Detailed Information on Moe’s Southwest Grill’s Initial Franchise Fee, Royalty Fee + 53 Other Fees (Items 5 and 6, 2022 FDD)

1.  Initial Franchise Fee:  $35,000

• When you sign your Franchise Agreement, you must pay Moe’s an initial franchise fee (the “Initial Franchise Fee”) of $30,500.

• Moe’s will not refund any part of the Initial Franchise Fee paid under the Franchise Agreement.

• Moe’s participates in the International Franchise Association’s VetFran program. For qualifying veterans or members of the Armed Forces, the Initial Franchise Fee is $20,000.

• If you sign multiple Franchise Agreements at the same time with a Multi-Unit Addendum to develop a set number of Restaurants, Moe’s may, in its sole discretion, offer a reduced Initial Franchise Fee for each Restaurant that you develop.

• You must pay Moe’s all of the Initial Franchise Fees for all of the Restaurants that you commit to develop at the time you sign the Franchise Agreements with a Multi-Unit Addendum.

• If you fail to develop any of the Restaurants by the deadlines set forth therein or any Franchise Agreement(s) subject to the Multi-Unit Addendum are terminated, you will not receive a refund of any Initial Franchise Fees that you have prepaid.

2.  Plan Review Fee:  $1,000

• After Moe’s initial review of your proposed layouts, renderings, plans, and specifications for the Restaurant, which must include interior and exterior elevations of the Accepted Location (the “Architectural Plans”) at no cost and Moe’s review of one revised set of Architectural Plans that incorporate Moe’s required changes at no cost, Moe’s may charge a fee of $1,000 for each set of drawings it reviews that include any other modifications from the plans that it has previously accepted.

3.  Training Fees:  $3,810 for all of your Required Trainees to attend the same session

• For your first two Restaurants (including Restaurants owned by your affiliates) (the “Initial Restaurants”), the Initial Franchise Fee includes the cost of Moe’s Management Training Program.

• For your third or subsequent Restaurants (including Restaurants owned by your affiliates) (the “Subsequent Restaurants”), if Moe’s requires, or you elect, to receive the Management Training Program from Moe’s or its designee, you must pay Moe’s its then-current Management Training Fee, which is currently $3,810 for all of your Required Trainees to attend the same session.

4.  Royalty Fee:  5% of Net Sales

• Due Date:  Payable weekly on the date specified in the Manuals (the “Payment Due Date”).

5.  Advertising Contribution:  currently, 2% of Net Sales, but it may be increased to up to 4% of Net Sales

• Due Date:  Payment Due Date.

6.  Advertising Cooperative Contribution:  an amount set by your Advertising Cooperative

• Due Date:  Payment Due Date.

7.  Local Marketing Obligation:  currently, each calendar quarter, you must spend not less than 2% of Net Sales on local market advertising

• Due Date:  Each calendar quarter.

8.  Promotions:  costs to purchase, lease, and install all materials necessary for promotional campaigns, including counter cards, posters, banners, signs, photographs, give-away items, and gift cards. Moe’s may charge you its costs, plus a reasonable administrative fee.

• Due Date:  As incurred.

9.  Insufficient Funds Fee:  Moe’s out-of-pocket costs and an administrative fee

• Due Date:  On invoice.

10.  Interest:  the lesser of 1.5% per month or the maximum legal interest rate

• Due Date:  On invoice.

11.  Late Reporting Late Fee:  Moe’s then-current fee; currently, $50 per day

• Due Date:  On invoice.

12.  Taxes and Other Payments:  Moe’s cost

• Due Date:  Within 10 days after demand.

13.  Subsequent Trainee Management Training Fee:  currently, between $360 and $1,820 per trainee, depending on the number of available openings at each training location

• Due Date:  Before attending training.

14.  On-Site Training and Assistance Fee:  a reasonable fee; currently, $2,000 per week per trainer, plus their direct airfare expenses

• Due Date:  On invoice.

15.  Additional Support/Consulting Fee:  a reasonable fee; currently, $500 per day, plus travel and living expenses

• Due Date:  On invoice.

16.  Conference/Program Fee:  a reasonable fee, which will vary by program

• Due Date:  As incurred.

17.  Training Cancellation Fee:  Moe’s out-of-pocket costs

• Due Date:  On invoice.

18.  Learning Management System License Fee:  Moe’s then-current fees; currently, Moe’s does not charge this fee. Beginning in January 2023, Moe’s will charge the fee (estimated to initially be $185 to $225 per year).

• Due Date:  As incurred.

19.  Plan Review Fee:  $1,000 per set of drawings

• Due Date:  On invoice.

20.  Lease Renewal/Extension Review Fee:  Moe’s then-current fee; currently, $2,000

• Due Date:  As incurred.

21.  Lease Documentation Late Fee:  $500 per month (or partial month) until delivered

• Due Date:  As incurred.

22.  Relocation Fee:  10% of the then-current Initial Franchise Fee

• Due Date:  Before your relocation.

23.  Relocation Extension Fee:  $1,500 per year that the term is extended

• Due Date:  Before Moe’s signs relocation Franchise Agreement.

24.  Refresh/Remodel Site Survey and Design Fee:  Moe’s then-current fee; currently, such fee is approximately $1,200 to $6,000 depending on the scope of the required changes

• Due Date:  As incurred.

25.  Transfer Fee:  50% of the then-current Initial Franchise Fee, if it is a Control Transfer; if it is a transfer to a related party or that is not a Control Transfer, 10% of the then-current Initial Franchise Fee

• Due Date:  At transfer closing.

26.  Renewal Fee:  20% of the then-current Initial Franchise Fee

• Due Date:  Before Moe’s signs renewal Franchise Agreement.

27.  Computer Systems Fee:  a reasonable fee, which will vary based on the services provided

• Due Date:  As needed.

28.  POS System Support Fee:  currently, estimated to be between $100 and $250 per month

• Due Date:  As incurred.

29.  Non-Focus Brands Portfolio POS Menu Setup:  a reasonable fee, currently estimated to be $500 per day

• Due Date:  As incurred.

30.  Mobile Device Management Software License Fee:  currently, estimated to be between $19 and $40 per month

• Due Date:  As incurred.

31.  Back Office and Polling Software Fee:  currently, estimated to be between $100 and $200 per month

• Due Date:  As incurred.

32.  Credit Card Fees:  transaction fees estimated to be from 2.5% to 5.0% of the transaction amounts. Other fees may apply depending on the vendor used for credit card processing.

• Due Date:  As incurred.

33.  Information Security and Compliance Fees:  amount of fees; estimated to be between $75 and $150 per month

• Due Date:  As incurred.

34.  Gift Card and Loyalty Program Fees:  amount of administrative fees

• Due Date:  As incurred.

35.  Loyalty App Fee:  currently, $55 per month

• Due Date:  As incurred.

36.  Online Ordering Fee:  currently, $69 per month

• Due Date:  As incurred.

37.  Ordering Support Fee:  a reasonable fee, which will vary based on the services provided; currently, $0.35 to $0.50 per transaction processed through Moe’s online ordering system

• Due Date:  Payment Due Date.

38.  Purchasing Program Fee:  reasonable membership fees assessed by the Purchasing Program

• Due Date:  As incurred.

39.  Supply Chain Fee:  currently, $0.25 to $0.35 per case purchased through certain Appointed Distributors

• Due Date:  As incurred.

40.  Master Insurance Policy Fee:  currently not charged; Moe’s does not have an estimate at this time

• Due Date:  As incurred.

41.  Insurance:  amount of unpaid premiums and Moe’s costs

• Due Date:  On demand.

42.  Guest Relations Fee:  currently, $20 to $40 for each guest complaint or other contact request that you do not timely respond to or for each excessive guest complaint

• Due Date:  As incurred, due on the Payment Due Date.

43.  Non-Compliance Fee:  currently, $25 to $500 for a single default, but may vary based on the severity of defaults and repetition of defaults

• Due Date:  On invoice.

44.  Failure to Comply with Standards or Law Fee:  up to $5,000, plus Moe’s reasonable expenses connected with any inspection, examination, or analysis of product

• Due Date:  On invoice.

45.  Development Deadline Extension Fee:  $2,500 per missed deadline

• Due Date:  On invoice.

46.  Repeated Inspection Fee:  cost of inspection

• Due Date:  On invoice.

47.  Reimbursement of Services After Default:  all costs and expenses that Moe’s reasonably incurs

• Due Date:  On invoice.

48.  Restrictive Covenant Violation Fee:  $2,500 for an hourly employee, $5,000 for an assistant manager, $7,500 for a manager or general manager, and $10,000 for a corporate employee

• Due Date:  On invoice.

49.  Audit:  cost of audit

• Due Date:  On invoice.

50.  Liquidated Damages:  the average monthly amount of Royalty that you owed Moe’s during the past 36 months times the lesser of the remainder of the term of the Franchise Agreement or 36 months

• Due Date:  Within 30 days of termination of your Franchise Agreement.

51.  Appraiser’s Fee:  50% of appraiser’s fee

• Due Date:  On invoice.

52.  Indemnification of Moe’s:  Moe’s cost

• Due Date:  On invoice.

53.  Attorneys’ Fees:  Moe’s cost

• Due Date:  On invoice.

54.  Reinstatement Fee:  10% of the amount of the then-current Initial Franchise Fee, plus Royalty Fees that would have been payable in period between termination and reinstatement

• Due Date:  Before reinstated.

55.  De-identification Fee:  Moe’s actual costs, plus interest and an administrative fee equal to 15% of Moe’s actual costs

• Due Date:  On invoice.