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DISCLAIMER: This questionnaire is subject to the copyright of The Internicola Law Firm, PC and is not to be copied or reproduced without express written consent. The delivery and/or download of this questionnaire shall not serve to create an attorney-client relationship. An attorney-client relationship may only be established pursuant to a written retainer agreement signed by an officer of The Internicola Law Firm, PC. The contents of this questionnaire should not be relied upon as legal advice and should be verified by a licensed attorney.

© 2012, The Internicola Law Firm, PC, All Rights Reserved

INITIAL FRANCHISE REGISTRATION QUESTIONNAIRE

for

NATIONAL FRANCHISE LAWYERS

www.FranchiseLawSolutions.com

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FRANCHISOR NAME:

ADDRESS:

PHONE NO.:

EMAIL:

NAME OF PERSON COMPLETING

QUESTIONNAIRE:

DATE COMPLETED:

SIGNATURE OF FRANCHISOR REPRESENTATIVE, AGRENT AND/OR OFFICER COMPLETING THIS QUESTIONNAIRE:

Initial franchise

registration questionnaire

SIGN HERE / IF TRANSMITTING ELECTRONICALLY,

PLEASE TYPE IN NAME – DOING SO SHALL

CONSTITUTE YOUR SIGNATURE:

s/

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This questionnaire is to be utilized in connection with the “initial” registration

and/or filing of your FDD within the franchise registration and franchise filing

states. This questionnaire is not to be utilized for the purpose of developing an

initial FDD or renewal of any existing FDD state registrations.

This questionnaire is intended to provide you with information as to certain

state specific registration and filing requirements and to obtain from you

critical information that must be disclosed in connection with state specific

registration filings. Before proceeding with any state registrations and/or

filings, please ensure that your FDD and all exhibits are accurate and up to

date.

If you have any questions about this questionnaire or the information contained

in this questionnaire, feel free to contact Mr. Internicola’s assistant to schedule

a conference call to discuss same (Tel. 718. 979. 8688) or email Mr. Internicola

directly at cni@BusinessandFranchiseLaw.com

INSTRUCTIONS

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Overview of Registration and Filing States

Prior to offering or selling a franchise in any state, as a franchisor, you must

determine whether or not the applicable state qualifies as either;

(1) A Franchise Registration State;

(2) A Franchise Filing State; or

(3) A Non-Registration / Filing State.

Franchise Registration States

Franchise registration states are states that have adopted their own state specific franchise laws (laws that supplement federal regulation) and require a franchisor to “register their current and updated franchise disclosure document with a designated state regulatory agency. The applicable state regulatory agency will review the FDD and made a determination as to whether or not they will accept your FDD for registration. Franchise registration states require that registration be renewed and your FDD updated no less frequently than annually and, if necessary, sooner should a material change occur. Franchisors may not solicit, offer or sell a franchise within, from or with regard to a franchise registration state, unless the franchisor’s FDD is currently registered with the applicable state agency. There are thirteen (13) franchise registration states, comprised of [See, Side Table]:

FRANCHISE REGISTRATION STATES

California North Dakota

Hawaii Rhode Island

Illinois South Dakota

Indiana Virginia

Maryland Washington

Minnesota Wisconsin

New York

Note: All of these states have enacted state specific supplemental franchise laws and require FDD registration with a designated state regulatory agency.

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Franchise Filing States

Franchise filing states are states that do not require the “registration” of a franchisor’s FDD but, rather, require a franchisor to “file” disclosure forms and/or notice with a designated state agency. Unlike franchise registration states, franchise filing states do not require FDD registration. Michigan and Oregon are states that have enacted supplemental state franchise laws but do not require FDD registration. Michigan requires the filing of a notice but Oregon requires no filing.

Some of the designated “filing states” have not enacted franchise laws but, nevertheless, have adopted business opportunity laws that are broadly defined to cover

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and potentially apply to franchises. Franchise filing states do not require FDD registration, only the filing of a notice with the designated state agency. Unlike franchise registration states, notice states do not review a franchisor’s FDD. Franchisors may not solicit, offer or sell a franchise within, from or with regard to a franchise filing state, unless the franchisor first files the appropriate information and forms with the designated agency.

FRANCHISE FILING STATES

Florida ° North Carolina

Kentucky ° Oregn (No Filing)

Maine South Carolina

Michigan Texas °

Nebraska ° Utah °

Note: The foregoing states have either enacted (a) franchise laws that require a filing prior to the offer, solicitation or sale of a franchise, or (b) Business opportunity laws that apply to franchises “and” require that franchisors (under the Business Opportunity Law) file a notice or claim an exemption.

Oregon – Although identified as a “filing state”, Oregon does not require a filing. However, Oregon is nevertheless listed as it is a State that has enacted state franchise laws.

°Business Opportunity States – Florida, Kentucky, Nebraska, Texas and Utah, have enacted business opportunity laws that require franchisors to a notice of exemption in each state, prior to offering or selling a franchise.

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NON-FRANCHISE REGISTRATION / FILING STATES

Non-Franchise Registration / Filing States are states that either (a) do not require FDD registration, (b) do not require a franchise notice or filing, and (b) do not automatically trigger business opportunity laws triggering a filing. However, some of these states do maintain business opportunity laws but exempt franchisors if certain criteria are satisfied.

NON-REGISTRATION / NON-FILING STATES Alabama Missouri

Alaska Montana

Arkansas Nevada

Connecticut ° New Mexico

Colorado New Hampshire

Delaware New Jersey

DC Ohio ° °

Georgia ° Oklahoma ° °

Idaho Pennsylvania

Iowa °° Tennessee

Kansas Vermont

Louisiana West Virginia

Maine ° Wyoming

Massachussetts

Note: The foregoing states either (a) do not require FDD registration, (b) do not require a franchise notice or filing, and (b) do not automatically trigger business opportunity laws triggering a filing. However, some of these states do maintain business opportunity laws but exempt franchisors if certain criteria are satisfied. The business opportunity laws must be evaluated on a case-by-case basis.

States with a “°” have business opportunity laws that require evaluation for franchise exemption.

States with a “°°” have business opportunity laws that do not require special franchisor compliance if the franchisor complies with the Federal Franchise Rule.

Franchises are typically exempt from the business opportunity obligations if the franchisor possesses a federally registered trademark and there is compliance with FTC regulation. However, each state must be reviewed on a case-by-case basis.

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Filing Fee CHart

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No. of Checks Initial Filing Fee Made Payable To

1 $675.00 Califonia Department of Corporations

1 $250.00 Hawaii Commissioner of Securities

1 $500.00 State of Illinois

1 $500.00 Indiana Securities Division

1 $500.00 Maryland Office of the Attorney General

1* $250.00 State of Michigan

1 $400.00 Minnesota Department of Commerce

1 $750.00 New York State Department of Law

1 $250.00 North Dakota State Securities Commissioner

1 $250.00 South Dakota Securities Division

1 $500.00 General Tresurer of Rhode Island

1 $250.00 South Dakota Securities Division

1 $500.00 Tresurer of Virginia

1 $400.00 State of Wisconsin

* Michigan requires no executed application; only notice correspondence and a check to

cover the filing fee.

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Initial Information Required

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Franchisor Complete

Corporate Name:

Franchisor Principal

Address:

States in Which FDD

will be Filed:

FRANCHISORS COSTS

Estimate your total costs (as Franchisor) to perform your pre-opening obligations to provide goods or services for establishing a new, typical franchised business. Provide only incremental cost estimates; i.e., expenses incurred that are independent of salaries and overhead for the franchisor’s own employees or employees of affiliates that may provide these services.

REAL ESTATE

IMPROVEMENTS

EQUIPMENT

INVENTORY

TRAINING

OTHER (Describe)

$

$

$

$

$

$

S

$

$

$ TOTALS

SOURCE OF FUNDS

Identify and describe the sources of all funds required in connection with the

previously estimated “Franchisors Costs” identified on the prior page. For example,

this may include the Franchisor’s operating funds, initial franchise fees collected,

etc…

SALES PERSON DISCLOSURE

Identify (name, address, employer and relationship to Franchisor) of all persons who

will be involved in offering and selling franchises. All personnel who will have

substantive contact with a prospective franchisee must be identified, even if that

person is not literally a “sales person”. Include brokers.

[End of Questionnaire]