subdivision prohibit a provision that grants the franchisor the right to
acquire the assets of a franchise for the market or appraised value of such assets if the franchisee has breached the
lawful provisions of the franchise agreement and has failed to cure the breach in the manner provided in subdivision
(C).
I. A provision which permits the franchisor to directly or indirectly convey, assign or otherwise
transfer its obligations to fulfill contractual obligations to the franchisee unless a provision has been made for
providing the required contractual services.
2. If the franchisor’s most recent financial statements are unaudited and show a net worth of less than
$100,000.00 the franchisor shall, at the request of a franchisee, arrange for the escrow of initial investment and other
funds paid by the franchisee until the obligations to provide real estate, improvements, equipment, inventory, training
or other items included in the franchise offering are fulfilled. At the option of the franchisor, a surety bond may be
provided in place of escrow.
3. THE FACT THAT THERE IS A NOTICE OF THIS OFFERING ON FILE WITH THE ATTORNEY
GENERAL DOES NOT CONSTITUTE APPROVAL, RECOMMENDATION OR ENFORCEMENT BY THE
ATTORNEY GENERAL.
Any questions regarding this notice should be direct to:
State of Michigan
Consumer Protection Division
Attention: Franchise
670 G. Mennen Williams Building
525 West Ottawa
Lansing, MI 48933
(517) 373-1160
Note: Despite paragraph F above, we intend to enforce fully the provisions of the arbitration section
contained in the Franchise Agreement. We believe that paragraph F is unconstitutional and cannot preclude us from
enforcing our arbitration section. You acknowledge that we will seek to enforce this section as well.

MINNESOTA
In accordance with the requirements of the state of Minnesota the following disclosure should be read in
conjunction with the Disclosure Document. Any inconsistency with the information contained in the Disclosure
Document will be resolved in favor of this Minnesota Addendum.
1. Item 13 Trademarks is amended by adding the following:
As required by the Minnesota Franchise Act, Minn. Stat. Sec. 80C.12(g), we will reimburse you for
any of your costs incurred in the defense of your right to use the Marks, so long as you were using
the Marks in the manner authorized by us, and so long as we are timely notified of the claim and
are given the right to manage the defense of the claim including the right to compromise, settle or
otherwise resolve the claim, and to determine whether to appeal a final determination of the claim.
2. Item 17 Renewal, Termination, Transfer and Dispute Resolution is amended by adding the following:
A. Renewal and Termination

With respect to franchises governed by Minnesota law, we will comply with Minn. Stat.
Sec. 80C.14, Subds. 3, 4 and 5 which require, except in certain specified cases, that you be
given 90 days’ notice of termination (with 60 days to cure) and 180 days’ notice for non-
renewal of the Agreement.
B. Choice of Forum
Nothing in the Disclosure Document or Agreement can abrogate or reduce any of your
rights as provided for in Minnesota Statutes 1984, Chapter 80C, or your rights to any
procedure, forum, or remedies provided for by the laws of the jurisdiction.
C. Releases
A general release shall not relieve any person from liability imposed by the Minnesota
Franchise Law, Minn. Stat., Chapter 80C, Sections 80C.22.
These franchises have been registered under the Minnesota Franchise Act, registration does not constitute
approval, recommendation, or endorsement by the Commissioner of Commerce of Minnesota or a finding by the
Commissioner that the information provided herein is true, complete, and not misleading.
The Minnesota Franchise Act makes it unlawful to offer or sell any franchise in this state which is subject to
registration without first providing to the franchisee, at least 7 days prior to the execution by the prospective
franchisee of any binding franchise or other agreement, or at least 7 days prior to the payment of any consideration,
by the franchisee, whichever occurs first, a copy of this Disclosure Document, together with a copy of all proposed
agreements relating to the franchise. This Disclosure Document contains a summary only of certain material
provisions of the Franchise Agreement. The contract or agreement should be referred to for an understanding of all
rights and obligations of both the franchisor and the franchisee.

MINNESOTA
The Franchise Agreement is specifically amended as follows:
In recognition of the Minnesota Franchise Law, Minn. Stat., Chapter 80C, Sections 80C.01 through 80C.22, and the
Rules and Regulations promulgated pursuant thereto by the Minnesota Commission of Securities, Minnesota Rule
2860.4400, et seq., the parties to the attached Franchise Agreement (“Agreement”) agree as follows:
With respect to franchises governed by Minnesota law, Franchisor will comply with Minn. Stat. Sec.
80C.14, Subds. 3, 4 and 5 which require, except in certain specified cases, that Franchisee be given
90 days’ notice of termination (with 60 days to cure) and 180 days’ notice of non-renewal of the
Agreement.
As required by Minnesota Franchise Act, Minn. Stat. Sec. 80C.12(g), Franchisor will reimburse
Franchisee for any costs incurred by Franchisee in the defense of Franchisee’s right to use the Marks,
so long as Franchisee was using the Marks in the manner authorized by Franchisor, and so long as
Franchisor is timely notified of the claim and is given the right to manage the defense of the claim
including the right to compromise, settle or otherwise resolve the claim, and to determine whether to
appeal a final determination of the claim.
With respect to franchises governed by Minnesota law, Franchisor will comply with Minn. Stat. Sec.
80C.14, Subds. 3, 4 and 5 which require, except in certain specified cases, that Franchisee be given
90 days’ notice of termination (with 60 days to cure) and 180 days’ notice of non-renewal of the
Agreement.
A general release shall not relieve any person from liability imposed by the Minnesota Franchise
Law, Minn. Stat., Chapter 80C, Section 80C.22.
The franchisee cannot consent to franchisor obtaining injunctive relief. The franchisor may seek
injunctive relief. See Minn. Rule 2860.4400J. A court will determine if a bond is required.
Nothing in the Disclosure Document or Agreement can abrogate or reduce any of your rights as
provided for in Minnesota Statutes 1984, Chapter 80C, or your rights to any procedure, forum, or
remedies provided for by the laws of the jurisdiction.
Any claims brought pursuant to the Minnesota Franchises Act, § 80.C.01 et seq. must be brought
within 3 years after the cause of action accrues. To the extent that any provision of the Franchise
Agreement imposes a different limitations period, the provision of the Act shall control.
By: By:
Title: Title:

NEW YORK
1. The following information is added to the cover page of the Franchise Disclosure
Document:
INFORMATION COMPARING FRANCHISORS IS AVAILABLE. CALL THE STATE

ADMINISTRATORS LISTED IN EXHIBIT A OR YOUR PUBLIC LIBRARY FOR
SOURCES OF INFORMATION. REGISTRATION OF THIS FRANCHISE BY NEW
YORK STATE DOES NOT MEAN THAT NEW YORK STATE RECOMMENDS IT OR
HAS VERIFIED THE INFORMATION IN THIS FRANCHISE DISCLOSURE
DOCUMENT. IF YOU LEARN THAT ANYTHING IN THE FRANCHISE DISCLOSURE
DOCUMENT IS UNTRUE, CONTACT THE FEDERAL TRADE COMMISSION AND
NEW YORK STATE DEPARTMENT OF LAW, BUREAU OF INVESTOR
PROTECTION AND SECURITIES, 120 BROADWAY, 23RD FLOOR, NEW YORK, NEW
YORK 10271. THE FRANCHISOR MAY, IF IT CHOOSES, NEGOTIATE WITH YOU
ABOUT ITEMS COVERED IN THE FRANCHISE DISCLOSURE DOCUMENT.
HOWEVER, THE FRANCHISOR CANNOT USE THE NEGOTIATING PROCESS TO
PREVAIL UPON A PROSPECTIVE FRANCHISEE TO ACCEPT TERMS WHICH ARE
LESS FAVORABLE THAN THOSE SET FORTH IN THIS FRANCHISE DISCLOSURE
DOCUMENT.
2. The following is added at the end of Item 3:
Except as provided above, with regard to the franchisor, its predecessor, a person identified in Item 2, or an
affiliate offering franchises under the franchisor’s principal trademark:
A. No such party has an administrative, criminal or civil action pending against that person
alleging: a felony, a violation of a franchise, antitrust, or securities law, fraud, embezzlement,
fraudulent conversion, misappropriation of property, unfair or deceptive practices, or comparable
civil or misdemeanor allegations.
B. No such party has pending actions, other than routine litigation incidental to the business, which
are significant in the context of the number of franchisees and the size, nature or financial condition
of the franchise system or its business operations.
C. No such party has been convicted of a felony or pleaded nolo contendere to a felony charge or,
within the 10 year period immediately preceding the application for registration, has been convicted
of or pleaded nolo contendere to a misdemeanor charge or has been the subject of a civil action
alleging: violation of a franchise, antifraud, or securities law; fraud; embezzlement; fraudulent
conversion or misappropriation of property; or unfair or deceptive practices or comparable allegations.
D. No such party is subject to a currently effective injunctive or restrictive order or decree

relating to the franchise, or under a Federal, State, or Canadian franchise, securities, antitrust,
trade regulation or trade practice law, resulting from a concluded or pending action or
proceeding brought by a public agency; or is subject to any currently effective order of any
national securities association or national securities exchange, as defined in the Securities and
Exchange Act of 1934, suspending or expelling such person from membership in such
association or exchange; or is subject to a currently effective injunctive or restrictive order
relating to any other business activity as a result of an action brought by a public agency or
department, including, without limitation, actions affecting a license as a real estate broker or
sales agent.
3. The following is added to the end of Item 4:
Neither the franchisor, its affiliate, its predecessor, officers, or general partner during the 10-year period
immediately before the date of the offering circular: (a) filed as debtor (or had filed against it) a petition to start
an action under the U.S. Bankruptcy Code; (b) obtained a discharge of its debts under the bankruptcy code; or
(c) was a principal officer of a company or a general partner in a partnership that either filed as a debtor (or had
filed against it) a petition to start an action under the U.S. Bankruptcy Code or that obtained a discharge of its
debts under the U.S. Bankruptcy Code during or within 1 year after that officer or general partner of the franchisor
held this position in the company or partnership.
4. The following is added to the end of Item 5:
The initial franchise fee constitutes part of our general operating funds and will be used as such in our discretion.
5. The following is added to the end of the “Summary” sections of Item 17(c), titled
“Requirements for franchisee to renew or extend,” and Item 17(m), entitled “Conditions for
franchisor approval of transfer”:
However, to the extent required by applicable law, all rights you enjoy and any causes of action arising in your
favor from the provisions of Article 33 of the General Business Law of the State of New York and the regulations
issued thereunder shall remain in force; it being the intent of this proviso that the
non-waiver provisions of General Business Law Sections 687.4 and 687.5 be satisfied.
6. The following language replaces the “Summary” section of Item 17(d), titled
“Termination by franchisee”:
You may terminate the agreement on any grounds available by law.
7. The following is added to the end of the “Summary” section of Item 17(j), titled “Assignment of
contract by franchisor”:
However, no assignment will be made except to an assignee who in good faith and judgment of the franchisor,
is willing and financially able to assume the franchisor’s obligations under the Franchise Agreement.
8. The following is added to the end of the “Summary” sections of Item 17(v), titled “Choice of
forum”, and Item 17(w), titled “Choice of law”:
The foregoing choice of law should not be considered a waiver of any right conferred upon the franchisor or
upon the franchisee by Article 33 of the General Business Law of the State of New York.

NORTH DAKOTA
1. The following language is added to the “Summary” section of Item 17(c) entitled Requirements for
renewal or extension and Item 17(m) entitled Conditions for franchisor approval of a transfer:
The execution of a general release upon renewal, assignment or termination will be inapplicable to
franchises operating under the North Dakota Franchise Investment Law.
2. The applicable portion of the “Summary” section of Item 17(i) entitled Franchisee’s obligations
on termination/non-renewal is amended to read as follows:
If we prevail in any enforcement action you will pay all damages and costs we incur in
enforcing the termination provisions of the Franchise Agreement
3. The following is added to the “Summary” section of Item 17(u) entitled Dispute resolution by
arbitration or mediation:
To the extent required by the North Dakota Franchise Investment Law (unless such
requirement is preempted by the Federal Arbitration Act), arbitration will be at a site to
which we and you mutually agree.
4. The following is added to the “Summary” section of Item 17(r) entitled Non-competition
covenants after the franchise is terminated or expires:
Covenants not to compete upon termination or expiration of the Franchise Agreement are
generally unenforceable in the State of North Dakota except in limited instances as provided
by law.
5. The following is added to the “Summary” section of Item 17(v) entitled Choice of forum:
However, to the extent allowed by the North Dakota Franchise Investment Law, you may
commence any cause of action against us in any court of competent jurisdiction, including
the state or federal courts of North Dakota.
6. The “Summary” section Item 17(w) entitled Choice of law is deleted and replaced with the
following:
North Dakota law applies.

NORTH DAKOTA
1. The following is added to Section 3.2 of the Franchise Agreement, “RENEWAL” and Section 14 of the
Franchise Agreement “TRANSFER OF INTEREST”:
The execution of a general release upon renewal, assignment or termination will be

inapplicable to franchises operating under the North Dakota Franchise Investment Law.
2. The following is added to Section 16.6 of the Franchise Agreement, "CHOICE OF FORUM" and Section
22 of the Development Agreement:
However, to the extent allowed by the North Dakota Franchise Investment Law, Franchisee may
commence any cause of action against Franchisor in any court of competent jurisdiction, including
the state or federal courts of North Dakota.
Franchisor acknowledges that pursuant to Section 51-19-09 of the North Dakota Franchise
Investment Law, all provisions in the Disclosure Document requiring Franchisee to consent to the
jurisdiction of courts outside of North Dakota are hereby void.
3. The following is added to Section 16.4 of the Franchise Agreement, “MANDATORY BINDING
ARBITRATION” and Section 22(B) of the Development Agreement:
To the extent required by the North Dakota Franchise Investment Law (unless such
requirement is preempted by the Federal Arbitration Act), arbitration and/or mediation will
be at a site not remote from Franchisee’s place of business, to which Franchisor and
Franchisee mutually agree.
4. Section 18 of the Franchise Agreement, “ACKNOWLEDGMENTS” is amended by the addition of the

following language to the original language that appears therein to read as follows:
Franchisee acknowledges that Franchisee received a copy of this Agreement, the

attachments hereto, if any, and agreements relating thereto, if any, at least seven (7) days
prior to the date on which this Agreement was executed.
5. Section 13.1 of the Franchise Agreement and Section 11 of the Development Agreement (regarding post-
term restrictions) are amended by the addition of the following language to the original language that appears
therein:
Covenants not to compete upon termination or expiration of the Franchise Agreement are
generally unenforceable in the State of North Dakota except in limited instances as provided
by law.
6. Section 16 of the Franchise Agreement and Section 21 of the Development Agreement are hereby
amended to provide that North Dakota law governs the agreements between the parties to this
franchise. Further, Section 16.1 of the Franchise Agreement, “GOVERNING LAW” is deleted in
its entirety and replaced with the following:
EXCEPT TO THE EXTENT GOVERNED BY THE UNITED STATES TRADEMARK

ACT OF 1946 (LANHAM ACT, 15 U.S.C. SECTIONS 1051 ET SEQ.), THE FEDERAL
ARBITRATION ACT, OR OTHER FEDERAL LAW, THIS AGREEMENT AND THE

RIGHTS OF THE PARTIES HEREUNDER SHALL BE INTERPRETED AND
CONSTRUED UNDER THE LAWS OF THE STATE OF NORTH DAKOTA.
7. Section 16.8 of the Franchise Agreement and Section 22(J) of the Development Agreement requiring
waiver of jury trial, and Section 16.7 of the Franchise Agreement and Section 22(I) of the
Development Agreement requiring waiver of exemplary and punitive damages, are hereby deleted
in their entirety.
8. Section 16.12 of the Franchise Agreement and Section 22(H) of the Development Agreement shall be
supplemented by the following additional language:
Provided, however, that this limitation of claims shall not act to reduce the applicable statute
of limitations afforded franchisee for bringing a claim under the applicable laws of North
Dakota.
By: By:
Title: Title:

RHODE ISLAND
The following language is added to Item 17(v) entitled Choice of forum:
, except as otherwise required by the Rhode Island Franchise Investment Act

RHODE ISLAND
In recognition of the requirements of the Rhode Island Franchise Investment Act (Section 19-28.1-14), the
parties to the attached Franchise Agreement agree as follows:
Section 16.6, “CHOICE OF FORUM” is amended by adding the following:
§19-24.1-14 of the Rhode Island Franchise Investment Act provides that “A provision in a
franchise agreement restricting jurisdiction or venue to a forum outside this state or
requiring the application of the laws of another state is void with respect to a claim
otherwise enforceable under this Act.”
By: By:
Title: Title:

VIRGINIA
In recognition of the restrictions contained in Section 13.1-564 of the Virginia Retail Franchising Act, the
Franchise Disclosure Document for Row House Franchise, LLC for use in the Commonwealth of Virginia shall
be amended as follows:
The following statement is added to Item 17.h:
“Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a franchisor to
cancel a franchise without reasonable cause. If any ground for default or termination stated in the
franchise agreement does not constitute “reasonable cause”, as that term may be defined in the Virginia
Retail Franchising Act or the laws of Virginia, that provision may not be enforceable.”

WASHINGTON
The State Cover Page is amended to include the following Risk Factor:
Use of Franchise Brokers. The franchisor may use the services of franchise brokers to assist it in selling
franchises. A franchise broker represents the franchisor and is paid a fee for referring prospects to the
franchisor and/or selling the franchise. Do not rely only on the information provided by a franchise broker
about a franchise. Do your own investigation by contacting the franchisor’s current and former franchisees
to ask them about their experience with the franchisor.
In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection Act,
Chapter 19.100 RCW will prevail.
RCW 19.100.180 may supersede the franchise agreement in your relationship with the franchisor
including the areas of termination and renewal of your franchise. There may also be court decisions
which may supersede the franchise agreement in your relationship with the franchisor including the areas
of termination and renewal of your franchise.
In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or

mediation site will be either in the state of Washington, or in a place mutually agreed upon at the time
of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of arbitration
or mediation. In addition, if litigation is not precluded by the franchise agreement, a franchisee may
bring an action or proceeding arising out of or in connection with the sale of franchises, or a violation of
the Washington Franchise Investment Protection Act, in Washington.
A release or waiver of rights executed by a franchisee may not include rights under the Washington
Franchise Investment Protection Act or any rule or order thereunder except when executed pursuant to
a negotiated settlement after the agreement is in effect and where the parties are represented by
independent counsel. Provisions such as those which unreasonably restrict or limit the statute of
limitations period for claims under the Act, or rights or remedies under the Act such as a right to a jury
trial, may not be enforceable.
Transfer fees are collectable to the extent that they reflect the franchisor’s reasonable estimated or actual
costs in effecting a transfer.
Pursuant to RCW 49.62.020, a noncompetition covenant is void and unenforceable against an employee,
including an employee of a franchisee, unless the employee’s earnings from the party seeking
enforcement, when annualized, exceed $100,000 per year (an amount that will be adjusted annually for
inflation). In addition, a noncompetition covenant is void and unenforceable against an independent
contractor of a franchisee under RCW 49.62.030 unless the independent contractor’s earnings from the
party seeking enforcement, when annualized, exceed $250,000 per year (an amount that will be adjusted
annually for inflation). As a result, any provisions contained in the franchise agreement or elsewhere
that conflict with these limitations are void and unenforceable in Washington.
RCW 49.62.060 prohibits a franchisor from restricting, restraining, or prohibiting a franchisee from (i)
soliciting or hiring any employee of a franchisee of the same franchisor or (ii) soliciting or hiring any

employee of the franchisor. As a result, any such provisions contained in the franchise agreement or
elsewhere are void and unenforceable in Washington.
Exhibit D of the FDD, the Statement of Prospective Franchisee, is revised to omit Question Number 7
and the last paragraph.

WASHINGTON
In recognition of the requirements of the Washington Franchise Investment Protection Act (RCW
19.100.180), the parties to the attached Franchise Agreement and/or Development Agreement agree as follows:
In the event of a conflict of laws, the provisions of the Washington Franchise Investment Protection
Act, Chapter 19.100 RCW will prevail.
RCW 19.100.180 may supersede the franchise agreement in your relationship with the franchisor
including the areas of termination and renewal of your franchise. There may also be court decisions
which may supersede the franchise agreement in your relationship with the franchisor including the
areas of termination and renewal of your franchise.
In any arbitration or mediation involving a franchise purchased in Washington, the arbitration or

mediation site will be either in the state of Washington, or in a place mutually agreed upon at the
time of the arbitration or mediation, or as determined by the arbitrator or mediator at the time of
arbitration or mediation. In addition, if litigation is not precluded by the franchise agreement, a
franchisee may bring an action or proceeding arising out of or in connection with the sale of
franchises, or a violation of the Washington Franchise Investment Protection Act, in Washington.
A release or waiver of rights executed by a franchisee may not include rights under the Washington
Franchise Investment Protection Act or any rule or order thereunder except when executed pursuant
to a negotiated settlement after the agreement is in effect and where the parties are represented by
independent counsel. Provisions such as those which unreasonably restrict or limit the statute of
limitations period for claims under the Act, or rights or remedies under the Act such as a right to a
jury trial, may not be enforceable.
Transfer fees are collectable to the extent that they reflect the franchisor’s reasonable estimated or
actual costs in effecting a transfer.
Pursuant to RCW 49.62.020, a noncompetition covenant is void and unenforceable against an

employee, including an employee of a franchisee, unless the employee’s earnings from the party
seeking enforcement, when annualized, exceed $100,000 per year (an amount that will be adjusted
annually for inflation). In addition, a noncompetition covenant is void and unenforceable against an
independent contractor of a franchisee under RCW 49.62.030 unless the independent contractor’s
earnings from the party seeking enforcement, when annualized, exceed $250,000 per year (an
amount that will be adjusted annually for inflation). As a result, any provisions contained in the
franchise agreement or elsewhere that conflict with these limitations are void and unenforceable in
Washington.
RCW 49.62.060 prohibits a franchisor from restricting, restraining, or prohibiting a franchisee from
(i) soliciting or hiring any employee of a franchisee of the same franchisor or (ii) soliciting or hiring
any employee of the franchisor. As a result, any such provisions contained in the franchise
agreement or elsewhere are void and unenforceable in Washington.

By: By:
Title: Title:

Exhibit H
LIST OF FRANCHISEES AND THEIR OUTLETS AS OF DECEMBER 31, 2021
ZIP Code Remaining Outlets to be

Franchisee Address City State Phone Developed under ADA
94402
Wayman, Jennifer 410 El Camino Real, Suite C Belmont California 650-600-9809 2
1875 South Bascom Ave., 95008
Lillian Crane #2560 Campbell California 408-412-7769 2
92009
Shaffer, Mark 3247 Camino De Los Coches Carlsbad California 760-444-4095 1
2690 Bidwell St., Building A, 95630
Redmon, Dwayne Space 100 Folsom California 916-755-6100 0
92610
Kartes, Drew 41 Auto Center Dr. Foothill Ranch California 949-600-8840 0
91344
Minero, Anthony 18127 Chatsworth St Granada Hills California 818-699-9190 0
92694
Perlich, Brandon 25642 Crown Valley Ladera Ranch California 949-404-4488 2
6451 E. Pacific Coast 90803
Albert, Angel Highway, Suite C-7 Long Beach California 909-667-2425 2
94523
Hornbrook, Heather 20 Crescent Dr. Pleasant Hill California 925-392-0926 2
94588
Peiris, Anishka 3903A Santa Rita Rd Pleasanton California 925-400-9520 2
Makhmoor, Hamed 12853 El Camino Real Suite 92130
& Sahar 207 San Diego California 858-207-6333 0
1010 University Ave, Suite C- 92103
Redmon, Dwayne 203 San Diego California 619-430-2769 0
92101
Shaffer, Mark Savina - Kettner & ASh San Diego California 619-414-5458 1
94158
Redmon, Dwayne 1345 4th Street San Francisco California 415-484-1188 0
95134
Watanabe, Tomoo 55 Holger Way., Ste. 10 San Jose California 408-217-1102 0
95050
Wayman, Jennifer 2002 El Camino Real, Ste. 16 Santa Clara California 408-495-3769 2
90401
Gruen, Adam 505 Colorado Ave. Santa Monica California 424-230-8258 2
Makhmoor, Hamed 437 S. Highway 101 (Suite 92075
& Sahar 212) Solana Beach California 858-987-8377 0
Makhmoor, Hamed 33195 Temecula Pkwy, Ste. A- 92592
& Sahar 2 Temecula California 951-331-3400 0
15020 Kensington Park Dr, 92780
Nilchian, Pante-a Suite 140 Tustin California 657-859-6072 3
94598
Redmon, Dwayne 1845 Ygnacio Valley Road Walnut Creek California 925-854-5488 0
5616 South Gibraltar Way, 80015
Kennedy, Tim Unit G Centennial Colorado 720-699-7788 0
80214
Gast, Sebastian 5475 W. 20th Ave. Edgewater Colorado 720-699-1290 0
This document was downloaded from franchimp.com. All the information on this website is published in good faith and for general information purpose only. FranChimp.com does not make any warranties about the completeness, reliability, and accuracy of this information. Any action you take upon the information you find on this
Considine, Megan Greenwood 80111
RH 7600 Landmark Way Village Colorado 720-290-6352 2
9358 Dorchester Street, Suite Highlands 80129
Johnson, Anne 104 Ranch Colorado 720-924-7970 2
80127
Jasunas, James (Jay) 10278 W. Centennial Rd., #103 Littleton Colorado 303-630-9165 2
6901
Dolly, Cody 5 Broad St. Stamford Connecticut 914-650-0429 0
Laboissonniere, 6880
Laura 374 Post Rd E Westport Connecticut 203-635-2223 1
20036
Borek, Greg 1155 21st NW, Ste. P-108 Washington DC 202-525-7786 1
20001
Borek, Greg 901 W Street, NW Washington DC 202-630-2162 1
23666 U.S. Highway 19 North, 33765
Stewart, Wayne Suite 10 Clearwater Florida 727-304-5778 2
32205
Jessica Eilbeck 1561 San Marco Blvd Jacksonville Florida 904-720-2011 2
34243
Bake, Roberta 315 N. Cattlemen Road Sarasota Florida 941-444-2010 0
33543
Figueroa, Ray 28163 Paseo Dr., #180 Wesley Chapel Florida 813-540-3769 3
32792
Tucker, Moana 1967 Aloma Ave Winter Park Florida 407-573-5575 1
1100 Howell Mill Rd., Unit A- 30318
Redmon, Dwayne 2 Atlanta Georgia 678-782-2781 0
30041
Nagarajan, Vikram 425 Peachtree Parkway Cumming Georgia 678-862-4804 1
30338
Garcia, Eddie 1317 Dunwoody Village Pkwy Dunwoody Georgia 404-474-8976 2
30076
Cunningham, Kirk 10800 Alpharetta hwy, Ste. 300 Roswell Georgia 770-755-1444 2
60540
Nelson, Brett 1275 S. Naper Blvd, Ste. C7 Naperville Illinois 630-912-7769 2
McKay, Gary & 44940 St. Andrews Church Rd 20653
Kathy Suite G-H California Maryland 301-686-7788 6
2114
O'Malley, Bob 25 Lovejoy Wharf Boston Massachusetts 857-702-2769 2
48025
Knuth, Ashley 17620 W. 13 Mile Road Beverly Hills Michigan 248-419-1371 0
48307
Rattet, Kim 1206 WALTON BLVD Rochester Hills Michigan 248-340-3234 2
63017
Carr, Brad 2-4 Clarkson Wilson Center Chesterfield Missouri 314-391-2136 2
63127
Wilke, Greg 10746 Sunset Hills Plaza St. Louis Missouri 314-782-1777 2
68124
Rooney, Cory 2501 South 90th Street Omaha Nebraska 402-251-5501 0
7302
Strack, Brian 70 Hudson St., Suite 125 Jersey City New Jersey 201-800-4960 0
7042
Schackman, Paul 638 Bloomfield Ave. Montclair New Jersey 973-500-6550 0
Trujillo, Pedro; Township of 7676
Johnson, Jodi 275 Pascack Rd. Washington New Jersey 201-431-7444 3
11249
Golub, Josh 356 Wythe Ave. Brooklyn New York 929-506-7254 6
2022
All the information on –
thisExhibits
website is published in good faith and for general information purpose only. FranChimp.com does not make any warranties about the completeness, reliability, and accuracy of this information. Any action you take upon the information you find on this
10011
Strougo, Debra 269 W 23rd St New York New York 646-850-0540 0
10019
Strougo, Debra 559 W. 59th St. New York New York 212-757-6035 0
10016
Strougo, Debra 233 E. 34th Street New York New York 949-800-8381 0
282 South Sharon Amity Road, North 28211
Schuster, Jeff Unit 284A Charlotte Carolina 704-490-4739 0
1101 Mercantile Drive, Suite North 27609
Wagner, Carole 130 Raleigh Carolina 984-500-3040 5
Khandelwal, Leena; 43240
Kadakia, Rupalee 1509 Gemini Place Columbus Ohio 614-219-3392 2
Khandelwal, Leena; 43064
Kadakia, Rupalee 7410 State Route 161 Plain City Ohio 614-335-6456 2
Khandelwal, Leena; Upper 43221
Kadakia, Rupalee 1643 West Lane Ave. Arlington Ohio 614-212-2045 2
74136
Harlan, Megan 4820 E. 61st, Suite 120 Tulsa Oklahoma 918-500-6695 0
15237
Hammers, Jennifer 6252A Northway Drive Pittsburgh Pennsylvania 412-385-4501 0
Safranski, Michael 5005 S Western Avenue, Suite 57108
& Tricia 170 Sioux Falls South Dakota 605-610-9065 2
37067
Ramsey, Chad 1201 Liberty Pike, Ste. 107 Franklin Tennessee 615-716-1174 2
77401
Goldstein, Brian 6702-A Ferris St. Bellaire Texas 281-971-3242 8
4001 State Highway 6, Suite 77845
Guerin, Vickie 400 College Station Texas 979-599-9319 2
4351 Cross Timbers Road Suite 75028
Kimberling, Ryan 300 Flower Mound Texas 469-639-2114 1
75034
Puga, Nishani 5729 Lebanon Road, Suite 154 Frisco Texas 972-972-4769 2
76248
Pierce, Cody 1411 Keller Pkwy., Ste. 700 Keller Texas 817-541-9260 0
4000 N MacArthur Blvd, Suite 75035
Pierce, Cody A100 -2 Las Colinas Texas 469-501-2624 0
75069
Gelling, Tracey 7901 Eldorado Pkwy, Suite 145 Mckinney Texas 469-782-9881 2
76092
Pierce, Cody 2600 E. Southlake Blvd. Southlake Texas 817-541-9250 0
2000 Hughes Landing Blvd., The 77380
Cowley, Tracy #400 Woodlands Texas 346-220-6099 1
22314
Qureshi, Fahad 917 N St Asaph Street Alexandria Virginia 703-935-4500 2
23832
Mears, Johnathan 7308 Hancock Village Dr Chesterfield Virginia 804-821-6960 0
22033
Dunleavy, Tom 4463 Market Commons Drive Fairfax Virginia 703-803-4000 5
617 Potomac Station Drive, 20176
Carpe, Ellen Suite 210a Leesburg Virginia 703-260-8380 0
23113
Mears, Johnathan 14210 Midlothian Tpke Midlothian Virginia 804-419-3100 0

23230
Mears, Johnathan 1601 Willow Lawn Dr. Richmond Virginia 804-545-9750 0
98052
Mueller, Mike 7405 168th Ave NE, Suite B Redmond Washington 425-292-5976 2
98109
Martinez, Ben 419 Fairview Av N Seattle Washington 206-338-6007 2
98116
Partin, Melinda 4203 SW Oregon Street Seattle Washington 206-397-8828 0

LIST OF FRANCHISEES THAT HAVE SIGNED FRANCHISE AGREEMENTS BUT NOT YET
OPENED AS OF DECEMBER 31, 2021
Name City State Email

Chawla, Amanda Burlingame CA [email protected]
Cole, Kevin Elk Grove CA [email protected]
Higgins, Steven Irvine CA [email protected]
Bandi, Ankita Oakland CA [email protected]
Kaplun, Inna Pasadena CA [email protected]
Wayman, Jennifer Santa Clara CA [email protected]
Lillian Crane Saratgoa CA [email protected]
Westlake
Ester Plavdjian Village CA [email protected]
Considine, Megan Denver CO [email protected]
Jasunas, James
(Jay) Denver CO [email protected]
Gautam, Ajay Monroe CT [email protected]
Borek, Greg Washington DC [email protected]
Kyroglou, Georgia Coconut Creek FL [email protected]
Jay Makanji Jacksonville FL [email protected]
Figueroa, Ray St Petersburg FL [email protected]
Trauzzi, Chris;
Hard, Marjie Lynnfield MA [email protected]
Mousetrap
Enterprises LLC Newburyport MA [email protected]
Stanley, Jane;
Stanley, Ryan Parkville MO [email protected]
Chambers, Chanel Raleigh NC [email protected]
Shah, Kinchit Winston-Salem NC [email protected]
Safranski, Michael
& Tricia Sioux Falls NE [email protected]
Zaltsman, Alex Livingston NJ [email protected]
Trujillo, Pedro;
Johnson, Jodi Park Ridge NJ [email protected]
Golub, Josh Brooklyn NY [email protected]
Economou, Nick New York NY [email protected]â€‹
Johansen, Christina Pittsburgh PA [email protected]
Varzino, Robert Murfreesboro TN [email protected]
Martin, Cristina;
Martin, Michael Austin TX [email protected]
Angela Henry Houston TX [email protected]
Payne, Marilyn Lubbock TX [email protected]
Phillips, Margaret Williamsburg VA [email protected]
Mueller, Mike Redmond WA [email protected]
Andresen, Scott Seattle WA [email protected]

LIST OF FRANCHISEES THAT HAVE LEFT THE SYSTEM IN THE PAST FISCAL YEAR OR THAT
HAVE FAILED TO COMMUNICATE WITH US IN THE 10 WEEKS PRECEDING THE ISSUE DATE
OF THIS DISCLOSURE DOCUMENT
Name City State Phone Number Total Outlets

Closed/Transferred
Champlin, Campbell California 408-412-7769 1
Michael
Guaraldi, Santa Clara California 408-495-3769 1
Michelle
Cassell, Lee Wesley Chapel Florida 813-540-3769 1
Papenfuss, Omaha Nebraska 402-251-5501 1
Jason*
Flynn, Helen Township of Washington New Jersey 201-431-7444 1
*Please be advised that this franchisee remains in the System, as it currently owns and operates one (1) franchised Studio.

Exhibit I
DEVELOPMENT AGREEMENT

ROW HOUSE FRANCHISE, LLC
AREA DEVELOPMENT AGREEMENT
DEVELOPER
________________________
________________________
DATE OF AGREEMENT

2022 Development Agreement
TABLE OF CONTENTS
1. REFERENCES AND DEFINITIONS ....................................................................................2

2. USE OF SYSTEM ..................................................................................................................3
3. GRANT OF DEVELOPMENT RIGHTS ..............................................................................3
4. DEVELOPMENT RIGHTS AND OBLIGATIONS ..............................................................4
5. STUDIO CLOSINGS .............................................................................................................6
6. PROCEDURE FOR EXERCISING DEVELOPMENT RIGHTS .........................................6
7. DUTIES OF DEVELOPER....................................................................................................7
8. SITE SELECTION, LEASES, FRANCHISE AGREEMENT ...............................................8
9. DEVELOPMENT FEE...........................................................................................................9
10. SUPERIORITY OF INDIVIDUAL FRANCHISE AGREEMENT .......................................9
11. COVENANTS ........................................................................................................................9
12. RELATIONSHIP OF THE PARTIES .................................................................................11
13. PROPRIETARY MARKS ....................................................................................................13
14. TERMINATION ..................................................................................................................14
15. EFFECT OF TERMINATION AND EXPIRATION ..........................................................15
16. TRANSFER OF INTEREST ................................................................................................15
17. APPROVALS .......................................................................................................................20
18. NONWAIVER .....................................................................................................................20
19. DEVELOPER’S RECORDS AND REPORTS ....................................................................20
20. NOTICES AND PAYMENTS .............................................................................................21
21. GOVERNING LAW ............................................................................................................24
22. ARBITRATION AND OTHER DISPUTE RESOLUTION PROVISIONS .......................24
23. ENFORCEMENT.................................................................................................................24
24. CAVEAT ..............................................................................................................................27
25. MISCELLANEOUS .............................................................................................................27
EXHIBITS
ATTACHMENT: GUARANTY AND ASSUMPTION OF OBLIGATIONS

EXHIBIT A – DEVELOPMENT AREA
EXHIBIT B – DEVELOPMENT SCHEDULE
EXHIBIT C – FRANCHISE AGREEMENT
EXHIBIT D – STATEMENT OF OWNERSHIP INTERESTS AND PRINCIPALS
EXHIBIT E – CONFIDENTIALITY AGREEMENT AND ANCILLARY COVENANTS NOT TO
COMPETE

2022 Development Agreement i
AREA DEVELOPMENT AGREEMENT
THIS AREA DEVELOPMENT AGREEMENT (the “Agreement”), is made and entered into
this day of , 20___, by and between: (i) Row House Franchise, LLC, a limited liability
company formed and operating under the laws of the State of Delaware whose principal business address
is 17877 Von Karman Ave., Suite 100, Irvine, CA 92614 (the “Franchisor”); and (ii)________________
, a/n ____________________ with a business address at ____________________ (the
“Developer”).
WITNESSETH:
WHEREAS, as the result of the expenditure of time, effort and expense, Franchisor has created a
unique and distinctive proprietary system (hereinafter the “System”) for the establishment, development
and operation of ROW HOUSE Studios (each, a “Studio”) that offer indoor rowing classes through live
instructional group and individual classes, such as the Row House Launch, Row House Sculpt, Row House
HIIT, and Row House Full Body classes we currently offer to target and accommodate all skill levels, as
we designate and authorize from time to time (collectively, the “Rowing Classes”); and (ii) any other
services that we develop, designate and/or otherwise authorize (collectively, the “Approved Services”).
WHEREAS, Franchisor owns the System and the right to use the Proprietary Marks (as defined
below), and grants the right and license to others to use the System and the Proprietary Marks;
WHEREAS, the distinguishing characteristics of the System include, without limitation,

proprietary methodology and procedures for the establishment and operating procedures, site selection
guidance and criteria, specifications for the design, layout and construction of the interior of the Studio,
standards and specifications for the furniture, fixtures and equipment located within a Studio, established
relationships with approved or designated suppliers for certain products and services, and standards and
specifications for advertising, bookkeeping, sales and other aspects of operating a Studio.
WHEREAS, Franchisor identifies the System and licenses the use of certain trade names, service
marks, trademarks, emblems and indicia of origin, including the mark ROW HOUSE and other trade names,
service marks and trademarks as are now designated and may hereafter be designated by Franchisor in
writing for use with the System (the “Proprietary Marks”);
WHEREAS, Developer desires the right to develop, own and operate multiple ROW HOUSE
Studios under the System in a defined geographic area under a Development Schedule (the “Development
Schedule”) set forth in this Agreement; and
WHEREAS, Developer acknowledges that Developer has conducted an independent investigation

of the business contemplated by this Agreement and recognizes that, like any other business, the nature of
the business conducted as a ROW HOUSE Studio may evolve and change over time, that an investment in
a ROW HOUSE Studio involves a business risk and the success of the venture is largely dependent upon
Developer’s business abilities and efforts.
NOW, THEREFORE, the parties, in consideration of the mutual undertakings and commitments
set forth in this Agreement, the receipt and sufficiency of which are hereby acknowledged, agree as follows:

2022 Development Agreement 1
1. REFERENCES AND DEFINITIONS
A. DEVELOPMENT AREA
“Development Area” means the geographic area described in Exhibit A.
B. DEVELOPMENT SCHEDULE/DEVELOPMENT PERIOD
“Development Schedule” means the schedule for Developer to open and operate a specific
cumulative number of ROW HOUSE Studios as set forth in Exhibit B to this Agreement. Each
“Development Period” is a period of time set forth in the Development Schedule wherein Developer must
meet each specific development obligations.
C. FRANCHISE AGREEMENT
Except for the royalty fee and the advertising contributions, which shall remain the same in each
franchise agreement executed pursuant to this Agreement and any extensions of this Agreement, the term
“Franchise Agreement” means the then-current form of agreements (including the franchise agreement and
any exhibits, riders, collateral assignments of leases or subleases, shareholder guarantees and preliminary
agreements) that Franchisor customarily uses in the granting of a franchise for the ownership and operation
of a ROW HOUSE Studio.
Concurrent with the execution of this Agreement, Developer shall execute the Franchise Agreement
for the first Studio that Developer is granted the right to open within the Development Area hereunder.
Franchisor, in its sole discretion, but subject to the express provisions contained herein, may modify or
amend in any respect the standard form of Franchise Agreement it customarily uses in granting a franchise
for a ROW HOUSE Studio.
The parties agree and acknowledge that: (i) Developer must timely execute Franchisor’s then-
current form of Franchise Agreement for each ROW HOUSE Studio that Developer is required to open and
commence operating pursuant to the Development Schedule; and (ii) Franchisor may, in its discretion,
modify or amend the form of Franchise Agreement that Franchisor is using as of the date this Agreement
is executed as it deems appropriate for (a) use in the ROW HOUSE System generally, and (b) execution by
the parties in connection with the Studios that Developer must subsequently open and commence operating
under this Agreement.
D. PRINCIPALS
The term “Principals” includes, collectively and individually, Developer’s owners; if Developer is
an entity, any officers and directors of Developer (including the officers and directors of any general partner
of Developer) and any person and of any entity directly owning and/or controlling ten percent (10%) or
more of Developer, or a managing member or manager of a limited liability company. The initial Principals
shall be listed in Exhibit D. The Principals must execute an agreement in substantially the form of the
attached Guaranty and Assumption of Obligations (immediately following this Agreement) undertaking to
be bound jointly and severally to all provisions of this Agreement.

2. USE OF SYSTEM
Developer acknowledges, and does not contest, Franchisor’s exclusive ownership and rights to each
and every aspect of the System. Developer’s right to developer Studios is specifically limited to the
Development Area, as well as the terms and conditions of this Agreement and Franchise Agreements
executed pursuant thereto.
3. GRANT OF DEVELOPMENT RIGHTS
A. GRANT AND TERM
In reliance on the representations and warranties of Developer and its Principals, Franchisor grants
to Developer, and Developer hereby accepts the right and obligation to develop, a designated number of
Row House Studios within the Development Area in full compliance with the terms of this Agreement,
including the timely development obligations to open a specific cumulative number of Row House Studios
over prescribed periods of time as established in the Development Schedule; and in full compliance with
all obligations and provisions under the form(s) of Franchise Agreement entered into for the right to own
and operate each individual Row House Studio.
The term of this Agreement shall commence upon full execution of this Agreement and, unless
earlier terminated by Franchisor pursuant to the terms hereof, this Agreement shall expire upon the earlier
of: (i) the date Developer timely opens the last ROW HOUSE Studio it is required to open and commence
operations within the Development Area pursuant to this Agreement; or (ii) the last day of the last
Development Period on the Development Schedule. Developer acquires no rights under this Agreement to
develop ROW HOUSE Studios outside the Development Area. Upon expiration or termination of this
Agreement for any reason, Developer will have no rights whatsoever within the Development Area (other
than any territorial rights that Franchisor has granted to Developer in connection with any ROW HOUSE
Studio(s) that Developer has timely opened pursuant to a Franchise Agreement as required by the
Development Schedule prior to the date this Agreement is terminated or expires).
B. COMMITMENT OF DEVELOPER
Franchisor has granted these rights in reliance on the business skill, financial capability, personal
character and expectations of performance by the Developer and its Principals. This Agreement is for the
purpose of developing and operating the ROW HOUSE Studios, and is not for the purpose of reselling the
rights granted by this Agreement.
C. DEVELOPMENT PLAN
The following conditions and approvals are conditions precedent before the right of Developer to
develop each ROW HOUSE Studio becomes effective. At the time Developer selects a site for each ROW
HOUSE Studio, Developer must satisfy the operational, financial and training requirements, set forth
below:
(1) Operational: Developer must be in substantial compliance with the material terms
and conditions of this Agreement and all Franchise Agreements granted Developer. For each ROW HOUSE
Studio operated by Developer, Developer must be in substantial compliance with the standards,
specifications, and procedures set forth and described in the Manuals (defined in the Franchise Agreement).
(2) Financial: Developer and the Principals must satisfy Franchisor’s financial criteria
for Developers and Principals with respect to Developer’s operation of its existing ROW HOUSE Studios,

if any, and the proposed ROW HOUSE Studio. Developer must be in compliance and not been in default
during the twelve (12) months preceding Developer’s request for approval, of any monetary obligations of
Developer to Franchisor or its affiliate under any Franchise Agreement granted under this Agreement.
D. EXECUTION OF FRANCHISE AGREEMENT
This Agreement is not a Franchise Agreement and does not grant Developer any right or license to
operate a ROW HOUSE Studio, or to provide services, or to distribute goods, or any right or license in the
Proprietary Marks. Developer must timely execute Franchisor’s then-current form of Franchise Agreement
for each ROW HOUSE Studio that Developer is required to open under the Development Schedule.
4. DEVELOPMENT RIGHTS AND OBLIGATIONS
A. RESERVATION OF RIGHTS
Franchisor (on behalf of itself and its affiliate(s), parent(s) and subsidiaries) retains the rights, in its
sole discretion and without granting any rights to Developer: (1) to itself operate, or to grant other persons
the right to operate, ROW HOUSE Studios at locations and on terms Franchisor deems appropriate outside
the Development Area granted Developer, and (2) to sell the products and services authorized for ROW
HOUSE Studios under the Proprietary Marks or under other trademarks, service marks and commercial
symbols through dissimilar channels of distribution and under terms Franchisor deems appropriate within
and outside the Development Area, including, but not limited to, by electronic means, such as the Internet,
and by web sites established by Franchisor, as we determine, in our sole discretion.
In addition, Franchisor, any other developer and any other authorized person or entity shall have
the right, at any time, to advertise and promote the System, in the Development Area. Developer
acknowledges and agrees that Developer is only granted the right to develop and operate ROW HOUSE
Studios within the Development Area. Accordingly, within and outside the Development Area, Franchisor
and its affiliate and its subsidiaries may also offer and sell, and may authorize others to offer and sell
products and services identified by the Proprietary Marks (including memberships and gift cards) at or from
any location.
Franchisor and its affiliate(s)/parent(s) further reserve the right to: (i) establish and operate, and
license any third party the right to establish and operate, other Studios and Franchised Businesses using the
Marks and System at any location outside of Development Area; (ii) market, offer and sell products and
services that are similar to the products and services offered by the Franchised Business under a different
trademark or trademarks at any location, within or outside the Development Area; (iii) use the Marks and
System, as well as other such marks we designate, to distribute any Approved Products and/or Services in
any alternative channel of distribution, within or outside the Development Area (including the Internet,
mail order, catalog sales, toll-free numbers, wholesale stores, etc.); (iv) to acquire, merge with, or otherwise
affiliate with, and after that own and operate, and franchise or license others to own and operate, any
business of any kind, including, without limitation, any business that offers products or services the same
as or similar to the Approved Products and Services (but under different marks), within or outside the
Development Area; (v) operate and grant others the right to operate Studios at “Non-Traditional Locations,”
including (a) “big box” gyms and/or fitness facilities operating under a mark other than the Proprietary
Marks, (b) military bases, (c) shopping malls, (d) airports, stadiums, arenas and/or other sports,
entertainment and captive venues, (e) major industrial or office complexes, (f) hotels, (g) train stations,
travel plazas and/or other transportation centers, (h) casinos, hospitals and/or academic institutions, that are
within and outside the Development Area, on any terms and conditions we deem appropriate ; and (vi) use
the Marks and System, and license others to use the Marks and System, to engage in any other activities
not expressly prohibited by this Agreement.

Franchisor may be acquired (whether through acquisition of assets, ownership interests or
otherwise, regardless of the form of transaction), by a business providing products and similar services to
those provided at a ROW HOUSE Studio, or by another business, even if such business operates, franchises
and/or licenses competitive businesses within the Development Area granted by the Area Development
Agreement and within the Designated Territory granted by a Franchise Agreement.
Franchisor has the right to own, operate and license others to own and operate other business
concepts in and outside the Development Area consistent with the terms of this Section.
Franchisor has no obligation and will not pay Developer if it exercises any of the rights specified
above within the Development Area granted by the Area Development Agreement or within the Designated
Territory granted by a Franchise Agreement.
B. RIGHTS DURING DEVELOPMENT PERIODS
Subject to Section 4(A) and the other terms of this Agreement, if Developer (i) is in compliance
with the material terms and conditions contained in this Agreement, including the timely development
obligations to open a specific cumulative number of ROW HOUSE Studios over prescribed periods of time
as established in Exhibit B (the “Development Schedule”), and (ii) is in substantial compliance with all
material obligations under Franchise Agreements executed by Developer for individual ROW HOUSE
Studios under this Agreement; then during the Development Schedule, Franchisor: (i) will grant Developer
the right to own and operate ROW HOUSE Studios located within the Development Area pursuant to the
terms of this Agreement; and (ii) will not operate (directly or through its affiliate), nor grant a franchise for
the location of, any ROW HOUSE Studio within the Development Area, except for franchises granted to
Developer under this Agreement.
If Developer, for any reason within his control, fails to comply with the Development Schedule,
this failure constitutes a material default of this Agreement, and Franchisor has the right to terminate this
Agreement pursuant to Section 14 of this Agreement. In the event Developer fails to cure the noticed
default within the time allowed under Section 14, Franchisor may terminate this Agreement and grant
individual or area development franchises within the Development Area to third parties or own and operate
Studios owned by Franchisor or by the affiliate of Franchisor. Franchisor and Developer agree that the
timely development of Studios by Developer in compliance with the Development Schedule will control
the rights granted Developer by this Agreement, regardless of the time period granted Developer to open a
Studio pursuant to a Franchise Agreement for such Studio. Upon termination of this Agreement, all rights
granted Developer revert to Franchisor, who is free to franchise any other person to use the System within
the Development Area or to itself own and operate ROW HOUSE Studios within the Development Area.
Notwithstanding anything contained in this Section, Franchisor will provide Developer with a one-
time reasonable extension of time not to exceed 90 days to comply with its development obligations in any
one of the Development Period as set forth in the Development Schedule (see Exhibit B), provided: (i)
Developer has already executed a lease for, or otherwise obtained, a Premises that Franchisor approves for
any ROW HOUSE Studio(s) it is required to open and operate during that Development Period; and (ii)
Developer notifies Franchisor of its need for such an extension no less than 30 days prior to expiration of
that Development Period. The parties agree and acknowledge that Franchisor’s grant of this one-time
extension under this Section will not extend, modify or otherwise affect the expiration of any of Developer’s
subsequent Development Periods or subsequent development obligations.

C. DEVELOPMENT OBLIGATIONS
Developer will at all times faithfully, honestly, and diligently perform his obligations under this
Agreement and will continuously exert his best efforts to timely promote and enhance the development of
ROW HOUSE Studios within the Development Area. Developer agrees to open and operate the cumulative
number of ROW HOUSE Studios at the end of each Development Period set forth in the Development
Schedule (see Exhibit B). Developer agrees that compliance with the Development Schedule is the essence
of this Agreement.
D. EXPIRATION OR TERMINATION
After this Agreement expires or terminates for any reason, Franchisor shall have the absolute right
to own and operate, or license other parties the right to own and operate ROW HOUSE STUDIOS, in the
Development Area, except in those Designated Territories granted under each Franchise Agreement that
Developer enters into pursuant to this Agreement.
5. STUDIO CLOSINGS
If during the term of this Agreement, Developer ceases to operate any ROW HOUSE Studio
developed under this Agreement for any reason, Developer must develop a replacement ROW HOUSE
Studio to fulfill Developer’s obligation to have open and in operation the required number of ROW HOUSE
Studios upon the expiration of each Development Period. The replacement ROW HOUSE Studio must be
open and in operation within nine (9) months after Developer ceases to operate the ROW HOUSE Studio
to be replaced or Developer will be in material breach of this Agreement. If, during the term of this
Agreement, Developer, in accordance with the terms of any Franchise Agreement for a ROW HOUSE
Studio developed under this Agreement, transfers its interests in that ROW HOUSE Studio, a transferred
ROW HOUSE Studio shall continue to be counted in determining whether the Developer has complied
with the Development Schedule so long as it continues to be operated as a ROW HOUSE Studio. If the
transferred ROW HOUSE Studio ceases to be operated as a ROW HOUSE Studio, it will not count toward
Developer’s compliance with the Development Schedule.
6. PROCEDURE FOR EXERCISING DEVELOPMENT RIGHTS
Developer shall enter into a separate Franchise Agreement with Franchisor for each ROW HOUSE
Studio developed pursuant to this Agreement. The Franchise Agreement to be executed for the first ROW
HOUSE Studio to be developed by Developer under this Agreement must be executed and delivered to
Franchisor concurrently with the execution and delivery of this Agreement. All subsequent ROW HOUSE
Studios developed under this Agreement must be established and operated under the then-current form of
Franchise Agreement then being used by Franchisor for ROW HOUSE Studios under the System. The
then-current form of Franchise Agreement may differ from the form attached as Exhibit C; however, the
provisions regarding royalty fees and advertising contributions shall remain as established in Exhibit C.
Developer must execute the then-current form of Franchise Agreement for each ROW HOUSE Studio to
be developed under this Agreement
Developer acknowledges that the projected opening dates for each ROW HOUSE Studio set forth
in the Development Schedule are reasonable requirements. Developer must execute a Franchise Agreement
for each Studio by the earlier of: (i) fifteen (15) days from the date a lease is signed for a location that
Franchisor approves for the ROW HOUSE Studio at issue; and (ii) the date necessary for Developer to
otherwise comply with its development obligations under this Agreement.

7. DUTIES OF DEVELOPER
A. ORGANIZATION OF DEVELOPER
Developer makes the following representations, warranties and covenants and accepts the
following continuing obligations:
(1) If Developer is a corporation, limited liability company or a partnership, Developer

represents, warrants and covenants that: (i) Developer is duly organized and validly existing under the state
law of its formation; (ii) Developer is duly qualified and is authorized to do business in each jurisdiction
which requires such qualification; (iii) the execution and performance of this Agreement are within
Developer’s corporate power, if Developer is a corporation or if Developer is a partnership permitted under
Developer’s written partnership agreement, or if Developer is a limited liability company, permitted under
the management agreement;
(2) If Developer is a corporation, copies of its articles of incorporation, bylaws, other

governing documents, any amendments, resolutions of the Board of Directors authorizing entry into and
performance of this Agreement, shall be promptly furnished to Franchisor. If Developer is a partnership,
copies of Developer’s written partnership agreement and other governing documents shall be promptly
furnished to Franchisor before the execution of this Agreement. If Developer is a limited liability company,
copies of Developer’s organizational documents and management agreement shall be promptly furnished
to Franchisor;
(3) If Developer is a corporation, partnership, limited liability company, or other form

of legal entity other than an individual, Developer shall maintain at all times a current list of all owners of
record and all beneficial owners of any class of voting securities in Developer or, if Developer is a
partnership, Developer shall maintain at all times a current list of all owners of an interest in the partnership,
or, if Developer is a limited liability company, it shall maintain at all times a current list of managers and
members of the limited liability company;
(4) If, after the execution of this Agreement, any person ceases to qualify as one of the
Developer’s Principal’s (as defined in Section 1), or if Developer believes in the event any individual later
qualifies as one of Principals, Developer shall promptly notify Franchisor and that person shall execute any
documents (including, as applicable, this Agreement) as Franchisor may reasonably require;
(5) If Developer is a corporation, Developer must maintain stop-transfer instructions

against the transfer of its records of any equity security and each stock certificate of the corporation shall
have conspicuously endorsed upon it a statement in a form satisfactory to Franchisor that it is held subject
to all restrictions imposed upon assignments by this Agreement; provided, however, that the requirements
of this Section 7 shall not apply to a publicly held corporation. If Developer is a partnership, its written
partnership agreement shall provide that ownership of an interest in the partnership is held subject to and
that further assignment or transfer is subject to restrictions imposed on assignments by this Agreement. If
Developer is a limited liability company, its articles of organization and operating agreement must provide
that ownership interests are subject to restrictions on transfers imposed on assignments by this Agreement;
(6) Developer agrees to maintain at all times throughout the term of this Agreement,
sufficient working capital to fulfill its obligations under this Agreement; and
(7) Each Principal who has right, title, or interest of ten percent (10%) or more in the
ownership of Developer, must each execute and bind themselves to the confidentiality and noncompetition
covenants set forth in the Confidentiality Agreement and Ancillary Covenants Not to Compete (Exhibit E).

The Principals agree to jointly and severally guarantee the performance of all of Developer’s obligations,
under the terms of this Agreement, except the obligation to open Studios.
B. REQUIREMENTS OF REPRESENTATIVE
Upon the execution of this Agreement, Developer must designate and retain an individual
throughout the term of this Agreement to act on behalf of Developer in all transactions with Developer
concerning Developer’s obligations under this Agreement (the “Representative”). If Developer is an
individual, Developer must perform all obligations of the Representative. The Representative must use
reasonable efforts to do the following, during the entire period he serves in that capacity: (1) maintain a
direct or indirect ownership interest in the Developer; (2) devote substantial time and reasonable efforts to
the supervision and conduct of the business contemplated by this Agreement and execute this Agreement
as one of the Principals; and (3) meet Franchisor’s standards and criteria for a Representative as set forth
in the Manuals or otherwise in writing by Franchisor. If the Representative or any designee is not able to
continue to serve in the capacity of Representative or no longer qualifies, Developer must promptly notify
Franchisor and designate a replacement.
C. BEST EFFORTS
Developer must use his best efforts to substantially comply with all requirements of federal, state
and local rules, regulations and orders.
8. SITE SELECTION, LEASES, FRANCHISE AGREEMENT
A. SELECTION OF SITE BY DEVELOPER
Developer assumes all costs, liabilities, expenses and responsibilities for locating, obtaining,
financing and developing sites for ROW HOUSE Studios, and for constructing and equipping ROW
HOUSE Studios at those sites. The selection of a site and the development of a Studio at any site is the
responsibility of Developer. The selection of a site by Developer is subject to our approval and must be in
compliance with Franchisor’s site selection procedures and its standards for demographic characteristics,
parking, traffic patterns and the predominant character of the neighborhood, and other commercial
characteristics of the site and any other factors Franchisor may consider relevant in reviewing a site selected
by Developer. Developer must not enter into a binding commitment with a prospective seller or lessor of
real estate with respect to the site for a Studio until Franchisor has approved the proposed site. Developer
specifically acknowledges that the selection of a site by Developer in compliance with Franchisor’s site
selection procedures and the approval of a site by Franchisor does not constitute a representation, promise
or guarantee by Franchisor that the site and the Studio to be operated at that site will be profitable or
successful. Developer acknowledges that factors governing the success of a ROW HOUSE Studio are
unpredictable and beyond Franchisor’s control. Franchisor is not responsible to Developer or to any other
person or entity if a site approved by Franchisor fails to meet Developer’s expectations for revenue or
operational criteria.
B. DEMOGRAPHIC INFORMATION
Before acquiring a site for any Studio by lease or purchase, Developer must locate a site for the
Studio that satisfies the site selection guidelines Franchisor provides to Developer and must submit to
Franchisor, in the form Franchisor specifies, a description of the site, a demographic study and other
information and materials Franchisor may reasonably require and shall represent in writing that Developer
has the option or other firm commitment to obtain the site. Franchisor will review information provided by
Developer for the site which may include the population of the work force or residents, character of the

neighborhood, household income, ingress and egress, and trade area. If on-site evaluations by Franchisor
are requested by Developer or determined to be necessary by Franchisor, then Franchisor or its designee
will, at Franchisor’s expense, provide a single on-site inspection in connection with each Studio that
Developer is required to open hereunder at Franchisor’s expense. Developer must reimburse Franchisor for
the reasonable expenses Franchisor incurs for any additional on-site evaluations, including, but not limited
to, the cost of travel, lodging, meals and wages of Franchisor’s representatives and employees.
C. LEASE OR PURCHASE OF SITE
Developer shall not make any binding commitment to purchase or lease real estate for a proposed
site for a ROW HOUSE Studio until the proposed site has been approved by Franchisor and a Franchise
Agreement has been executed by Franchisor and Developer (or its affiliate) for a Studio at such site.
Developer shall provide Franchisor with a copy of either the proposed contract of sale or lease relating to
the site before the Franchise Agreement is executed. Developer must comply with the conditions set forth
in the Franchise Agreement at issue in connection with the signing of such a lease, including ensuring that
both Developer and the landlord for the proposed site execute Franchisor’s prescribed from of Collateral
Assignment of Lease. Developer must use any approved or designated suppliers that Franchisor designates
in connection with the site selection and acquisition process.
D. FRANCHISE AGREEMENT
Franchisor will deliver a Franchise Agreement, in the then-current form, to Developer for execution
by Developer (or its affiliate). With the execution of this Agreement, Developer must concurrently execute
the Franchise Agreement establishing Developer’s first ROW HOUSE Studio and return both this
Agreement and the Franchise Agreement to Franchisor. If Developer fails to execute the Franchise
Agreement, Franchisor may, at its sole discretion, revoke its approval of the site and its offer to grant
Developer a franchise to operate a ROW HOUSE Studio at the site.
9. DEVELOPMENT FEE
Concurrently with the execution of this Agreement, Developer must pay to Franchisor a
nonrefundable area development fee equal to $___________ (the “Development Fee”). The Development
Fee is deemed fully earned by Franchisor upon execution of this Agreement in consideration of lost
development opportunities and is nonrefundable under any circumstances. Developer will not be required
to pay any additional initial franchise fee for each Studio opened pursuant to this Agreement upon executing
a Franchise Agreement for that Studio.
10. SUPERIORITY OF INDIVIDUAL FRANCHISE AGREEMENT
Developer understands and agrees that any and all individual Franchise Agreements executed by
Developer and Franchisor for ROW HOUSE Studios within the Development Area are independent of this
Agreement. The continued effectiveness of any Franchise Agreement does not depend on the continued
effectiveness of this Area Development Agreement. If any conflict arises with this Agreement and any
Franchise Agreement, the Franchise Agreement controls, has precedence and superiority (except with
respect to the opening deadline for each ROW HOUSE Studio Developer is granted the right to open under
this Agreement).
11. COVENANTS
A. Developer and the Representative covenant that during the term of this Agreement, except
as otherwise approved in writing by Franchisor, Developer and the Representative must devote substantial

time, energy and best efforts to the management and operation of the development activities required under
this Agreement.
B. Developer acknowledges that, as a participant in Franchisor’s System, Developer will

receive proprietary and confidential information and materials, trade secrets, and the unique methods,
procedures and techniques that Franchisor has developed. As such, Developer agrees to the covenants in
this Section to protect Franchisor, the System, Proprietary Marks and Franchisor’s other franchisees and
developers.
(1) During the term of this Agreement, neither Developer, its Principals, owners,
officers or guarantors, nor any immediate family of Developer, its Principals, owners, officers or guarantors,
may, directly or indirectly, for themselves or through, on behalf of, or in conjunction with any other person,
partnership or corporation:
(a) Own, maintain, engage in, be employed or serve as an officer, director, or

principal of, lend money or extend credit to or have any interest in or involvement with, any: (i) rowing
studio or other fitness, exercise or personal training business; (ii) any fitness, exercise or personal training
marketing or consulting business; (iii) any business offering products of a similar nature to those of the
Studio (each, a “Competing Business”); or (iv) offers or grants licenses or franchises, or establishes joint
ventures, for the ownership or operation of a Competing Business. For purposes of this Agreement, a
Competing Business does not include: (A) any business operated by Developer under a Franchise
Agreement with Franchisor; or (B) any business operated by a publicly-traded entity in which Developer
owns less than two percent (2%) legal or beneficial interest
(b) Employ or seek to employ any person who is at that time employed by
Franchisor, Franchisor’s affiliates or any other System franchisee or developer, or otherwise directly or
indirectly induce or seek to induce such person to leave his or her employment thereat; or
(c) Divert, or attempt to divert, any prospective customer to a Competing

Business in any manner.
(2) For a period of two (2) years after the expiration and nonrenewal, transfer or
termination of this Agreement, regardless of the cause, neither Developer, its Principals, owners, officers
and guarantors, nor any member of the immediate family of Developer, its Principals, owners, officers or
guarantors, may, directly or indirectly, for themselves or through, on behalf of, or in conjunction with any
other person, partnership or corporation, be involved with any business that competes in whole or in part
with Franchisor by offering or granting licenses or franchises, or establishing joint ventures, for the
ownership or operation of a Competing Business. The geographic scope of the covenant contained in this
Section is any location where Franchisor can demonstrate it has offered or sold franchises as of the date
this Agreement is terminated or expires.
(3) For a period of two (2) years after the expiration and nonrenewal, transfer or
termination of this Agreement, regardless of the cause, neither Developer, its Principals, owners, officers
and guarantors, nor any member of the immediate family of Developer, its Principals, owners, officers or
guarantors, may, directly or indirectly, for themselves or through, on behalf of, or in conjunction with any
other person, partnership or corporation:
(a) Own, maintain, engage in, be employed as an officer, director, or principal

of, lend money to, extend credit to or have any interest in or involvement with any other Competing
Business: (i) within the Development Area; or (ii) within a forty (40) mile radius of the perimeter of the
Development Area being granted hereunder or any other designated territory or development area licensed

by Franchisor to a ROW HOUSE Studio (whether franchised or company-owned) at any time from the date
of expiration or termination of this Agreement through the date Franchisee attempts to undertake the
competitive activity at issue; or
(b) Solicit business from customers of Developer’s former Studios or contact

any of Franchisor’s suppliers or vendors for any competitive business purpose, nor solicit any of
Franchisor’s other employees, or the employees of Franchisor’s affiliates or any other System franchisee
or developer to discontinue employment.
C. It is the parties’ intent that the provisions of this Section 11 be judicially enforced to the
fullest extent permissible under applicable law. Accordingly, the parties agree that any reduction in scope
or modification of any part of the noncompetition provisions contained herein shall not render any other
part unenforceable. In the event of the actual or threatened breach of this Section 11 by Developer, any of
Developer’s Principals, or any member of the immediate family of Developer or Developer’s Principals,
Franchisor shall be entitled to an injunction restraining such person from any such actual or threatened
breach. Developer acknowledges that the covenants contained herein are necessary to protect the goodwill
of other System franchisees and developers, and the System. Developer further acknowledges that
covenants contained in this Section 11 are necessary to protect Franchisor’s procedures and know-how
transmitted during the term of this Agreement. Developer agrees that in the event of the actual or threatened
breach of this Section 11, Franchisor’s harm will be irreparable and that Franchisor has no adequate remedy
at law to prevent such harm. Developer and the Principals agree to pay all costs and expenses (including
reasonable attorneys’ fees) incurred by Franchisor in connection with the enforcement of this Section 11.
Developer acknowledges and agrees on Developer’s own behalf and on behalf of the persons who are liable
under this Section 11 that each has previously worked or been gainfully employed in other careers and that
the provisions of this Section 11 in no way prevent any such person from earning a living. Developer
further acknowledges and agrees that the time limitation of this Section 11 shall be tolled during any default
under this Section 11.
D. Developer must ensure that all management personnel of Developer’s Studios opened
under this Agreement, as well as any officers or directors of Developer, execute Franchisor’s then-current
form of Confidentiality and Non-Competition Agreement. Developer must furnish Franchisor a copy of
each executed agreement.
E. Developer hereby agrees that the existence of any claim Developer may have against
Franchisor, whether or not arising from this Agreement, shall not constitute a defense to Franchisor’s
enforcement of the covenants contained in this Section 11. Developer agrees to pay all costs and expenses
(including reasonable attorneys’ fees) that Franchisor incurs in connection with the enforcement of this
Section 11.
F. Notwithstanding the foregoing, Franchisor reserves the right, in its sole discretion, to
reduce the period of time or geographic scope of the non-competition covenants set forth in this Section 11
and in Exhibit E, by written notice to Developer.
12. RELATIONSHIP OF THE PARTIES
A. The parties agree that this Agreement does not create a fiduciary relationship between
them, that Developer is an independent contractor and must at all times represent itself as an independent
contractor. This Agreement does not create either party as an agent, legal representative, subsidiary, joint
venturer, partner, employee or joint employer. Developer shall hold itself out to the public as an
independent contractor operating pursuant to this Agreement. Developer agrees to take any action necessary

to that end, including without limitation, exhibiting a notice on signage and member contracts, as required
by Franchisor as to content and manner of disclosure.
B. Developer understands and agrees that nothing in this Agreement authorizes Developer to
make any contract, agreement, warranty or representation on Franchisor’s behalf, or to incur any debt or
other obligation in Franchisor’s name and that Franchisor shall in no event assume liability for, or be
deemed liable under this Agreement as a result of any such action, or for any act or omission of Developer
in the conduct of its business pursuant to this Agreement or any claim or judgment arising therefrom.
C. Developer and each of the Principals shall, at all times, indemnify and hold harmless
Franchisor and its affiliate, successors and assigns and the officers, directors, shareholders, agents,
representatives and employees of each of them (“Indemnitees”) from all losses and expenses incurred in
connection with any formal or informal action, suit, proceeding, claim, demand, investigation or inquiry or
any settlement thereof, which arises out of or is based upon the action or negligence of Developer or any
Principal in any of the following:
(1) The infringement, alleged infringement, or any other violation or alleged violation
of any Proprietary Mark or other proprietary right owned by Franchisor;
(2) Claims of sexual harassment or discrimination by Developer’s employees or by a

guest at the Studio;
(3) The violation of any federal, state or local law, regulation, rule, standard or
directive, or any industry standard, including without limitation, health, sanitation and safety laws and
regulations;
(4) Libel, slander or any other form of defamation of Franchisor or the System, by
Developer or the Principals;
(5) The violation or breach by Developer or any of the Principals of any warranty,
representation, agreement or obligation of this Agreement or any Franchise Agreement; and
(6) Acts, errors or omissions of Developer or any of its agents, servants, employees,
contractors, partners, affiliates or representatives.
Notwithstanding anything contained in this Section 12(C), Developer will not be required to
indemnify, defend or hold Franchisor harmless for any claims or causes of action that arise solely out of
Franchisor’s gross negligence or willful misconduct.
D. Developer and each of the Principals agree to give Franchisor immediate notice of any such
action, suit, proceeding, claim, demand, inquiry or investigation.
E. Franchisor may, at any time and without notice, as it, in its reasonable discretion, consent,
or agree to settlement, or take such other remedial or corrective action as it deems expedient with respect
to the action, suit, proceeding, claim, demand, inquiry or investigation.
F. All losses and expenses incurred under this Section 12 shall be chargeable to and shall be
paid by Developer or any of the Principals pursuant to this Section 12, regardless of any actions, activity or
defense undertaken by Franchisor or the subsequent success or failure of such actions, activity or defense.
However, Franchisor will indemnify Developer from losses or expenses resulting from the direct result of
Franchisor’s negligence or intentional acts.

G. The phrase “losses and expenses” shall include, without limitation, all monetary losses,
compensatory, exemplary or punitive damages, fines, actual costs, expenses, lost profits, reasonable
attorneys’ fees, court costs, settlement amounts, judgments, damages to Franchisor’s reputation and
goodwill, costs of financing or advertising material and media costs and all expenses of recall, refunds,
compensation, public notices and such other amounts incurred in connection with the matters described.
H. Developer must give Franchisor notice of any such action immediately upon Developer
having received notice of any such action, claim or proceeding.
I. Under no circumstances shall Indemnitees be required or obligated to seek recovery from

third parties or otherwise mitigate their losses in order to maintain a claim against Developer. Developer
and the Principals agree that the failure of Franchisor to pursue recovery or mitigate loss from third parties
will in no way reduce the amounts recoverable from Developer or the Principals.
J. Developer and the Principals expressly agree that the terms of this Section 12 shall continue
in full force and effect after the termination, expiration or transfer of this Agreement or any interest herein.
13. PROPRIETARY MARKS
A. Developer acknowledges that Developer has no interest in or to the Proprietary Marks and
Developer’s right to use the Proprietary Marks is derived solely from the individual Franchise Agreements
entered into between Developer and Franchisor for the purpose of operating ROW HOUSE Studios.
Developer agrees that all usage of the Proprietary Marks by Developer and any goodwill established
exclusively benefits Franchisor. Developer agrees that after termination or expiration of this Agreement,
Developer will not, except with respect to ROW HOUSE Studios operated by Developer under individual
Franchise Agreements, directly or indirectly, at any time or in any manner identify itself or any business as
a Developer or former Developer of, or otherwise associated with, Franchisor or use in any manner or for
any purpose any Proprietary Mark or other indicia of a ROW HOUSE Studio or any colorable imitation.
B. Developer must not use any Proprietary Mark as part of any corporate or trade names or
with any prefix, suffix, or other modifying words, terms, designs, or symbols, or in any modified form, nor
may Developer use any Proprietary Mark in connection with any business or activity, other than the
business conducted by Developer under Franchise Agreements entered into between Developer and
Franchisor, or in any other manner not explicitly authorized in writing by Franchisor.
C. Developer must immediately notify Franchisor in writing of any apparent infringement of

or challenge to Developer’s use of any Proprietary Mark, or claim by any person of any rights in any
Proprietary Mark or similar trade name, trademark, or service mark of which Developer becomes aware.
Developer must not communicate with any person other than Franchisor and its counsel regarding any
infringement, challenge or claim. Franchisor has sole discretion to take action it deems appropriate and the
right to exclusively control any litigation, U.S. Patent and Trademark Office proceeding or other
administrative proceeding arising out of any infringement, challenge, or claim or otherwise relating to any
Proprietary Mark.
D. Franchisor has registered the domain name www.therowhouse.com. Developer

acknowledges that Franchisor is the lawful and sole owner of this domain name, which incorporates the
trademark ROW HOUSE. Developer agrees not to register the trademark ROW HOUSE or any of the
Proprietary Marks now or hereafter owned by Franchisor or any abbreviation, acronym or variation of the
Proprietary Marks, or any other name that could be deemed confusingly similar, as Internet domain names,
including, but not limited to, generic and country code top level domain names available at the present time
or in the future.

E.
Developer agrees and acknowledges that this Agreement does not grant Developer any
rights whatsoever to use any Proprietary Mark, and that such rights are only granted through Developer’s
timely execution of a Franchise Agreement that will govern the operation of a ROW HOUSE Studio that
Developer is required to open pursuant to the Development Schedule.
14. TERMINATION
A. Franchisor may terminate this Agreement for a material default of this Agreement by
Developer and all rights granted herein shall automatically terminate upon written notice to Developer,
upon the occurrence of any of the following:
(1) If Developer becomes insolvent, makes a general assignment for the benefit of
creditors; files a voluntary petition in bankruptcy, or an involuntary petition is filed against Developer in
bankruptcy; or Developer is adjudicated bankrupt; or if a bill in equity or other proceeding for the
appointment of a receiver of Developer or other custodian for Developer or assets is filed and consented to
by Developer; or if a receiver or other custodian (permanent or temporary) of Developer’s assets or
property, or any part thereof, is appointed by a court of competent jurisdiction; or if a proceeding for a
composition of creditors under any state or federal law should be initiated against Developer; or if a final
judgment remains unsatisfied or of record for thirty (30) days or longer, (unless supersedeas bond is filed);
or if Developer is dissolved; or if execution is levied against Developer; or if a suit to foreclose any lien or
mortgage against the premises or Studio is levied; or if the real or personal property of Studio is sold after
levy thereon by any sheriff, marshal or law officer;
(2) If Developer or any of its Principals fail to comply with Section 11 of this
Agreement;
(3) If Developer or a Principal discloses the contents of the Manuals or other

confidential information contrary to this Agreement;
(4) If an immediate threat or danger to public health or safety results from the
operation of a Studio operated by Developer under a Franchise Agreement;
(5) If Developer or a Principal has made material misrepresentations in connection

with its application for the franchise;
(6) If Developer fails on three (3) or more occasions within any one (1) year period to
comply with one (1) or more provisions of this Agreement, whether or not such failures to comply are cured
after notice thereof is delivered to Developer; or
(7) Failure to comply with the conditions of transfer of any interest in Developer as
required of this Agreement.
B. Franchisor may terminate this Agreement and all rights granted herein, upon thirty (30)
days written notice to Developer, or a less time as specified below, for a material default of this Agreement,
which shall constitute good cause for termination and the failure of Developer to cure the good cause for
termination within the notice period. Good cause for termination shall be the occurrence of any one of the
following events of default:
(1) If Developer fails to meet the development requirements set forth in the
Development Schedule;

(2) If Developer fails to develop, open and operate each Studio and execute each
Franchise Agreement in compliance with this Agreement;
(3) If Developer fails to designate a qualified replacement Representative;
(4) If Developer misappropriates, misuses or makes any unauthorized use of the

Proprietary Marks or materially impairs the goodwill associated with the Proprietary Marks or with the
System and does not cure such default following written notice from Franchisor;
(5) If Developer, fails, refuses or is unable to promptly pay when due any monetary
obligation to Franchisor or its affiliate required by this Agreement, or by any Franchise Agreement or any
other agreement between the parties and does not cure the monetary default within fourteen (14) days
following written notice from Franchisor;
(6) If Developer fails to correct a deficiency of a health, sanitation, or safety issue after
notice of such deficiency is issued by a local, state, or federal agency or regulatory authority; or
(7) If Developer fails to comply with any other material term or material condition
imposed by this Agreement or any Franchise Agreement executed pursuant thereto.
C. Failure of Developer to cure the default within the specified time, or a longer period of
time as applicable law may require, will result in Developer’s rights under this Agreement to be terminated
effective on the expiration of the notice period, and without further notice to Developer.
D. Upon termination of this Agreement, Developer has no right to establish or operate any
Studio for which an individual Franchise Agreement has not already been executed by both Franchisor and
Developer, as well as delivered to Developer, as of the date of termination. Franchisor, effective upon
termination of this Agreement, shall have the absolute right and is entitled to establish, and to license others
to establish, ROW HOUSE Studios in the Development Area, except as may be otherwise provided under
any Franchise Agreement which is then in effect between Franchisor and Developer.
E. No default under this Agreement shall constitute a default under any Franchise Agreement
between the parties, unless Developer’s acts or omissions also violate the terms and conditions of the
applicable Franchise Agreement.
F. No right or remedy herein conferred upon or reserved to the Franchisor is exclusive of any
other right or remedy provided or permitted by law or in equity.
15. EFFECT OF TERMINATION AND EXPIRATION
All obligations of Franchisor and Developer under this Agreement, which expressly or by their
nature survive the expiration or termination of this Agreement, continue in full force and effect after the
expiration or termination of this Agreement and until they are satisfied in full or by their nature expire.
16. TRANSFER OF INTEREST
A. BY FRANCHISOR
Franchisor has the absolute right to transfer or assign this Agreement and all or any part of its rights,
duties or obligations to any person or legal entity without the consent of or notice to Developer. This
Agreement shall inure to the benefit of, and be binding on the successors and assigns of Franchisor.

B. DEVELOPER MAY NOT ASSIGN WITHOUT APPROVAL OF THE
FRANCHISOR
Developer understands and acknowledges that the rights and duties created by this Agreement are
personal to Developer and its owners and that Franchisor has granted these rights to Developer in reliance
upon the individual or collective character, skill, aptitude, attitude, business ability and financial capacity
of Developer and/or its owners. Unless otherwise provided with respect to an assignment to an entity
controlled by Developer as provided in Section 16(D), none of these rights nor any ownership interest in
Developer may be voluntarily, involuntarily, directly or indirectly, assigned, sold, conveyed, pledged, sub-
franchised or otherwise transferred by Developer or its owners (including by merger or consolidation, by
issuance of additional securities representing an ownership interest in Developer, by conversion of a general
partnership to a limited partnership, by transfer or creation of an interest as a general partner of a
partnership, by transfer of an interest in Developer or in this Agreement in a divorce proceeding, or if
Developer or an owner of Developer dies, by will, declaration of or transfer in trust or the laws of the
intestate succession) without the approval of Franchisor. Any attempted assignment or transfer without
such approval will constitute a breach of this Agreement and will not transfer any rights or interests to such
assignee or transferee.
C. CONDITIONS FOR APPROVAL OF ASSIGNMENT
If Developer is in substantial compliance with this Agreement, Franchisor shall not unreasonably
withhold its approval of an assignment or transfer contemplated by Section 16(B) so long as the proposed
assignee or transferer has good and moral character, sufficient business experience and aptitude to develop
and own and operate Studios, and otherwise meets Franchisor’s then-current standards for developers and
System franchisees. Franchisor may require that any one or more of the following conditions be met before,
or concurrently with, the effective date of any such assignment or transfer:
(1) All the accrued monetary obligations of Developer or any of its affiliates and all
other outstanding obligations to Franchisor or its affiliate arising under this Agreement or any Franchise
Agreement or other agreement between them and all trade accounts and any other debts to Franchisor, of
whatsoever nature, prior to the transfer becoming effective shall be satisfied;
(2) Developer and its affiliates are not in material default of any substantive provision
of this Agreement, any amendment hereof or successor hereto, or any Franchise Agreement granted
pursuant to its terms, or other agreement between Developer or any of its affiliates and Franchisor or its
affiliate;
(3) Developer and its Principals, as applicable, shall have executed a general release,
in a form satisfactory to Franchisor, releasing Franchisor of any and all claims against Franchisor and its
affiliate and their respective past and present partners, the past and present officers, directors, shareholders,
partners, agents, representatives, independent contractors, servants and employees of each of them, in their
corporate and individual capacities, including, without limitation, claims arising under or related to this
Agreement and any other agreements between Developer and Franchisor, or under federal, state or local
laws, rules, and regulations or orders;
(4) The transferee shall demonstrate to Franchisor’s satisfaction that the transferee
meets the criteria considered by Franchisor when reviewing a prospective developer’s application for
development rights, including, but not limited to, Franchisor’s managerial and business experience
standards, that the transferee possesses good moral character, business reputation and credit rating; that the
transferee has the aptitude, financial resources and capital committed for the operation of the business, and

the geographic proximity of other territories with respect to which transferee has been granted development
rights or of other ROW HOUSE Studios operated by transferee, if any;
(5) The transferee must, at Franchisor’s option, either (i) sign a written assumption
agreement, in a form prescribed by Franchisor, assuming full, unconditional, joint and several liability from
the date of the transfer of all obligations, covenants and agreements of Developer in this Agreement, and
(ii) Franchisor’s then-current form of development agreement that will then govern the remainder of the
original Development Schedule. If transferee is a corporation, limited liability company or a partnership,
transferee’s shareholders, partners, members or other investors, as applicable, shall also execute such
agreement;
(6) Developer shall pay a transfer fee equal to 50% of the Development Fee to
Franchisor at the time of transfer, unless the transfer is being made: (i) to an immediate family member of
Developer that Franchisor approves pursuant to Section 16(F); or (ii) in the form of an encumbrance of the
assets of any Franchised Business (or a subordinating Franchisor’s security interest in such assets) as a
necessary condition to obtain SBA or traditional bank financing;
(7) Developer acknowledges and agrees that each condition, which must be met by the
transferee, is reasonable and necessary; and
(8) Developer must pay any referral fees or commissions that may be due to any
franchise broker, sales agent or other third party upon the occurrence of such assignment.
Franchisor’s consent to a transfer of any interest in Developer described herein shall not constitute
a waiver of any claims it may have against the transferring party, nor shall it be deemed a waiver of
Franchisor’s right to demand exact compliance with any of the terms of this Agreement by the transferee.
Upon an approved transfer under this Section, Developer will only be bound by, and liable in connection
with, its post-term obligations under this Agreement.
D. ASSIGNMENT TO A CORPORATION OR LIMITED LIABILITY COMPANY
(1) Notwithstanding the provisions of this Section 16 of this Agreement, upon thirty
(30) days’ prior written notice to Franchisor, and without payment of a transfer fee, Developer may assign
this Agreement to a corporation or limited liability company that conducts no business other than the
development and/or operation of ROW HOUSE Studios. Developer shall be the owner of all the voting
stock or interest of the corporation or limited liability company, or if Developer is more than one individual,
each individual shall have the same proportionate ownership interest in the corporation as he had in
Developer before the transfer. Developer and each of its Principals, as applicable, may transfer, sell or
assign their respective interests in Developer, by and amongst themselves with Franchisor’s prior written
consent, which consent shall not be unreasonably withheld; but may be conditioned on compliance with
Section 11, except that such transfer, sale or assignment shall not effect a change in the controlling interest
in Developer.
(2) Any person who is or becomes a shareholder or member of Developer or has or

acquires beneficial ownership of any shares of stock equal to or greater than ten percent (10%) ownership
interest in Developer must execute an agreement in substantially the form of the attached Guaranty and
Assumption of Obligations undertaking to be bound jointly and severally to all provisions of this
Agreement. Developer must furnish Franchisor at any time upon request a certified copy of the articles of
incorporation or articles of organization and a list, in a form Franchisor requires, of all shareholders or
members of record and all persons having beneficial ownership of shares of stock, reflecting their respective
interests in Developer.

E. RIGHT OF FIRST REFUSAL
If Developer receives and desires to accept any bona fide offer to transfer an ownership interest in
this Agreement from a third party, then the Developer shall promptly notify Franchisor in writing and send
Franchisor an executed copy of the contract of transfer. Franchisor shall have the right and option,
exercisable within thirty (30) days after actual receipt of such notification or of the executed contract of
transfer which shall describe the terms of the offer, to send written notice to Developer that Franchisor
intends to purchase the Developer’s interest on the same terms and conditions offered by the third party.
Closing on the purchase must occur within sixty (60) days from the date of notice by Franchisor to the
Developer of Franchisor’s election to purchase. If Franchisor elects not to accept the offer within the thirty
(30) day period, Developer shall have a period not to exceed sixty (60) days to complete the transfer subject
to the conditions for approval set forth in Section 16(C) of this Agreement. Any material change in the
terms of any offer before closing shall constitute a new offer subject to the same rights of first refusal by
Franchisor as in the case of an initial offer. Failure of Franchisor to exercise the option afforded by this
Section 16 shall not constitute a waiver of any other provision of this Agreement. If the offer from a third
party provides for payment of consideration other than cash or involves certain intangible benefits,
Franchisor may elect to purchase the interest proposed to be sold for the reasonable cash equivalent, or any
publicly-traded securities, including its own, or intangible benefits similar to those being offered. If the
parties cannot agree within a reasonable time on the reasonable cash equivalent of the non-cash part of the
offer, then such amount shall be determined by an independent appraiser designated by Franchisor, and his
determination shall be binding.
F. DEATH OR DISABILITY
Upon the death or permanent disability of Developer (or the managing shareholder, managing
member or partner), the executor, administrator, conservator or other personal representative of that person,
or the remaining shareholders, partners or members, must appoint a competent manager that is approved
by Franchisor within ninety (90) days from the date of death or permanent disability (the “90 Day Period”).
Before the end of the 90 Day Period, the appointed manager must attend and successfully complete
Franchisor’s training program and must either execute Franchisor’s then-current form of area development
agreement for the unexpired term of this Agreement, or furnish a personal guaranty of any partnership,
corporate or limited liability company Developer’s obligations to Franchisor and Franchisor’s affiliates. If
the Studio is not being managed by a Franchisor approved manager during the 90 Day Period, Franchisor
is authorized, but is not required, to immediately appoint a manager to maintain the operations of
Developer’s Studios for and on behalf of Developer until an approved assignee is able to assume the
management and operation of the Studio. Franchisor’s appointment of a manager of the Studio does not
relieve Developer of his obligations, and Franchisor is not liable for any debts, losses, costs or expenses
incurred in the operations of the Studio or to any creditor of Developer for any products, materials, supplies
or services purchased by the Studio during any period in which it is managed by Franchisor’s appointed
manager. Franchisor has the right to charge a reasonable fee for management services and to cease to
provide management services at any time. Franchisor’s right of first refusal set forth in Section 16(E) will
not apply to a transfer under this Section if the transferee is an immediate family member of Developer that
Franchisor approves.
G. PUBLIC OR PRIVATE OFFERINGS
(1) Developer acknowledges that the written information used to raise or secure funds
can reflect upon Franchisor. Developer agrees to submit any written information intended to be used for
that purpose to Franchisor before its inclusion in any registration statement, prospectus or similar offering
circular or memorandum. This requirement applies under the following conditions: (i) if Developer
attempts to raise or secure funds by the sale of securities in Developer or any affiliate of Developer

(including common or preferred stock, bonds, debentures or general or limited partnership interest) and (ii)
if any of its owners attempt to raise or secure funds by the sale of securities in Developer or any affiliate of
Developer (including common or preferred stock, bonds, debentures or general or limited partnership
interests) Developer (or any of its owners) agrees not to use the written materials submitted to Franchisor
or any other written materials to raise or secure funds unless and until Franchisor approves of the language.
No information respecting Franchisor or its affiliate shall be included in any securities disclosure document,
unless that information has been furnished to Franchisor, in writing, pursuant to the written request of the
Developer. The written request shall state the specific purpose for which the information is to be used.
Should Franchisor, in its sole discretion, object to any reference to Franchisor or its affiliate or any of their
businesses in the offering literature or prospectus, the literature or prospectus shall not be used unless and
until the objections of Franchisor are withdrawn. Franchisor assumes no responsibility for the offering
whatsoever. Developer must pay Franchisor a public offering fee of Three Thousand Five Hundred Dollars
($3,500) for the costs to Franchisor to review the information. The written consent of Franchisor pursuant
to this Paragraph G does not imply or constitute the approval of Franchisor with respect to the method of
financing, the offering literature submitted to Franchisor or any other aspect of the offering.
(2) The prospectus or other literature utilized in any offering must contain the
following language in bold-face type on the first textual page:
“NEITHER ROW HOUSE FRANCHISE, LLC NOR ITS AFFILIATE NOR ANY
OF ITS AFFILIATE’S SUBSIDIARIES IS DIRECTLY OR INDIRECTLY THE
ISSUER OF THE SECURITIES OFFERED. NEITHER ROW HOUSE
FRANCHISE, LLC NOR ITS AFFILIATE NOR ANY OF ITS AFFILIATE’S
SUBSIDIARIES ASSUMES ANY RESPONSIBILITY WITH RESPECT TO THIS
OFFERING AND/OR THE ADEQUACY OR ACCURACY OF THE
INFORMATION SET FORTH, INCLUDING ANY STATEMENTS MADE WITH
RESPECT TO ANY OF THEM. NEITHER ROW HOUSE FRANCHISE, LLC
NOR ITS AFFILIATE NOR ANY OF ITS AFFILIATE’S SUBSIDIARIES
ENDORSES OR MAKES ANY RECOMMENDATION WITH RESPECT TO THE
INVESTMENT CONTEMPLATED BY THIS OFFERING.”
(3) Developer and each of its owners agrees to indemnify, defend and hold harmless
Franchisor and its affiliate, and their respective officers, directors, employees and agents, from any and all
claims, demands, liabilities, and all costs and expenses (including reasonable attorneys’ fees) incurred by
Franchisor as the result of the offer or sale of securities. This Agreement applies to any and all claims,
demands, liabilities, and all costs and expenses (including reasonable attorneys’ fees) asserted by a
purchaser of any security or by a governmental agency. Franchisor has the right (but not the obligation) to
defend any claims, demands or liabilities and/or to participate in the defense of any action to which
Franchisor or its affiliate or any of their respective officers, directors, employees or agents is named as a
party.
H. NOTICE TO FRANCHISOR
Provided Developer is not then a public company, if any person holding an interest in Developer
(other than Developer or a Principal, which parties shall be subject to the provisions set forth above)
transfers such interest, then Developer shall promptly notify Franchisor of such proposed transfer in writing
and provide information as Franchisor may reasonably request before the transfer. The transferee may not
be one of Franchisor’s competitors. The transferee must execute a Confidentiality Agreement and Ancillary
Covenants Not to Compete in the form then required by Franchisor, which form shall be in substantially
the same form attached hereto as Exhibit E. Franchisor also reserves the right to designate the transferee
as one of the Principals. If Developer is a public company, this provision applies only to transfers in interest

by Principals or to any person or entity controlling more than ten percent (10%) of Developer’s voting
stock.
17. APPROVALS
A. Wherever this Agreement requires the prior approval or consent of Franchisor, Developer
shall make a timely written request to Franchisor for such approval or consent.
B. Franchisor makes no warranties or guarantees upon which Developer may rely and
assumes no liability or obligation to Developer or to any third party to which it would not otherwise be
subject, by providing any waiver, approval, advise, consent, or services to Developer in connection with
this Agreement, or by any reason of neglect, delay or denial of any request therefor.
18. NONWAIVER
A. No failure of Franchisor to exercise any power reserved to it by this Agreement, or to insist

upon strict compliance by Developer or Principals with any obligation or condition hereunder, and no
custom or practice of the parties at variance with the terms hereof, shall constitute a waiver or estoppel of
Franchisor’s right to demand exact compliance with any of the terms herein and Developer and the
Principals warrant and undertake that it shall not rely on such failure, custom or practice. Waiver by
Franchisor of any particular default by Developer or any of the Principals shall not affect or impair
Franchisor’s rights with respect to any subsequent default of the same, similar or different nature, nor shall
delay, forbearance, or omission of Franchisor to exercise any power or right arising out of any breach or
default by its other developers or by Developer of any of the terms, provisions, or covenants hereof, affect
or impair Franchisor’s right to exercise the same, nor shall such constitute a waiver by Franchisor of any
right hereunder, or the right to declare any subsequent breach or default and to terminate this Agreement
prior to the expiration of its term. Subsequent acceptance by Franchisor of any payments due to it hereunder
shall not be deemed to be a waiver by Franchisor of any preceding breach by Developer of any terms,
covenants or conditions of this Agreement.
B. All rights and remedies of the parties hereto shall be cumulative and not alternative, in
addition to and not exclusive of any other rights or remedies which are provided for herein or which may
be available at law or in equity in case of any breach, failure or default or threatened breach, failure or
default of any term, provision or condition of this Agreement, the rights and remedies of the parties hereto
shall be continuing and shall not be exhausted by any one or more uses thereof, and may be exercised at
any time or from time to time as often as may be expedient; and any option or election to enforce any such
right or remedy may be exercised or taken at any time and from time to time. The expiration or early
termination of this Agreement shall not discharge or release Developer from any liability or obligation then
accrued, or any liability or obligation continuing beyond, or arising out of, the expiration or early
termination of this Agreement.
19. DEVELOPER’S RECORDS AND REPORTS
A. Developer must keep accurate records concerning all transactions and written
communications between Franchisor and Developer relating to the development and operation of Studios
in the Development Area. Franchisor’s duly authorized representative has the right, following reasonable
notice, at all reasonable hours of the day to examine all Developer’s records with respect to the subject
matter of this Agreement, and has full and free access to records for that purpose and for the purpose of
making extracts. All records must be kept available for at least three (3) years after preparation.

B. Developer must furnish to Franchisor monthly written reports regarding Developer’s
progress on the development of ROW HOUSE Studios under this Agreement.
20. NOTICES AND PAYMENTS
All written notices and reports permitted or required to be delivered by the provisions of this
Agreement or of the Manuals shall be deemed so delivered at the time delivered by hand or by e-mail with
receipt confirmed by the receiving party or one (1) business day after sending by overnight courier with
delivery confirmed and addressed to the party to be notified at its most current address of which the
notifying party has been notified. The following addresses for the parties shall be used unless and until a
different address has been designated by written notice to the other party:
Notices to Franchisor:

Irvine, CA 92614
With an additional copy to:

Fisher Zucker, LLC
Attn: Lane Fisher
21 South 21st Street
Philadelphia, PA 19103
Notice to Developer:
______________________________
______________________________
______________________________
______________________________
ATTN: ________________________
21. GOVERNING LAW
This Agreement is governed by the laws of the state of California without reference to this state’s
conflict of laws principles, except that: (i) any disputes or actions involving any non-competition covenants
set forth in any agreement with us, including the interpretation and enforcement thereof, must be governed
by the law of the state where the Studio is located.; and (ii) any franchise-specific or franchise-applicable
laws of California, including those related to pre-sale disclosure and the franchise relationship generally,
will not apply to this Agreement or franchise awarded hereunder unless the awarding of said franchise
specifically falls within the scope of such California laws, regulations or statutes without reference to and
independent of any reference to this choice of law provision.
22. ARBITRATION AND OTHER DISPUTE RESOLUTION PROVISIONS
A. Developer must first bring any claim or dispute between Developer and Franchisor to
Franchisor’s management and make every effort to resolve the dispute internally. Developer must exhaust
this internal dispute resolution procedure before Developer may bring Developer’s dispute before a third
party. This agreement to first attempt resolution of disputes internally shall survive termination or expiration
of this Agreement.

B. At Franchisor’s option, all claims or disputes between Developer and Franchisor (or its
affiliates) arising out of, or in any way relating to, this Agreement or any other agreement by and between
Developer and Franchisor (or its affiliates), or any of the parties’ respective rights and obligations arising
from such agreement, which are not first resolved through the internal dispute resolution procedure sent
forth in Section 22(A) above, will be submitted first to mediation to take place at Franchisor’s then-current
headquarters under the auspices of the American Arbitration Association (“AAA”), in accordance with
AAA’s Commercial Mediation Rules then in effect. Before commencing any legal action against
Franchisor or its affiliates with respect to any such claim or dispute, Developer must submit a notice to
Franchisor, which specifies, in detail, the precise nature and grounds of such claim or dispute. Franchisor
will have a period of thirty (30) days following receipt of such notice within which to notify Developer as
to whether Franchisor or its affiliates elects to exercise its option to submit such claim or dispute to
mediation. Developer may not commence any action against Franchisor or its affiliates with respect to any
such claim or dispute in any court unless Franchisor fails to exercise its option to submit such claim or
dispute to mediation, or such mediation proceedings have been terminated either: (i) as the result of a written
declaration of the mediator(s) that further mediation efforts are not worthwhile; or (ii) as a result of a written
declaration by Franchisor. Franchisor’s rights to mediation, as set forth herein, may be specifically enforced
by Franchisor. Each party will bear its own cost of mediation and Franchisor and Developer will share
mediator fees equally. This agreement to mediate will survive any termination or expiration of this
Agreement. The parties will not be required to first attempt to mediate a controversy, dispute, or claim
through mediation as set forth in this Section 22(B) if such controversy, dispute, or claim concerns an
allegation that a party has violated (or threatens to violate, or poses an imminent risk of violating): (i) any
federally protected intellectual property rights in the Proprietary Marks, the System, or in any confidential
information; (ii) any of the restrictive covenants contained in this Agreement; and (iii) any of Developer’s
payment obligations under this Agreement.
C. Developer and Franchisor believe that it is important to resolve any disputes amicably,
quickly, cost effectively and professionally, and to return to business as soon as possible. Subject to Sections
22(D)-(E) of this Agreement, Developer and Franchisor have agreed that the provisions of this Article 22
support these mutual objectives and, therefore, agree that any litigation, claim, dispute, suit, action,
controversy, or proceeding of any type whatsoever including any claim for equitable relief and/or where
either party is acting as a “private attorney general,” suing pursuant to a statutory claim or otherwise,
between or involving Developer and Franchisor on whatever theory and/or facts based, and whether or not
arising out of this Agreement, (“Claim”) will be processed in the following manner:
a. Developer and Franchisor each expressly waives all rights to any court proceeding, except
as expressly provided in Sections 22(B) and 22(C), below.
b. All Claims shall be submitted to and resolved by binding arbitration in Orange County,
California, before and in accordance with the arbitration rules of the American Arbitration
Association. Judgment upon the award rendered by the arbitrator shall be entered in any
Court having jurisdiction thereof.
c. Franchisor and Developer agree that any arbitration between Franchisor and Developer
shall be of Developer’s individual claim and that the claim subject to arbitration shall not
be arbitrated on a class-wide basis.
d. This arbitration provision shall be deemed to be self-executing, and in the event either party
fails to appear at any properly noticed arbitration proceeding, an award may be entered
against such party notwithstanding said failure to appear.

e. In no event shall Franchisor be liable to Developer for punitive damages in any action
arising out of or relating to this Agreement, or any breach, termination or cancellation
hereof.
f. Any arbitration proceeding conducted under this Section, including all demands, filings
and evidence submitted in connection therewith, must be kept strictly confidential, unless
Franchisor agrees otherwise in writing.
D. Developer acknowledges and agrees that irreparable harm could be caused to Franchisor
by Developer’s violation of certain provisions of this Agreement and, as such, in addition to any other relief
available at law or equity, Franchisor shall be entitled to obtain in any court of competent jurisdiction,
without bond, restraining orders or temporary or permanent injunctions in order to enforce, among other
items, the provisions of this Agreement relating to: (i) Developer’s use of the Proprietary Marks and
confidential information; (ii) the in-term covenant not to compete, as well as any other violations of the
restrictive covenants set forth in this Agreement; (iii) Developer’s obligations on termination or expiration
of this Agreement; (iv) disputes and controversies based on or arising under the Lanham Act, as now or
hereafter amended; (v) disputes and controversies involving enforcement of the Franchisor’s rights with
respect to confidentiality under this Agreement; and (vi) to prohibit any act or omission by Developer or
its employees that constitutes a violation of applicable law, threatens Franchisor’s franchise system or
threatens other franchisees of Franchisor. Developer’s only remedy if such an injunction is entered will be
the dissolution of the injunction, if appropriate, and Developer waives all damage claims if the injunction
is wrongfully issued.
E. Franchisor’s officers, directors, shareholders, agents and/or employees are express third
party beneficiaries of the provisions of this Agreement, including the dispute resolution provisions set forth
in Section 22 of this Agreement, each having authority to specifically enforce the right to mediate claims
asserted against such person(s) by Developer.
F. As a condition precedent to commencing an action for damages or for violation or breach

of this Agreement, Developer must notify Franchisor within thirty (30) days after the occurrence of the
violation or breach, and failure to timely give such notice shall preclude any claim for damages.
G. Developer shall not withhold all or any part of any payment to Franchisor or any of its
affiliates on the grounds of Franchisor’s alleged nonperformance or as an offset against any amount
Franchisor or any of Franchisor’s affiliates allegedly may owe Developer under this Agreement or any
related agreements.
H. Developer further agrees that no cause of action arising out of or under this Agreement
may be maintained by Developer against Franchisor unless brought before the expiration of one (1) year
after the act, transaction or occurrence upon which such action is based or the expiration of one year after
the Developer becomes aware of facts or circumstances reasonably indicating that Developer may have a
claim against Franchisor hereunder, whichever occurs sooner, and that any action not brought within this
period shall be barred as a claim, counterclaim, defense, or set-off. Developer hereby waives the right to
obtain any remedy based on alleged fraud, misrepresentation, or deceit by Franchisor, including, without
limitation, rescission of this Agreement, in any mediation, judicial, or other adjudicatory proceeding arising
hereunder, except upon a ground expressly provided in this Agreement, or pursuant to any right expressly
granted by any applicable statute expressly regulating the sale of franchises, or any regulation or rules
promulgated thereunder.
I. Developer hereby waives to the fullest extent permitted by law, any right to or claim for
any punitive, exemplary, incidental, indirect, special or consequential damages (including, without

limitation, lost profits) against Franchisor arising out of any cause whatsoever (whether such cause be based
in contract, negligence, strict liability, other tort or otherwise) and agrees that in the event of a dispute, that
Developer’s recovery is limited to actual damages. If any other term of this Agreement is found or
determined to be unconscionable or unenforceable for any reason, the foregoing provisions shall continue
in full force and effect, including, without limitation, the waiver of any right to claim any consequential
damages. Nothing in this Section or any other provision of this Agreement shall be construed to prevent
Franchisor from claiming and obtaining expectation or consequential damages, including lost future
royalties for the balance of the term of this Agreement if it is terminated due to Developer’s default, which
the parties agree and acknowledge Franchisor may claim under this Agreement.
J. THE PARTIES HEREBY AGREE TO WAIVE TRIAL BY JURY IN ANY ACTION,

PROCEEDING OR COUNTERCLAIM, WHETHER AT LAW OR EQUITY, REGARDLESS OF
WHICH PARTY BRINGS SUIT. THIS WAIVER SHALL APPLY TO ANY MATTER WHATSOEVER
BETWEEN THE PARTIES HERETO WHICH ARISES OUT OF OR IS RELATED IN ANY WAY TO
THIS AGREEMENT OR THE PERFORMANCE OF EITHER PARTY.
K. THE PARTIES AGREE THAT ALL PROCEEDINGS ARISING OUT OF OR

RELATED TO THIS AGREEMENT WILL BE CONDUCTED ON AN INDIVIDUAL, NOT A CLASS-
WIDE BASIS, AND THAT ANY PROCEEDING BETWEEN DEVELOPER, DEVELOPER’S
GUARANTORS AND FRANCHISOR OR ITS AFFILIATES/OFFICERS/EMPLOYEES MAY NOT BE
CONSOLIDATED WITH ANY OTHER PROCEEDING BETWEEN FRANCHISOR AND ANY
OTHER THIRD PARTY.
23. ENFORCEMENT
A. SEVERABILITY AND SUBSTITUTION OF VALID PROVISIONS
(1) Except as expressly provided to the contrary in this Agreement, each section,
paragraph, term and provision of this Agreement, is considered severable and if, for any reason, any portion
of this Agreement is held to be invalid, contrary to, or in conflict with any applicable present or future law
or regulation in a final, unappealable ruling issued by any court, agency or tribunal with competent
jurisdiction in a proceeding to which Franchisor is a party, that ruling shall not impair the operation of, or
have any other effect upon, other portions of this Agreement as may remain otherwise intelligible, which
shall continue to be given full force and effect and bind the parties to this Agreement, although any portion
held to be invalid shall be deemed not to be a part of this Agreement from the date the time for appeal
expires, if Developer is a party, otherwise upon Developer’s receipt of a notice of non-enforcement from
Franchisor.
(2) If any applicable and binding law or rule of any jurisdiction requires a greater prior
notice of the termination of this Agreement than is required in this Agreement, or the taking of some other
action not required, or if under any applicable and binding law or rule of any jurisdiction, any provision of
this Agreement or any specification, standard or operating procedure Franchisor prescribes is invalid or
unenforceable, the prior notice and/or other action required by law or rule shall be substituted for the
comparable provisions, and Franchisor has the right, in its sole discretion, to modify the invalid or
unenforceable provision, specification, standard or operating procedure to the extent required to be valid
and enforceable. Developer agrees to be bound by any promise or covenant imposing the maximum duty
permitted by law which is prescribed within the terms of any provision of this Agreement, as though it were
separately articulated in and made a part of this Agreement, that may result from striking from any of the
provisions, or any specification, standard or operating procedure Franchisor prescribes, any portion or
portions which a court may hold to be unenforceable in a final decision to which Franchisor is a party, or
from reducing the scope of any promise or covenant to the extent required to comply with a court order.

Modifications to this Agreement shall be effective only in that jurisdiction, unless Franchisor elects to give
them greater applicability, and this Agreement shall be enforced as originally made and entered into in all
other jurisdictions.
B. EXCEPTIONS
Neither Franchisor nor Developer are liable for loss or damage or deemed to be in breach of this
Agreement if its failure to perform its obligations results from: (1) transportation shortages, inadequate
supply of labor, material or energy, or the voluntary foregoing of the right to acquire or use any of the
foregoing in order to accommodate or comply with the orders, requests, regulations, recommendations or
instructions of any federal, state or municipal government or any department or agency; (2) compliance
with any law, ruling, order, regulation, requirement or instruction of any federal, state, or municipal
government or any department or agency; (3) acts of God; (4) acts or omissions of the other party; (5) fires,
strikes, embargoes, war or riot; or (6) any other similar event or cause. Any delay resulting from any of
these causes shall extend performance accordingly or excuse performance, in whole or in part, as may be
reasonable.
C. RIGHTS OF PARTIES ARE CUMULATIVE
The rights of Franchisor and Developer under this Agreement are cumulative and no exercise or
enforcement by Franchisor or Developer of any right or remedy precludes the exercise or enforcement by
Franchisor or Developer of any other right or remedy which Franchisor or Developer is entitled by law to
enforce.
D. COSTS AND ATTORNEYS’ FEES
If Developer is in breach or default of any monetary or non-monetary obligation under this

Agreement or any related agreement between Developer and Franchisor and/or Franchisor’s affiliates, and
Franchisor engages an attorney to enforce Franchisor’s rights (whether or not formal judicial proceedings
are initiated), Developer must reimburse Franchisor for all costs/expenses incurred in connection with
enforcing its rights under this Agreement including all reasonable attorneys’ fees, court costs and arbitration
expenses. If Developer institutes any legal action to interpret or enforce the terms of this Agreement, and
Developer’s claim in such action is denied or the action is dismissed, Franchisor is entitled to recover
Franchisor’s reasonable attorneys’ fees, and all other reasonable costs and expenses incurred in defending
against same, and to have such an amount awarded as part of the judgment in the proceeding.
E. VARIANCES
Developer acknowledges that Franchisor has and may at different times approve exceptions or
changes from the uniform standards of the System in Franchisor’s absolute sole discretion, which
Franchisor deems desirable or necessary under particular circumstances. Developer understands that he
has no right to object to or automatically obtain such variances, and any exception or change must be
approved in advance from Franchisor in writing. Developer understands existing Developers may operate
under different forms of agreements and that the rights and obligations of existing Developers may differ
materially from this Agreement.

F. BINDING EFFECT
This Agreement is binding upon the parties of this Agreement and their respective executors,
administrators, heirs, assigns and successors in interest, and shall not be modified except by written
agreement signed by both Developer and Franchisor.
G. CONSTRUCTION/INTEGRATION CLAUSE
This Agreement, all exhibits to this Agreement and all ancillary agreements executed
contemporaneously with this Agreement constitute the entire agreement between the parties with reference
to the subject matter of this Agreement and supersede any and all prior negotiations, undertakings,
representations, and agreements. Nothing in this Agreement or in any related agreement, however, is
intended to disclaim the representations Franchisor made in the FDD that Franchisor furnished to
Developer. Developer acknowledges that Developer is entering into this Agreement, and all ancillary
agreements executed contemporaneously with this Agreement, as a result of Developer’s own independent
investigation of the franchised business and not as a result of any representations about Franchisor made
by Franchisor’s shareholders, officers, directors, employees, agents, representatives, independent
contractors, attorneys, or Developers, which are contrary to the terms set forth in this Agreement or of any
franchise disclosure document, offering circular, prospectus, or other similar document required or
permitted to be given to Developer pursuant to applicable law.
Developer hereby acknowledges and further represents and warrants to Franchisor that:
1. Developer has placed no reliance on any oral or written statements, whether

referred to as representations, warranties, inducements, or otherwise, which are not contained in this
Agreement or in the Franchise Disclosure Document;
2. Developer has entered into this Agreement after making an independent

investigation of Franchisor’s operations and the System;
3. Franchisor has not made any guarantee or provided any assurance that the business
location will be successful or profitable regardless of whether Franchisor may have approved of the
franchise or site location;
4. Developer has (a) read this Agreement in its entirety and understands its contents;
(b) been given the opportunity to clarify any provisions that Developer did not understand and (c) had the
opportunity to consult with professional advisors regarding the operation and effect of the Agreement and
the operation of the System;
5. Developer has, together with its advisors, sufficient knowledge and experience in
financial and business matters to make an informed decision with respect to the franchise offered by
Franchisor; and
6. Developer has received a copy of the Franchise Disclosure Document not later
than the first personal meeting held to discuss the sale of a franchise, or fourteen (14) calendar days before
execution of this Agreement or fourteen (14) calendar days before any payment of any consideration.
Except as may have been disclosed at Item 19 of Franchisor’s Franchise Disclosure Document,
Developer represents and warrants to Franchisor that no claims, representations, or warranties regarding
the earnings, sales, profits, success or failure of the franchised business have been made to Developer and
no such claims, representations or warranties have induced Developer to enter into this Agreement.

Except for those changes permitted to be made unilaterally by Franchisor, no amendment, change
or variance from this Agreement is binding on either party unless mutually agreed to by the parties and
executed by their authorized officers or agents in writing.
24. CAVEAT
A. The success of the business venture contemplated to be undertaken by this Agreement is

speculative and depends, to a large extent, upon the ability of the Developer as an independent business
person, and the active participation of Developer in the daily affairs of the business as well as other factors.
Franchisor does not make any representation or warranty, express or implied, as to the potential success of
the business venture contemplated hereby.
B. Developer acknowledges that it has entered into this Agreement after making an
independent investigation of Franchisor’s operations and not upon any representation as to gross sales,
volume, potential earnings or profits which Developer in particular might be expected to realize, nor has
anyone made any other representation which is not expressly set forth in this Agreement, to induce the
Developer to accept this franchise and execute this Agreement.
C. Developer represents and acknowledges that he has received a copy of this Agreement,
with all blanks filled in, from Franchisor at least seven (7) calendar days before the date of execution of
this Agreement. Developer further represents that he understands the terms, conditions and obligations of
this Agreement and agrees to be bound.
25. MISCELLANEOUS
A. Except as otherwise expressly provided, nothing in this Agreement is intended, nor shall
be deemed, to confer any rights or remedies upon any person or legal entity who is not a party to this
Agreement.
B. The headings of the several sections and paragraphs are for convenience only and do not
define, limit or construe the contents of sections or paragraphs.
C. The “Developer” as used in this Agreement is applicable to one (1) or more persons, a
corporation or a partnership or limited partnership or limited liability company as the case may be, and the
singular usage includes the plural and the masculine and neuter usages include the other and the feminine.
If two (2) or more persons are at any time Developer under this Agreement, their obligations and liabilities
to Franchisor shall be joint and several. References to “Developer” and “Assignee” which are applicable
to an individual or individuals shall mean the owner or owners of the equity or operating control of
Developer or the Assignee, if Developer or the Assignee is a corporation, partnership, limited partnership
or limited liability company.
This Agreement shall be executed in multiple copies, each of which shall be deemed an original.
SIGNATURES APPEAR ON FOLLOWING PAGE

IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement under seal on the
date first written above.
FRANCHISOR: DEVELOPER:
By: IF AN INDIVIDUAL:
Print Name: By:
Title: Print Name:
Date: Date:
Spouse Signature:
Spouse Name: ____________________
Date: ___________________________
IF A PARTNERSHIP, CORPORATION, OR
OTHER ENTITY:
By:
Print Name:
Title:
Date:

ATTACHMENT TO DEVELOPMENT AGREEMENT
GUARANTY AND ASSUMPTION OF OBLIGATIONS
THIS GUARANTY AND ASSUMPTION OF OBLIGATIONS is given this day of

, 20 , by ______________________________________, (each a “Guarantor”).
In consideration of, and as an inducement to, the execution of that certain Area Development
Agreement (the “Area Development Agreement”) by and between ROW HOUSE Franchise, LLC (the
“Franchisor”), and ___________________ (“Developer”), each of the undersigned (each, a “Guarantor”)
hereby personally and unconditionally (a) guarantees to Franchisor, and its successor and assigns, for the
term of the Area Development Agreement and as provided in the Area Development Agreement, that
Developer shall punctually pay and perform each and every undertaking, agreement and covenant set forth
in the Area Development Agreement; and (b) agrees to be personally bound by, and personally liable for
the breach of, each and every obligation of Developer under the the Area Development Agreement, both
monetary obligations and non-monetary in nature, including without limitation, those obligations related
to: confidentiality and non-disclosure; indemnification; the Proprietary Marks; the in-term and post-term
covenants against competition, as well as all other restrictive covenants; and the governing law, venue,
attorneys’ fees and other dispute resolution provisions set forth in the Area Development Agreement (that
shall also apply to this Guaranty and Assumption of Obligations).
Each Guarantor hereby waives: (1) acceptance and notice of acceptance by Franchisor of the
foregoing undertakings; (2) notice of demand for payment of any indebtedness or nonperformance of any
obligations guaranteed; (3) protest and notice of default to any party with respect to the indebtedness or
nonperformance of any obligations guaranteed; (4) any right Guarantor may have to require that an action
be brought against Developer or any other person as a condition of liability; and (5) the defense of the
statute of limitations in any action hereunder or for the collection of any indebtedness or the performance
of any obligation hereby guaranteed.
Each Guarantor hereby consents and agrees that: (1) such Guarantor’s undertaking shall be direct,
immediate and independent of the liability of, and shall be joint and several with, Developer and any other
Guarantors; (2) Guarantor shall render any payment or performance required under the Area Development
Agreement upon demand if Developer fails or refuses punctually to do so; (3) Guarantor’s liability shall
not be contingent or conditioned upon pursuit by Franchisor of any remedies against Developer or any other
person; (4) Guarantor’s liability shall not be diminished, relieved or otherwise affected by any extension
of time, credit or other indulgence which Franchisor may grant to Developer or to any other person,
including the acceptance of any partial payment or performance, or the compromise or release of any claims,
none of which shall in any way modify or amend this guaranty, which shall be continuing and irrevocable
during the term of the Area Development Agreement; (5) this undertaking will continue unchanged by the
occurrence of any bankruptcy with respect to Developer or any assignee or successor of Developer or by
any abandonment of the Area Development Agreement by a trustee of Developer; (6) neither the
Guarantor’s obligations to make payment or render performance in accordance with the terms of this
undertaking nor any remedy for enforcement shall be impaired, modified, changed, released or limited in
any manner whatsoever by any impairment, modification, change, release or limitation of the liability of
Developer or its estate in bankruptcy or of any remedy for enforcement, resulting from the operation of any
present or future provision of the U.S. Bankruptcy Act or other statute, or from the decision of any court or
agency; (7) Franchisor may proceed against Guarantor and Developer jointly and severally, or Franchisor
may, at its option, proceed against Guarantor, without having commenced any action, or having obtained
any judgment against Developer; and (8) Guarantor shall pay all reasonable attorneys’ fees and all costs
and other expenses incurred in any collection or attempt to collect amounts due pursuant to this undertaking

2022 Development Agreement - Exhibits
or any negotiations relative to the obligations hereby guaranteed or in enforcing this undertaking against
Guarantor.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this Guaranty on the date
stated on the first page hereof.
PERSONAL GUARANTORS
___________________________
[Insert Name of Guarantor] [Insert Name of Spouse]
___________________________
___________________________
___________________________

EXHIBIT A TO THE AREA DEVELOPMENT AGREEMENT
DEVELOPMENT AREA
The development rights and obligations of Developer, ____________________, to timely develop

and open ROW HOUSE Studios shall be within the following described area:
____________________________________________________________
____________________________________________________________
____________________________________________________________
DEVELOPER FRANCHISOR
___________________________________ ROW HOUSE FRANCHISE, LLC
By: ________________________________ By: __________________________________
Name:______________________________ Name:______________________________
Title:_______________________________ Title:_______________________________

EXHIBIT B TO AREA DEVELOPMENT AGREEMENT
DEVELOPMENT SCHEDULE
1. Development Schedule
Developer, , agrees to timely open ROW HOUSE Studios in

compliance with the following development schedule (the “Development Schedule”). Developer further
agrees that failure to timely open the Studios in compliance with the Development Schedule shall cause the
rights of exclusivity granted to Developer regarding the geographic area defined in Exhibit A to be forfeited.
The Development Schedule is as follows:
Expiration of Development Number of New Unit Franchises that Number of Unit Franchises
Period Must be Opened and Commence that Must be Open and
Operations Within Development Operating by the Expiration of
Period the Development Period
2. Forfeiture of Rights of Exclusivity
Developer’s failure to comply with the Development Schedule in any manner shall be grounds for
Franchisor to (a) terminate the Development Agreement to which this Development Schedule is attached
as an Exhibit, or (b) in lieu of such termination, terminate any exclusive or other territorial rights that
Developer may have within the Development Area or otherwise under the Development Agreement.
APPROVED:
By: ________________________________ By: __________________________________
Name:______________________________ Name:______________________________
Title:_______________________________ Title:_______________________________

EXHIBIT C TO AREA DEVELOPMENT AGREEMENT
FRANCHISE AGREEMENT

EXHIBIT D TO AREA DEVELOPMENT AGREEMENT
STATEMENT OF OWNERSHIP INTERESTS AND PRINCIPALS
A. The following is a list of shareholders, partners, members or other investors in Developer, including
all investors who own or hold a direct or indirect interest in Developer, and a description of the
nature of their interest:
Name Percentage of Ownership/Nature of Interest
A. The following is a list of all of Principals described in and designated pursuant to this Area
Development Agreement, each of whom shall execute the Confidentiality Agreement and Ancillary
Covenants Not to Compete substantially in the form set forth in Exhibit E of this Area Development
Agreement:
By: ________________________________ By: __________________________________
Name:______________________________ Name:______________________________
Title:_______________________________ Title:_______________________________

EXHIBIT E TO AREA DEVELOPMENT AGREEMENT
CONFIDENTIALITY AGREEMENT AND

ANCILLARY COVENANTS NOT TO COMPETE
This Agreement is made and entered into this day of ___________, 20__, between ROW
HOUSE FRANCHISE, LLC, a Delaware limited liability company
(“Franchisor”), (“Developer”), and
(“Covenantor”).
RECITALS
WHEREAS, Franchisor has obtained the right to develop a unique system (the “System”) for the
development and operation of ROW HOUSE Studios under the name and marks ROW HOUSE (“Studios”);
and
WHEREAS, the System includes, but is not limited to, certain trade names, service marks,
trademarks, logos, emblems and indicia of origin, including, but not limited to, the marks ROW HOUSE
and other trade names, service marks, trademarks, logos, insignia, slogans, emblems, designs and
commercial symbols as Franchisor may develop in the future to identify for the public the source of services
and products marketed under the marks and under the System and representing the System’s high standards
of quality, appearance, service and all information relating to the System and to the development and
operation of the Studio, including, without limitation, the operating manual, Franchisor’s training program,
members and supplier lists, or other information or know-how distinctive to a ROW HOUSE Studio; all of
which Franchisor may change, improve and further develop and which Franchisor uses in connection with
the operation of the System (collectively, the “Confidential Information”); and
WHEREAS, the Proprietary Marks and Confidential Information provide economic advantages to
Franchisor and are not generally known to, and are not readily ascertainable by proper means by,
Franchisor’s competitors who could obtain economic value from knowledge and use of the Confidential
Information; and
WHEREAS, Franchisor has taken and intends to take all reasonable steps to maintain the
confidentiality and secrecy of the Confidential Information; and
WHEREAS, Franchisor has granted Developer the limited right to develop a ROW HOUSE Studio
using the System, the Proprietary Marks and the Confidential Information, pursuant to an Area
Development Agreement entered into on _____________________________, 20 (“Area Development
Agreement”), by and between Franchisor and Developer; and
WHEREAS, Franchisor and Developer have agreed in the Area Development Agreement on the
importance to Franchisor and to Developer and other licensed users of the System of restricting the use,
access and dissemination of the Confidential Information; and
WHEREAS, it is necessary for certain employees, agents, independent contractors, officers,

directors and equity interest holders of Developer, or any entity having an interest in Developer
(“Covenantor”) to have access to and to use some of all of the Confidential Information in the management
and operation of Developer’s ROW HOUSE Studio using the System; and
WHEREAS, Developer has agreed to obtain from those covenantors written agreements protecting
the Confidential Information and the System against unfair competition; and

WHEREAS, Covenantor wishes to remain, or wishes to become associated with or employed by
Developer; and
WHEREAS, Covenantor wishes and needs to receive and use the Confidential Information in the
course of his employment or association in order to effectively perform the services for Developer; and
WHEREAS, Covenantor acknowledges that receipt of and the right to use the Confidential
Information constitutes independent valuable consideration for the representations, promises and covenants
made by Covenantor.
NOW, THEREFORE, in consideration of the mutual covenant and obligations contained in this
Agreement, the parties agree as follows:
Confidentiality Agreement
1. Franchisor and/or Developer shall disclose to Covenantor some or all of the Confidential
Information relating to the System. All information and materials, including, without limitation, manuals,
drawings, specifications, techniques and compilations of data which Franchisor provides to Developer
and/or Covenantor are deemed Confidential Information for the purposes of this Agreement.
2. Covenantor shall receive the Confidential Information in confidence and must, at all times,
maintain them in confidence, and use them only in the course of his employment or association with a
Developer and then only in connection with the development and/or operation by Developer of a ROW
HOUSE Studio for so long as Developer is licensed by Franchisor to use the System.
3. Covenantor shall not at any time make copies of any documents or compilations containing
some or all of the Confidential Information without Franchisor’s express written permission.
4. Covenantor shall not at any time disclose or permit the disclosure of the Confidential
Information except to other employees of Developer and only to the limited extent necessary to train or
assist other employees of Developer in the development or operation of a ROW HOUSE Studio.
5. Covenantor must surrender any material containing some or all of the Confidential
Information to Developer or Franchisor, upon request, or upon termination of employment by Developer,
or upon conclusion of the use for which the information or material may have been furnished to Covenantor.
6. Covenantor shall not at any time, directly or indirectly, do any act that would or would
likely be injurious or prejudicial to the goodwill associated with the Confidential Information and the
System.
7. Franchisor loans all manuals to Developer for limited purposes only and they remain the
property of Franchisor and may not be reproduced, in whole or in part, without Franchisor’s written consent.
Covenants Not to Compete
1. In order to protect the goodwill and unique qualities of the System and the confidentiality
and value of the Confidential Information during the term of this Agreement, and in consideration for the
disclosure to Covenantor of the Confidential Information, Covenantor further agrees and covenants as
follows:

a. Not to divert, or attempt to divert, directly or indirectly, any business, business
opportunity, or customer of the Studios to any competitor;
b. Not to employ, or seek to employ, any person who is at the time or was within the
preceding one hundred eighty (180) days employed by Franchisor, its affiliate or any Developer of
Franchisor, or otherwise directly or indirectly induce such person to leave that person’s employment except
as may occur in connection with Developer’s employment of that person if permitted under the Area
Development Agreement; and
c. Except with respect to Studios operated under a valid and existing Franchise
Agreement between Developer (or Developer’s affiliates) and Franchisor, own, maintain, operate, engage
in, or have any financial or beneficial interest in (including any interest in corporations, partnerships, trusts,
limited liability companies, unincorporated associations or joint ventures), advise, assist or make loans to,
any Competing Business (as defined below) or a business that is of a character and concept similar to a
ROW HOUSE Studio. For purposes of this Agreement, a “Competing Business” is defined as any business
that (1) derives at least ten percent (10%) of its revenue from the sale of exercise/fitness services or
instruction that utilize or include access to rowing machines, ergometers, or other Approved Services and
Approved Products that are offered at a ROW HOUSE Studio, or (2) grants franchises or licenses to others
to operate the type of business described in subpart (1) of this Section.
2. In further consideration for the disclosure to Covenantor of the Confidential Information

and to protect the uniqueness of the System, Covenantor agrees and covenants that for two (2) years
following the earlier of the expiration, termination or transfer of all Developer’s interest in the Area
Development Agreement or the termination of his association with or employment by Developer,
Covenantor will not without the prior written consent of Franchisor:
a. Divert or attempt to divert, directly or indirectly, any business, business

opportunity or customer of the Studios to any competitor;
b. Employ, or seek to employ, any person who is at the time or was within the
preceding one hundred eighty (180) days employed by Franchisor, its affiliate or any franchisee of
franchisor, or otherwise directly or indirectly induce such persons to leave that person’s employment; and
c. Except with respect to Studios operated under Franchise Agreements between

Developer and its affiliates, and Franchisor or its affiliate or any of its subsidiaries, own, maintain, operate,
engage in, or have any financial or beneficial interest in (including any interest in corporations, partnerships,
trusts, limited liability companies, unincorporated associations or joint ventures), advise, assist or make
loans to, any Competing Business or a business that is of a character and concept similar to a ROW HOUSE
Studio (i) within the Development Area granted to Developer; or (ii) within a forty (40) mile radius of the
perimeter of the Development Area being granted to Developer or any other designated territory or
development area licensed by Franchisor to a ROW HOUSE Studio as of the date of expiration, termination
or transfer of all Developer’s interest in the Area Development Agreement or the termination of
Covenantor’s association with or employment by Developer.
Miscellaneous
1. Developer shall make all commercially reasonable efforts to ensure that Covenantor acts
as required by this Agreement.
2. Covenantor agrees that in the event of a breach of this Agreement, Franchisor would be
irreparably injured and be without an adequate remedy at law. Therefore, in the event of a breach, or

threatened or attempted breach of any of the provisions, Franchisor is entitled to enforce the provisions of
this Agreement and is entitled, in addition to any other remedies available to it at law or in equity, including
the right to terminate the Area Development Agreement, to a temporary and/or permanent injunction and a
decree for the specific performance of the terms of this Agreement, without the necessity of showing actual
or threatened harm and without being required to furnish a bond or other security.
3. Covenantor agrees to pay all expenses (including court costs and reasonable attorneys’
fees) incurred by Franchisor and Developer in enforcing this Agreement.
4. Any failure by Franchisor to object to or take action with respect to any breach of this
Agreement by Covenantor shall not operate or be construed as a waiver of or consent to that breach or any
subsequent breach by Covenantor.
5. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED AND

ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF [INSERT STATE WHERE
THE STUDIO IS LOCATED] AND COVENANTOR HEREBY IRREVOCABLY SUBMITS
HIMSELF TO THE JURISDICTION OF THE STATE COURT CLOSEST TO FRANCHISOR’S THEN-
CURRENT HEADQUARTERS OR, IF APPROPRIATE, THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT FOR [INSERT STATE WHERE THE STUDIO IS LOCATED].
COVENANTOR HEREBY WAIVES ALL QUESTIONS OF PERSONAL JURISDICTION OR VENUE
FOR THE PURPOSE OF CARRYING OUT THIS PROVISION. COVENANTOR HEREBY AGREES
THAT SERVICE OF PROCESS MAY BE MADE UPON HIM IN ANY PROCEEDING RELATING TO
OR ARISING UNDER THIS AGREEMENT OR THE RELATIONSHIP CREATED BY THIS
AGREEMENT BY ANY MEANS ALLOWED BY [INSERT STATE WHERE THE STUDIO IS
LOCATED]OR FEDERAL LAW. COVENANTOR FURTHER AGREES THAT VENUE FOR ANY
PROCEEDING RELATING TO OR ARISING OUT OF THIS AGREEMENT SHALL BE ONE OF THE
COURTS DESCRIBED ABOVE IN THIS SECTION; PROVIDED, HOWEVER, WITH RESPECT TO
ANY ACTION WHICH INCLUDES INJUNCTIVE RELIEF OR OTHER EXTRAORDINARY RELIEF,
FRANCHISOR MAY BRING SUCH ACTION IN ANY COURT IN ANY STATE WHICH HAS
JURISDICTION.
6. The parties acknowledge and agree that each of the covenants contained in this Agreement
are reasonable limitations as to time, geographical area, and scope of activity to be restrained and do not
impose a greater restraint than is necessary to protect the goodwill or other business interests of Franchisor.
The parties agree that each of the foregoing covenants shall be construed as independent of any other
covenant or provision of this Agreement. If all or any portion of a covenant in this Agreement is held
unreasonable or unenforceable by a court or agency having valid jurisdiction in any unappealed final
decision to which Franchisor is a part, Covenantor expressly agrees to be bound by any lesser covenant
subsumed within the terms of the covenant that imposes the maximum duty permitted by law as if the
resulting covenant were separately stated in and made a part of this Agreement.
7. This Agreement contains the entire agreement of the parties regarding the subject matter
of this Agreement. This Agreement may be modified only by a duly authorized writing executed by all
parties.
8. All notices and demands required to be given must be in writing and sent by personal
delivery, expedited delivery service, certified or registered mail, return receipt requested, first-class postage
prepaid, facsimile or electronic mail, (provided that the sender confirms the facsimile or electronic mail, by
sending an original confirmation copy by certified or registered mail or expedited delivery service within
three (3) business days after transmission), to the respective parties at the following addresses unless and
until a different address has been designated by written notice to the other parties.

If directed to Franchisor, the notice shall be addressed to

Irvine, CA 92614
If directed to Developer, the notice shall be addressed to:
Attention:
If directed to Covenantor, the notice shall be addressed to:
Attention:
Any notices sent by personal delivery shall be deemed given upon receipt. Any notices given by
facsimile or electronic mail shall be deemed given upon transmission, provided confirmation is made as
provided above. Any notice sent by expedited delivery service or registered or certified mail shall be
deemed given three (3) business days after the time of mailing. Any change in the foregoing addresses
shall be effected by giving fifteen (15) days written notice of such change to the other parties. Business
day for the purpose of this Agreement excludes Saturday, Sunday and the following national holidays: New
Year’s Day, Martin Luther King Day, Presidents’ Day, Memorial Day, Independence Day, Labor Day,
Columbus Day, Veterans Day, Thanksgiving and Christmas.
9. The rights and remedies of Franchisor under this Agreement are fully assignable and
transferable and inure to the benefit of its respective parent, successor and assigns. The respective
obligations of Developer and Covenantor hereunder may not be assigned by Developer or Covenantor
without the prior written consent of Franchisor.
[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the undersigned have entered into this Agreement as witnessed by their
signatures below.
FRANCHISOR: DEVELOPER:
ROW HOUSE FRANCHISE, LLC (If Developer is a corporation)
______________________________
Name of Corporation
By: By:
Title: Title:
(If Developer is an individual owner,

COVENANTOR: Developer must sign below; if a partnership,
all partners must sign below)
____________________________________
Printed Name: ______________________________

Developer
______________________________
Developer
______________________________
Developer
______________________________
Developer
(If Developer is a Limited Liability Company)
______________________________
Name of Limited Liability Company
By: __________________________
Title: _________________________

Exhibit J
STATE EFFECTIVE DATES

State Effective Dates
The following states have franchise laws that require that the Franchise Disclosure
Document be registered or filed with the state, or be exempt from registration: California,
Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode
Island, South Dakota, Virginia, Washington, and Wisconsin.
This document is effective and may be used in the following states, where the document
is filed, registered or exempt from registration, as of the Effective Date stated below:
STATE EFFECTIVE DATE

CALIFORNIA Pending Registration
FLORIDA EFFECTIVE
HAWAII Pending Registration
ILLINOIS Pending Registration
INDIANA Pending Registration
KENTUCKY EFFECTIVE
MARYLAND Pending Registration
MICHIGAN EFFECTIVE
MINNESOTA Pending Registration

NEBRASKA EFFECTIVE
NEW YORK Pending Registration
NORTH DAKOTA Pending Registration
RHODE ISLAND Pending Registration
SOUTH DAKOTA
TEXAS EFFECTIVE
UTAH EFFECTIVE
VIRGINIA Pending Registration
WASHINGTON Pending Registration
WISCONSIN Pending Registration
Other states may require registration, filing, or exemption of a franchise under other laws, such
as those that regulate the offer and sale of business opportunities or seller-assisted marketing
plans.

Exhibit K
RECEIPTS
ITEM 23
RECEIPT
This Disclosure Document summarizes provisions of the franchise agreement and other information in plain
language. Read this Disclosure Document and all agreements carefully.
If Row House Franchise, LLC offers you a franchise, it must provide this Disclosure Document to you 14 calendar
days before you sign a binding agreement with, or make a payment to, the franchisor or an affiliate in connection
with the proposed franchise sale.
New York, Oklahoma and Rhode Island require that we give you this Disclosure Document at the earlier of the
first personal meeting or 10 business days before the execution of the franchise agreement, or other agreement, or
the payment of any consideration that relates to the franchise relationship.
Michigan, Oregon and Wisconsin require that we give you this Disclosure Document at least 10 business days
before the execution of any binding franchise agreement, or other agreement, or the payment of any consideration,
whichever comes first.
If Row House Franchise, LLC does not deliver this Disclosure Document on time or if it contains a false or
misleading statement, or a material omission, a violation of federal and state law may have occurred and should
be reported to The Federal Trade Commission, Washington D.C. 20580 and the appropriate State Agency
identified on Exhibit B.
The franchisor is Row House Franchise, LLC located at 17877 Von Karman Ave., Suite 100, Irvine, CA 92614.
The name, principal business address, and telephone number of each Franchise Seller offering the Franchise are:
Nik Kish, c/o Row House Franchise, LLC, 17877 Von Karman Ave., Suite 100, Irvine, CA 92614, (949) 341-
5585; Lance Freeman and Emily Brown, Xponential Fitness, LLC, 17877 Von Karman Avenue, Suite 100, Irvine,
California 92614, (949) 370-7093.
Issuance Date: April 1, 2022. Row House Franchise, LLC authorizes the agents listed in Exhibit B to receive
service of process for it.
I have received a Franchise Disclosure Document dated April 1, 2022. This Disclosure Document included the
following Exhibits:

K. RECEIPTS
__________________________ __________________________
(Print Name) (Signature)
__________________________
Date
Keep this copy for your records.

ITEM 23
RECEIPT
This Disclosure Document summarizes provisions of the franchise agreement and other information in plain
language. Read this Disclosure Document and all agreements carefully.
If Row House Franchise, LLC offers you a franchise, it must provide this Disclosure Document to you 14 calendar
days before you sign a binding agreement with, or make a payment to, the franchisor or an affiliate in connection
with the proposed franchise sale.
New York, Oklahoma and Rhode Island require that we give you this Disclosure Document at the earlier of the
first personal meeting or 10 business days before the execution of the franchise agreement, or other agreement, or
the payment of any consideration that relates to the franchise relationship.
Michigan, Oregon and Wisconsin require that we give you this Disclosure Document at least 10 business days
before the execution of any binding franchise agreement, or other agreement, or the payment of any consideration,
whichever comes first.
If Row House Franchise, LLC does not deliver this Disclosure Document on time or if it contains a false or
misleading statement, or a material omission, a violation of federal and state law may have occurred and should
be reported to The Federal Trade Commission, Washington D.C. 20580 and the appropriate State Agency
identified on Exhibit B.
The franchisor is Row House Franchise, LLC located at 17877 Von Karman Ave., Suite 100, Irvine, CA 92614.
The name, principal business address, and telephone number of each Franchise Seller offering the Franchise are:
Nik Kish, c/o Row House Franchise, LLC, 17877 Von Karman Ave., Suite 100, Irvine, CA 92614, (949) 341-
5585; Lance Freeman and Emily Brown, Xponential Fitness, LLC, 17877 Von Karman Avenue, Suite 100, Irvine,
California 92614, (949) 370-7093.
Issuance Date: April 1, 2022. Row House Franchise, LLC authorizes the agents listed in Exhibit B to receive
service of process for it.
I have received a Franchise Disclosure Document dated April 1, 2022. This Disclosure Document included the
following Exhibits:

K. RECEIPTS
__________________________ __________________________
(Print Name) (Signature)
__________________________
Date
Please sign this copy of the receipt, date your signature, and return this form to us as described in Item 23.

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FRANCHISE DISCLOSURE DOCUMENT

Row House Franchise, LLC

THE ISSUANCE DATE OF THIS DISCLOSURE DOCUMENT IS: APRIL 1, 2022.

©2022 Row House Franchise, LLC

QUESTION WHERE TO FIND INFORMATION

©2022 Row House Franchise, LLC

Some States Require Registration

©2022 Row House Franchise, LLC

Certain states require that the following risk(s) be highlighted:

©2022 Row House Franchise, LLC

A. FRANCHISE AGREEMENT AND EXHIBITS

Agent for Service of Process

Our agents for service of process are disclosed in Exhibit B.

The Franchised Business We Offer

Market and Competition

We make no representations or assurances as to the specific licenses, permits, authorizations or otherwise

Nik Kish: Brand President

Sarah Luna: President (Xponential Fitness, LLC)

Megan Moen: Executive Vice President of Finance

John Meloun: Chief Financial Officer

No litigation is required to be disclosed in this Item.

No bankruptcy information is required to be disclosed in this Item.

Initial Franchise Fee

Initial Software Fee

Pre-Sale and Soft Opening Retail Inventory Package

Pre-Opening Authorized Coach Training

Technology Fee (1 Month Prior to Opening)

Type of Fee Amount Due Date Remarks

We reserve the right to collect your Fund

In addition to our then-current training

The $30,000 Training Fee is only due in

We may modify what we expect and

As of the Issue Date, we expect that

Payment of the transfer fee is one (1) of the

You may be afforded the option – but do

access fee amounting to 10% of purchase

the RH University, or (b) offering or

Regional As the Cooperative As the We may establish regional cooperatives

Notes to Item 6 Chart:

YOUR ESTIMATED INITIAL INVESTMENT

Retail Inventory Package for Lump Before

Notes to Table A in Item 7:

B. Development Agreement (Using Example of Franchise Award to Develop 3 Studios)

TYPE OF AMOUNT METHOD WHEN DUE TO WHOM PAYMENT

Approved Products and Services

Required Purchases and Right to Derive Revenue

Non-Approved Product/Service and Alternate Supplier Approval

Purchasing Cooperatives and Right to Receive Compensation

f. Fees Sections 3.2.F., 5, 9.1 and Section 9 Items 5 and 6

u. Renewal Section 3.2 of Franchise Not Applicable Item 17

Before you open the Studio:

9. If you enter a Development Agreement, we will designate your Development Area.

B. Site Selection Assistance and Time to Open

Site Selection Assistance

Time to Open: Franchise Agreement

Time to Open: Development Agreement (if applicable)

C. Our Obligations During the Operation of the Franchised Business

During the operation of the franchised business:

D. Advertising and Marketing

Local Advertising Requirement; Co-Ops

Initial Marketing Spend; Opening Support Program

Brand Development Fund