DATED: 25 th day of November of 2021

LKFUTBOL CIA. LTDA.

-Y-

Yessenia Pin

___________________________________________________________________________

TERMINATION & RELEASE

OF FRANCHISE AGREEMENT

___________________________________________________________________________
THIS AGREEMENT is made on the 25 th day of November of 2021

BETWEEN:

(1) LKFUTBOL CIA. LTDA. LITTLE KICKERS ECUADOR a company registered in Ecuador
under company identification number RUC 1792363144001, domiciled in Quito, Ecuador
(“LKFUTBOL”); and

(2) [Yessenia Pin] of [Portoviejo, Ecuador] (“Franchisee”).

(Each a "party" and together "the parties")

W H E R E A S:

(A) LKFUTBOL and the Franchisee are parties to a Franchise Agreement dated 01/11/2018
("Franchise Agreement").

(B) LITTLE KICKERS CANADA HOLDINGS LIMITED has decided unilaterally to terminate
LKFUTBOL´s Master Franchise Agreement, making the continuation of the Franchise
Agreement between LKFUTBOL and Franchisee impossible.

(C) LITTLE KICKERS CANADA HOLDINGS LIMITED has required LKFUTBOL to sign this
agreement with the Franchisee.

(A) The parties have agreed to terminate the Franchise Agreement by mutual consent with effect
from the date of this Agreement (“Effective Date”) on the terms set out below.

NOW IT IS HEREBY AGREED as follows:-

1. DEFINITIONS

1. In this Agreement, unless otherwise specified, words or expressions defined in the Franchise
Agreement shall have the same meaning herein as therein and references to clauses shall be
references to clauses or sub-clauses of the Franchise Agreement.

2. Unless the context otherwise requires the singular shall include the plural and the masculine
shall include the feminine or neuter genders and vice versa.

1. The clause headings in this Agreement are solely for ease of reference and this Agreement
shall not be construed by reference thereto.

1.4 All references in this Agreement to statutory provisions shall extend to those provisions as
re-enacted or modified and to regulations thereunder and any statutory replacement from
time to time in force.

201102 Little Kickers Franchise Agreement Termination & Release 1

2. THE FRANCHISE AGREEMENT

1. The parties acknowledge that the Franchisee owes the sum of $0 to LKFUTBOL by way of
Fee´s paid by LKFUTBOL on behalf of the Franchisee to LITTLE KICKERS CANADA
HOLDINGS LIMITED. It is a condition of the termination and release contained in this
Agreement that the Franchisee pays such outstanding amount to LKFUTBOL in cleared funds
on or before the Effective Date.

2. In consideration of the respective parties entering into this Agreement and subject to the
conditions contained in this Agreement, the Franchise Agreement shall terminate with effect
from the Effective Date and cease to have effect save in respect those provisions which
expressly or by their effect survive termination.

2.3 Upon termination of the Franchise Agreement, to the fullest extent permissible by law, the
Franchisee shall be deemed to have released and discharged LKFUTBOL, LITTLE
KICKERS CANADA HOLDINGS LIMITED, and any Group Company and their respective
officers, directors, employees and agents from and against all past, present and future claims
whether contemplated or not which the Franchisee may have against LKFUTBOL, LITTLE
KICKERS CANADA HOLDINGS LIMITED, or any Group Company whether arising from the
Franchise Agreement or otherwise in any way out of the relationship between the parties or
any of them.

2.4 Upon termination of the Franchise Agreement, to the fullest extent permissible by law and
subject to compliance with the provisions of this Agreement, LKFUTBOL shall be deemed to
have released and discharged the Franchisee from and against all claims and demands
which LKFUTBOL may have against the Franchisee arising out of or in any way connected
with the Franchise Agreement and/or the relationship thereunder SAVE THAT the rights of
LKFUTBOL, LITTLE KICKERS CANADA HOLDINGS LIMITED, and the obligations of the
Franchisee which expressly or by their nature survive termination of the Franchise
Agreement shall continue in full force and effect subsequent to and notwithstanding the
termination of the Franchise Agreement.

3. WARRANTY & INDEMNITY

3.1 The Franchisee warrants that he has supplied to LKFUTBOL or LITTLE KICKERS CANADA
HOLDINGS LIMITED (or destroyed if LKFUTBOL or LITTLE KICKERS CANADA HOLDINGS
LIMITED has so requested) all records and all documents related to past and future
operations of the Little Kickers business in its possession.

3.2 The Franchisee shall keep LKFUTBOL and LITTLE KICKERS CANADA HOLDINGS LIMITED
indemnified against all claims, demands, damages, debts and liabilities, costs and expenses
which Franchisor may incur as a result of any act or omission of the Franchisee and any of his

201102 Little Kickers Franchise Agreement Termination & Release 2

 employees, agents and/or representatives insofar as they relate to the operation of the Little
Kickers business in the period prior to the Effective Date.
4. MISCELLANEOUS

4.1 Counterparts

This Agreement may be executed in counterparts and each counterpart when so executed
and delivered shall be deemed an original.

4.2 Law

This Agreement shall be governed by and construed in accordance with the laws of Ecuador.
The parties hereby submit to the jurisdiction of the courts of Ecuador.

The parties have duly executed this document the day and year first before written:

SIGNED by JULIAN MORA an authorised )

signatory of LKFUTBOL : - ) ………………………………………
Julian Mora

SIGNED by [Yessenia Pin] : - ) ………………………………………

Name of Franchisee

201102 Little Kickers Franchise Agreement Termination & Release 3