Page 546 - Onboarding May 2017

15% until Distributor can maintain the Minimum Standard for two consecutive
Performance Periods or (b) terminate the Agreement. In addition, DineEquity may
disapprove the Distribution Center. DineEquity may re-approve the Distribution Center in
its sole judgment. Distributor will pay all costs associated with the re-approval.

Each Distribution Center will be required to submit collective service performance data
monthly in a format specified by CSCS no later than 10 business days following the end of
each Performance Period.

13.0 INDIVIDUAL RESTAURANT SERVICE STANDARDS
Distributor will maintain the following Required Standards and Minimum Standards for each
individual Restaurant covered by this Agreement:

Service Standards Required Standards Minimum Standards
Order Fill Rate 99.5% 97.5%
On Time Delivery Rate 90.00% 85.00%

If Distributor fails to meet one or more of the Required Standards for any individual Restaurant
in any Performance Period, CSCS will give Distributor written notice of the failure. If
Distributor fails to meet one or more of the Required Standards during consecutive Performance
Periods, then Distributor will begin discounting the Distribution Fee by 10% until Distributor can
maintain the Required Standard for one complete Performance Period. If Distributor fails to
meet the Required Standard for two consecutive Performance Periods, Operator may elect to
either (a) continue to receive the 10% discount off the Distribution Fee until Distributor can
maintain the Required Standard for one complete Performance Period or (b) terminate the
Agreement.

If Distributor fails to meet one or more of the Minimum Standards for any individual Restaurant
in any Performance Period, CSCS will give Distributor written notice of the failure. If
Distributor fails to meet one or more of the Minimum Standards during consecutive Performance
Periods, then Operator may elect to either (a) have Distributor begin discounting the Distribution
Fee by 15% until Distributor can maintain the Minimum Standard for two consecutive
Performance Periods or (b) terminate the Agreement.

If Distributor On Time Delivery does not meet the agreed upon Delivery Schedule the following
penalty per occurrence will occur unless the delay is due to force majeure.

Delay in Schedule Penalty Per
Delivery Occurrence

0.00 to 6.00 hours $ -
6.01 to 12.00 hours $ 75
12.01 to 24.00 hours $ 150
Over 24.00 hours $ 250

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