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Business Description

itish Swim School Franchising, LLC (“we”, “us”, “our”, “British Swim School”, “BSSF”, or “Franchisor”) was organized as a Delaware Limited Liability Company on March 21, 2019 We maintain our principal place of business at 6261 NW 6"' Way, Suite 203, Fort Lauderdale, Florida 33309 We offer franchises (“British Swim School Franchise(s)” or “Franchise(s)”) for British Swim School Businesses We conduct our business under our company name and the trademarks BRITISH SWIM SCHOOLS® and the other trademarks listed in Item 13 (“Marks”) We were organized for the purpose of offering franchises and operating businesses that provide a swimming and water-survival instruction program that focuses on survival skills, stroke development, breathing techniques and skill coordination by offering private and group lessons for individuals of all ages (“Franchised Business”) In addition to offering franchises, we may supply you with certain products and services related to your Franchised Business We do not conduct any other unrelated business activities We do not currently offer franchises in any other line of business but may do so in the future

Prior Experience

Since April 18, 2019 we are a wholly-owned subsidiary of BSS Acquisition Holdings, LLC (“BSSH” or “Parent”) BSSH was organized on April 2, 2019 BSSH's principal place of business is 2829 Guardian Lane, Suite 100, Virginia Beach, VA 23452 Buzz Franchise Brands, LLC (“BFB”), a Virginia- based multi-brand franchising company controls BSSH BFB was organized on November 23, 2009 and currently owns 2 other franchise brands. Home Clean Heroes and Pool Scouts BFB's principal place of business is 2829 Guardian Lane, Suite 100, Virginia Beach, VA 23452 BFB does not offer franchises of the type being franchised or m any other line of business BFB has had no predecessors during the ten (10) year period immediately before the close of its most recent fiscal year Our predecessor is British Swim Centers Franchising, LLC (“BSCF”) BSCF was a Florida limited liability company formed on March 3, 2011 and the predecessor to BSSF BSCF operated under the names British Swim Centers Franchising, LLC and British Swim School Its principal business address was 6261 NW 6"' Way, Suite 203, Fort Lauderdale, Florida 33309 BSCF offered franchises for British Swim School businesses from May 2011 to April 17, 2019 It does not conduct business under any other name or in any other line of business and it does not offer franchises m any other line of business

Business Offered

We offer and grant Franchises to establish, operate and promote a swimming and water-survival instruction program that focuses on survival skills, stroke development, breathing techniques and skill coordination by offering private and group lessons for individuals of all ages and other services and products we may authorize The swim lessons provided by British Swim School Businesses vary from activities introducing babies to the water to future team and advanced skill refinement at higher class levels While British Swim School Businesses provide swim lessons to individuals of all ages, lessons are primarily focused on children ages 10 and under British Swim School Businesses operate under the name “British Swim School” and other trademarks, service marks, logos, and commercial symbols we periodically authorize (“Marks”) British Swim School Businesses have distinctive and proprietary business formats, methods, procedures, designs, layouts, standards, and specifications (together, the “System”), all of which we may improve, further develop, or otherwise modify over time Your British Swim School Business will provide private and group swim lessons from swimming pools that have been approved by us (each, a “Pool”) We anticipate that your British Swim School Business will pay a third party, such as a hotel or fitness center, to utilize a Pool during designated time periods to provide swim lessons Customers of your British Swim School Business will purchase subscriptions to attend swim lessons under the terms and conditions of the System (each, a “Swim School Subscription”) The Franchised Business may provide only authorized products and services, including swimming and water survival instruction and select retail products within a geographic area of responsibility (“Territory”) Your Territory will contain a number of “Potential Customers,” typically approximately 25,000 to 35,000 A “Potential Customer” is a child between the ages of three (3) months and ten (10) years of age The number of Potential Customers is estimated because we rely on a third party source to supply us with this data While we believe this data to be accurate within an acceptable margin of error, there is no way to guarantee or know the actual number of youth in your Territory The actual number of youth may be more or less than 25,000 to 35,000 Attachment A to the Franchise Agreement will set forth the number of Potential Customers in your Territory We may, in our sole discretion, permit you to add unoccupied zip codes, which are immediately adjacent to your Territory, from an unoccupied territory at a cost of $ 1 00 per Potential Customer located within that unoccupied zip code (the “Purchased Zip Codes”) All Purchased Zip Codes will be included in your defined Territory, and all references to “Territory” include the Purchased Zip Codes Since the Purchased Zip Codes will become part of your Territory, you must include all Potential Customers within the Purchased Zip Code(s) in the Mailer Program in which you are required to participate You must participate in the. Mailer Program and pay the associated fees described in Items 5, 6, 7 and 8 of this disclosure document As of the issuance date of this disclosure document, we or our affiliate are the only approved supplier of the Mailer Program services It is essential to the ongoing operation of the Franchised Business that you develop new customers, as well as service those existing or potential customers you develop If you receive our approval, you (we will refer to individuals, partnerships, corporations, and the owners of partnerships and corporations as “you” and “your”) will be required to sign the form of Franchise Agreement attached as Exhibit A to this Franchise Disclosure Document, for a franchise to operate a British Swim School Business (“Franchise Agreement”) Under the Franchise Agreement, you will receive the right to use the Marks and the System to operate your British Swim School Business and provide swim lessons within a specified geographic area (your “Territory”)

Initial Fees

If you sign a single Franchise Agreement offered by this disclosure document, you must pay us an Initial Franchise Fee of $39,500 We have established a Community Heroes Program and may offer to qualifying franchises a $1,000 discount on the Initial Franchise Fee for the first British Swim School franchise, but no discount will be given for franchises under an Area Development Agreement We include firefighters, law enforcement personnel, emergency medical technicians and personnel, teachers and educational administrative staff in our Community Heroes Program We participate in the VetFran program sponsored by the International Franchise Association If you qualify to participate in this program, you may be eligible for a discount of $8,000 off of the Initial Franchise Fee for the first British Swim School franchise This discount may not be combined with any other discount A franchisee that otherwise meets the criteria to qualify for both the Community Heroes Program discount and the VetFran program discount may only receive a single discount The Initial Franchise Fee is paid when you sign the Franchise Agreement The Initial Franchise Fee is fully earned upon execution of the Franchise Agreement by us The Initial Franchise Fee is refundable, only if you do not pass our Operations Training (“Operations Training”) in accordance with our current passing standards for Operations Training, provided that you return to us all materials which we distributed to you during Operations Training We may, in our sole discretion, finance a portion of your Initial Franchise Fee See Item 10 Financing not offered in California

Financing

Franchise Financing We and/or one of our affiliates may, in our or their sole discretion, finance up to half of your initial investment or operating capital Whether we will extend financing and the amount of financing will vary depending on, among other factors, the availability of funds, your creditworthiness, the market conditions in your area, and your compliance with existing franchise agreements The annual interest rate is typically 12% but can vary depending on your creditworthiness Financing must typically be repaid over 1-3 years through monthly payments that would vary depending on the amount financed (Example $14,750 financed for 3 years at 12% the monthly payment would be $484 06), but we may require other repayment terms such as the submission of daily credit card receipts The repayment terms that we offer will vary based on your creditworthiness and the amount financed You or, in the case of an entity, your principals, must personally guarantee the debt We may require your spouse to guarantee the debt We may require a security interest in the assets of the Franchised Business You may prepay the financed amount at any time during the term of the loan without penalty You waive the homestead and other available exemptions, presentment, demand, protest, notice of dishonor and all other notices If you default on amounts owed, we can accelerate the obligation to pay the entire amount due, and seek our collection costs including attorney's fees from you, and terminate your franchise agreement See Exhibits J-1. T2 and M To accommodate franchisees who seek to obtain loans through the U S Small Business Administration (“SBA”) or other SBA loan programs, we may defer principal (but not interest) payments on loan amounts we have financed until SBA loans have been repaid Under those circumstances, all principal amounts must be repaid within 24 months after the SBA loan is repaid We are not required to offer you financing of any kind We and/or our affiliates reserve the right to sell, assign or discount any note or other obligation arising out of the Franchise Agreement to a third party If we or our affiliates assign your note, it will not affect our obligation to provide the services described in the Franchise Agreement, but the third party may be immune under the law to any defenses to payment you may have against us Currently, we do not offer any lease arrangements However, in the future we and/or our affiliates or a third-party leasing company may offer lease financing for vehicles, equipment, signs and furniture Such leasing will be subject to the availability of leasing capacity and your creditworthiness We are not obligated to provide such leasing programs If leasing is available pursuant to third party agreements, you may lease only those items which we indicate as eligible for leasing We do not currently receive any payment from such arrangements with third party leasing companies, though we may receive revenue from your purchase of the leased items The terms of such leasing programs vary and are yet to be determined for the coming year Of course, if we do offer a leasing program and you elect to participate, you are obligated to make payments as required by the lessor In the event you fail to make such payments, whether or not you sign the leasing paperwork, the entire lease amount will become due and payable immediately We will charge interest on the amounts outstanding and delinquent amounts will subject you to the termination provisions of the Franchise Agreement We do not receive payments from any person for the placement of financing, although in the future, we may accept referral fees We may but are not required to assist you in your efforts to seek financing from third parties We do not provide any financing m the State of California

Franchisee Revenue and Profit

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 territory or under particular circumstances This Financial Performance Representation consists of the following information about British Swim School 1 Important Histoncaljnformation A short summary of the history of British Swim School 2 Key Financial Metrics. An overview of the franchise system performance consisting of performance by class year (i e , year that a franchise territory opened), revenue growth by class year and income statement data 3 Additional Performance Metrics A table providing key metric information in a question and answer format A Important Historical Information British Swim School began franchise operations in 2011 under our predecessor, BSCF, after operating as a non-franchise business in both the United Kingdom and the United States for almost thirty years By leveraging available commercial pools instead of constructing pools, the business model supports a lower initial investment strategy and offers agility and scalability to enable franchise business owners to rapidly meet demand and changing demographics Upon launching franchise operations m 2011, BSCF operated a number of corporate owned territories in addition to its franchised territories Over time, BSCF transitioned to a franchise-only business model As of December 31, 2018, British Swim School had 50 U S -based franchise business entities in continuous operation for more than nine months under the same ownership that owned 79 unique territories across 19 states The performance as represented in the tables below is based on data provided to us by our predecessor, BSCF We acquired the British Swim School franchise system on April 18, 2019, after the occurrence of all of the following financial performance information included below Franchisee financial performance could change under our ownership of the franchise system