*I understand that if financing is required to open my 1-2-3 Fit club it is my sole responsibility to obtain the financing:

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I understand that the acceptance of this Franchise Application by 1-2-3 Fit Franchising, LLC or any of it's affiliates (collectively "1-2-3 Fit") does not constitute the grant of a franchise. I understand that 1-2-3 Fit grants franchises only by executing written franchise agreements. By submitting this application, I authorize 1-2-3 Fit and its assigns to start an investigative consumer report (including information regarding my character, general reputation, personal characteristics and mode of living) and credit investigation based on the information voluntarily provided by me and warrant that all information provided is true and accurate. I understand that I have a right to request that 1-2-3 Fit make a complete and accurate disclosure of the nature and scope of such investigation. 1-2-3 Fit may obtain my credit report in connection with this application. This is my authorization to credit reporting agencies, bank(s), creditors, and suppliers to release to 1-2-3 Fit, and to 1-2-3 Fit to release to such parties, all information requested regarding my depository, loan or other credit information including, without limitation, financial information, by telephone or in writing as part of the normal credit evaluation process. I release my bank(s), creditors, suppliers and 1-2-3 Fit from all liability with respect to the release of any such requested information. Authorization is granted to use photo or fax copies of my signature to obtain information. If I am requesting that 1-2-3 Fit make a credit determination based on my credit worthiness combined with any co-applicants, I authorize 1-2-3 Fit to discuss any derogatory credit items with such co-applicants. I understand that 1-2-3 Fit may at any time, require that I sign an updated application or provide updated information. I acknowledge that I have read, and hereby agree to be bound by the Confidentiality and Non-Disclosure provisions which appear below.

CONFIDENTIALITY AND NON-DISCLOSURE

The individual who has submitted this application (“Applicant”) has applied to become a franchisee of 1-2-3 Fit (“1-2-3 Fit”) and, in connection with the application process, may become privy to certain information regarding the business of 1-2-3 Fit and its affiliates and its franchisees which 1-2-3 Fit classifies and protects as confidential and proprietary (the “Information”). 1-2-3 Fit is willing to divulge such information (as and to the extent it deems appropriate in connection with the Applicant’s application) only if the Applicant agrees to protect the confidentiality of such Information. In consideration of the disclosure of Information, Applicant agrees to the following terms and conditions:

1. Confidentiality. Applicant on behalf of itself and its affiliates, employees, officers and directors, agrees to maintain as confidential all Information disclosed to it. Applicant shall not, directly or indirectly, disclose any such Information to any third party without 1-2-3 Fit's prior written consent, nor shall Applicant use any Information for its own benefit (except for the purpose of the discussions contemplated by this Agreement) or for the benefit of any third party. The dissemination of Information by Applicant within its own organization shall be limited to those employees and consultants whose duties justify the need to know such Information.

2. Return of Information. Applicant shall return to 1-2-3 Fit within ten (10) days of written request therefore, all Information, together with any and all copies thereof.

3. No Rights in Information. Neither this Agreement nor the disclosure of Information shall be deemed, by implication or otherwise, to vest in Applicant any rights in the Information or any other trade secrets or property of 1-2-3 Fit.

4. Breach. Any breach of any provision hereof will be theft of 1-2-3 Fit trade secrets, and will cause irreparable harm and damage to 1-2-3 Fit. 1-2-3 Fit shall be entitled to enjoin any actual or threatened violation of any of the provisions in this Agreement. In addition to injunctive relief, 1-2-3 Fit may recover damages from Applicant for any loss caused by any violation of the provisions of this Agreement (including violations by third parties to whom Applicant discloses Information). In any action brought to enforce any of the provisions of this Agreement, 1-2-3 Fit shall be entitled to reasonable attorney fees and costs.

5. Law. This Agreement is made under, and shall be construed and enforced in accordance with, the laws of the State of Colorado. The parties agree that the exclusive venue for disputes between them shall be in the District Court for the City & County of Denver, Colorado, or the United States District Court for the District of Colorado, and the parties each waive any objection they may have to the personal jurisdiction of, or venue in, such courts.

6. Severability. Any provision hereof which may prove unenforceable under any law or by any court shall not affect the validity of any other provision hereof.