THE #1THE #1

FRANCHISEFRANCHISE**

TEAM WITHTEAM WITH WINNINGWINNING BE PART OF A BE PART OF A

Fred DeLuca and Dr. Peter Buck opened the first SUBWAY® restaurant in the city of Bridgeport, Connecticut, USA, in the summer of 1965. The company was later incorporated in the name of Doctor’s Associates Inc. The SUBWAY® franchise is the largest restaurant chain in North America and is poised to become the largest restaurant chain in the world. The SUBWAY® franchise system places a focus on making great sandwiches. In fact, it is so great, that many SUBWAY® customers have become franchise owners simply because they believe in the product.

Exceptional growth With the SUBWAY® franchise system’s outstanding support structure and operational history, it’s no surprise that its growth continues to break global records. The SUBWAY® franchise was ranked the number-one global franchise among franchises with worldwide operations in the 2010 Franchise 500® issue of Entrepreneur® magazine, based on research and analysis of those franchises having worldwide operations. The SUBWAY® business goal is to be the number one restaurant/store chain in both consumer ranking and location count in every market it serves. In most years, about 70% of new franchises are purchases by existing owners.

SUBWAY® is a registered trademark of Doctor’s Associates Inc. ©2010 Doctor’s Associates Inc. Franchise may be offered by prospectus, through affiliate companies. Numbers subject to change. Please visit www.subway.com for the latest restaurant and country counts. *The SUBWAY® franchise was ranked the number-one global franchise among franchises with worldwide operations in the 2010 Franchise 500® issue of Entrepreneur® magazine, based on research and analysis of those franchises having worldwide operations.

More than 33,000 SUBWAY® locations throughout the world

Décor The SUBWAY® décor integrates the look of natural building materials - brick, clay, stone - into the stores and conveys to customers that SUBWAY® locations are warm and inviting family dining destinations. Great food SUBWAY® Sandwich Artists™ begin making customers’ sandwiches on a varied selection of daily baked gourmet breads. With the option of many ingredients, the sandwiches are customized with an array of meats, cheeses, vegetables, and lastly topped off with unique select sauces.

In addition, many food flavors are brought out by toasting the sandwiches to perfection, just the way a customer wants.

Products you will be proud to serve The SUBWAY® franchise offers your customers many great options to eat a fresh meal, fast. Think about your customer base and all the potential consumers who patronize your business. Wouldn’t the quality of the SUBWAY® products appeal to those consumers? SUBWAY FRESH FIT™ Menu* Caring about the health of customers shows with the SUBWAY FRESH FIT™ menu that is low in saturated fat and cholesterol.

*SUBWAY FRESH FIT™ menu is currently available in the US, Canada, Australia and New Zealand

The franchisee is responsible for: ✔ Initial franchise fee ✔ Finding locations ✔ Leasehold improvements and equipment ✔ Hiring employees and operating restaurants ✔ Paying 8% royalty to the company and a fee into the advertising fund The company provides: ✔ Access to formulas and operational systems ✔ Store design and equipment ordering guidance ✔ Training program ✔ Operations manual ✔ Representative on-site during opening ✔ Periodic evaluations and ongoing support ✔ Informative publications

Fast Food Category Category: Most Popular

SUBWAY® = Number 1 Category: Top Service

SUBWAY® = Number 1 Category: Healthy Options

SUBWAY® = Number 1 Category: Top Food

SUBWAY® = Number 2 Category: Top Overall

SUBWAY® = Number 2 Category: Top Facilities

SUBWAY® = Number 3

2010 The AllBusiness AllStar list is the most transparent and interactive ranking of its kind and the only such ranking that lets

would-be franchisees sort and surface information that’s most important to them. It is also the only list that draws upon the in-depth financial analysis of our parent company, Dun and Bradstreet. SUBWAY® holds the #1 position

on our AllBusiness AllStar list and is also

the #1 Sandwich Shop Franchise

“Given the new realities of cash and credit, our ranking formula places

particular emphasis on financial strength. All of our winners have a strong financial

foundation to survive and prosper in these tough times.”

Entrepreneur® The SUBWAY® restaurant chain has been named the Number 1 franchising for 2010. The Franchise 500® rankings are the most comprehensive franchise rankings in the world and have considered many factors, including financial strength and stability, growth rate, the size of the system and start up costs.

Location performance Generally, the most important factors for performance are the location of the franchise and how well it is run. Because these key factors are unknown, Doctor’s Associates Inc. cannot predict your results. In fact, to eliminate possible misunderstandings, the company has a policy that no employee or agent can provide you with projections as to potential sales, earnings and profitability. The best way to get this information is to complete an application. After your application is received, you will receive a letterwith contact details for our Develop-ment office in your area. Our existing franchisees will be able to answeryour specific questions. Support Franchise World Headquarters, LLC is proud of the excellent support systems available to SUBWAY® franchisees. Ongoing support is provided before and after you open your store. As soon as you join the SUBWAY® team, you’ll have access to help to get you started. Once open, systems are in place to help you operate your location effectively.

QUESTIONS?

Direct your questions to the following appropriate regional

SUBWAY® office:

Australia Brisbane

+61 7 3216 0665

Asia Singapore

+65 6227 2557 Seoul

+82 279 75 036

Europe Amsterdam

+31 20 531 7300 Cambridge

+44 122 355 0820 Cologne

+49 221 788 7460 Madrid

+34 913 013 968 Paris

+33 14 198 6003

Latin America Miami

+1 305-883-3966

Middle East & South Africa

Beirut +961 1 999 663

www.subway.com

US & Canada 1.800.888.4848

All other countries 1.203.877.4281

Before you open: ✔ Training You and your designee or manager will take part in our intensive two-week program. ✔ Restaurant/Store design You will be provided with floor plans for your specific location. ✔ Site selection You will be assisted in evaluating the location for your business. ✔ Equipment ordering You will receive guidance on ordering your equipment package for timely delivery. After you open: ✔ Operations manual SUBWAY® restaurants’ in-depth manual covers a full range of topics important to running your business. ✔ Field support Your local representative will help you get started and provide ongoing operational evaluations. ✔ Franchisee services A Coordinator will serve as your main contact person, who is just a phone call or e-mail away. ✔ R&D SUBWAY® franchise executive chef, baking specialists, staff nutritionist, and product development team continually strive to make our excellent food even better. ✔ Continuing education Regular newsletters, e-mails and voice-mails, DVDs and additional learning tools are also available.

The SUBWAY® chain constantly strives to make SUBWAY® restaurants and operations more environmentally and socially responsible. This is achieved by conducting business in a way that creates profit for franchisees while minimizing the impact the business has on the environment and to improve the lives of SUBWAY® customers, employees, franchisees, vendors and global communities. Did you know . . . The SUBWAY® company works on sustainable initiatives to improve the entire world-wide organization with a focus on energy efficiency, water and resource conservation, and waste reduction, as well as continuing to focus on food quality and food safety.

In the US, the sustainable initiatives undertaken by the SUBWAY® brand together with vendors have eliminated 122,112 metric tons of greenhouse gas (GHG) emissions over the last 3 years. Since August 2006, SUBWAY® restaurants with low-flow sink aerators have saved 41 million gallons of water annually. To reduce the environmental footprint of the waste stream, the SUBWAY® chain is committed to eliminating unnecessary packaging. SUBWAY® restaurants use napkins, gift cards, take-out menus, towels, tissues, sandwich wrap, paper hot cups, and salad containers that contain recycled content.

SUBWAY® Headquarters continues to work with suppliers to improve the nutritional content of the food served. All artificial trans fats from core products have been eliminated. In the US, the milk and yogurt offered are 100% hormone free and the chicken and turkey are antibiotic and hormone free.

Eat Fresh Live Green

STEP 1 Apply Simply complete the application included in this brochure and mail in the enclosed Reply Paid Envelopeto Subway Systems Australia Pty Ltd. A letter will be sent to you that includes contact details for a Development Agent in your area. To speed up the process, you can also complete the application online at www.subway.com/apply.

STEP 2 Research Talk to our franchise owners to learn more about us. Ask them why they chose the SUBWAY® franchise. Visit the locations, enjoy the great food and imagine what it would be like to join our terrific team.

STEP 3 Join the team It’s as easy as that. Once you have finished your investigation and have secured approval to become a SUBWAY® franchise owner, don’t wait. There’s a world of opportunity waiting for you once you make your decision. We’re looking forward to hearing from you soon!

The next steps

Franchise Capital Requirements The SUBWAY® franchise has some of the lowest start-up costs in the industry. Your complete investment will depend on your location, size, and the extent of renovations required. There are traditional and non-traditional locations for SUBWAY® franchises. A traditional restaurant is one you see in a shopping center or on the street corner. A non-traditional restaurant is a store located in an airport, hospital, truck stop, college, bus terminal, or other sites associated with another business. The non-traditional locations are usually owned by existing franchisees that have proven to be very successful with the SUBWAY® system. If you own a location such as a convenience store, or any non-traditional site, you may have the opportunity to buy a franchise for that location. Capital requirements for your area can be found online at www.subway.com. The estimated costs to the right, represent a wide range of possible locations throughout the world. Remember that costs will vary in relation to the physical size of the restaurant. A lower cost restaurant is one that would require fewer leasehold improvements, less seating and fewer equipment expenditures. Moderate and higher costs restaurants may require extensive interior renovations, extensive seating and additional equipment. If you are purchasing a franchise for a location opportunity, such as a non-traditional, or school lunch program location, the listed capital requirements may vary and could be substantially lower depending upon the necessary equipment you must acquire or changes in leasehold improvements you must make. Also note that the figures listed do not include extensive exterior renovations.

GENERAL BREAKDOWN FOR: INITIAL FRANCHISE FEE

$10,000 - $15,000 (Depending on country*)

REAL PROPERTY $2,000 - $24,000

LEASEHOLD IMPROVEMENTS $12,000 - $143,000

EQUIPMENT HIRE-PURCHASE SECURITY DEPOSIT

$3,000 - $65,000 SECURITY SYSTEM (Not including monitoring costs)

$1,000 - $7,500

FREIGHT CHARGES (Varies by location)

OUTSIDE SIGNS $1,200 - $21,000

OPENING INVENTORY $2,500 - $10,000 INSURANCE $400 - $4,000 SUPPLIES

$500 - $3,500 TRAINING EXPENSES

(Including travel and lodging) $2,000 - $7,000

LEGAL & ACCOUNTING $400 - $8,000

OPENING ADVERTISEMENT $1,000 - $6,000

MISC. EXPENSES (Business licenses, utility deposits, small equip. & surplus capital)

$1,600 - $20,000 ADDITIONAL FUNDS - 3 MONTHS

$7,800 - $43,000 ESTIMATED TOTAL INVESTMENT

$92,000 - $315,000 + THESE FIGURES ARE ESTIMATES OF THE COMPLETE INVESTMENT IN SETTING UP A SUBWAY® RESTAURANT AND OPERATING IT FOR

3 MONTHS. IT IS POSSIBLE TO EXCEED COSTS IN ANY OF THE AREAS LISTED. FINAL COSTS WILL DEPEND ON LOCATION, AMOUNT OF

RENOVATIONS, ETC. TO SEE MORE DETAILS, COMPLETE APPLICATION TO RECEIVE DISCLOSURE DOCUMENT

*US and Canada Franchise Fee = $15,000

Worldwide Development Agent Opportunities

Company Values Family: We build our business relationships by serving each other, our customers and our communities, much as we do within our own families. Teamwork: We challenge ourselves and each other to succeed through teamwork, against shared goals and to be accountable for our responsibilities. Opportunity: We create an entrepreneu-rial, ever growing SUBWAY® community, in-creasing the opportunity for everyone.

Qualities of a successful SUBWAY® Development Agent: · Excellent leadership capabilities · Vision for the future of the SUBWAY® brand and restaurant development · Passion for the SUBWAY® brand · Local market knowledge · Excellent communication skills · Determination to lead a successful territory · Excellent organizational skills

To find out more about which countries are looking for Development Agents and to express interest in becoming a Development Agent, contact Crystal Babcock E-mail: babcock_c@subway.com Or telephone: 1.203.877.4281 x 1700

Company Vision Be the #1 Quick Service Restaurant chain in the world. Company Mission Delight every customer so that they want to tell their friends; with great value through fresh, delicious made-to-order sandwiches and an exceptional experience.

Development Agent’s Role A Development Agent is an independent contractor who sees the “big picture”. When approved, the DA develops a territory by helping franchisees own and operate SUBWAY® restaurants in that territory.

A Development Agent works to build franchise sales by building on the SUBWAY® internationally recognized brand. Several areas around the world need Development Agents and if you are 1.) willing to live in that country full time or have a partner who will, and

2.) have franchisee experience, you may be the Development Agent that the SUBWAY® system needs now.

□ Self Employed □ Employed by ____________________________________________

No. Years___________ Nature of Business________________________________________

Title _________________________Describe Position__________________________________

Address________________________________________________________________________

City_________________________State/Province________Postal Code________Country

Telephone (Bus.) ________________________Telephone (Alt.)____________________________

Excluding any financing listed below

Area code / country & city code Area code / country & city code

_____________________________________________________________________________

_____________________________________________________________________________

______________________________________________________________________________

Area code / country & city code Area code / country & city code Area code / country & city code

Date____________ Where did you hear about the SUBWAY® franchise?____________________________________________

Date_______________ Where did you hear about the SUBWAY® franchise?________________________________________

Name_________________________________________ Citizen of________________ Permanent Resident of

Date of Birth______________ Drivers Licence Number*________________________________ Gender Male □ Female □

Other names you are known by ______________________________ Are you of legal age? Yes □ No □

Telephone (Home) _______________________________ (Fax) ___________________ (Mobile) _______________________

Residence Address ______________________________________________Apartment/Suite__________________________

City State Postal Code______________

Country __________________________________Email address_____________________________________________________

YOUR PERSONAL INFORMATION

Have you ever been convicted of a felony

or its equivalent?

Yes □ No □

Have you ever been associated directly or indirectly

with terrorist activities?

Yes □ No □

Has a judgment been filed against you or have you been involved in any litigation proceeding

within the last 5 years?

Yes □ No □

(If yes, on a separate sheet of paper provide the following for each proceeding: names of the parties involved, date filed, court where

filed and nature of the proceeding.)

Spouse’s Name_________________________________ Citizen of_______________ Permanent Resident of

Date of Birth___________ Drivers Licence Number* Gender Male □ Female □

Other names known by ________________________________Are you of legal age in your State/Residence Area? Yes □ No □

SPOUSE PERSONAL INFORMATION (Use a Separate Application for Partners)

Have you ever been associated directly or indirectly

with terrorist activities?

Has a judgment been filed against you or have you been involved in any

litigation proceeding within the last 5 years?

Yes □ No □

(If yes, on a separate sheet of paper provide the following for each proceeding: names of the parties involved, date filed, court where

filed and nature of the proceeding.)

Highest Education Achieved Schools Attended Years Grade or Degree Attained

□ College/Uni Degree or higher □ Some College eg. TAFE □ High School □ Didn’t Complete High School

EDUCATIONAL BACKGROUND

BUSINESS INFORMATION (Complete All Questions) Select Your Business Experience Level

□ Restaurant Management □ Other Business Management □ Restaurant Non Management □ No Business Experience May we contact you at work? Yes □ No □

List all restaurants & food service businesses in which you have an ownership interest:

Income from current occupation $________________/year Income from other sources $________________/year Please explain other income_________________________ Personal Bank(s)/Branch Address ________________________________________________

________________________________________________

________________________________________________

FINANCIAL INFORMATION (Please List Figures in Australian Dollars) Individual Liquid Assets (Cash, Stocks, etc.) a)___________ * Individual Fixed Assets (Home, Car, etc.) b)___________ * Individual Total Assets (a + b) c)___________ * Individual Liabilities (Mortgages, Loans, etc.) d)____________ * Your Individual Total Net Worth (c - d) e) _____________*

Would this business by your sole income source? Yes □ No □ Is there other financing not included in (e) above? Yes □ No □ If yes, how much financing is available? _______________*

APPLICATION ©2010 Doctor's Associates Inc. *Optional for additional information purposes but required to begin the process of the purchase and transfer of an existing location. Also note: it will be required prior to the purchase of a new franchise. SUBWAY® is a registered trademark of Doctor’s Associates Inc. ©2010 Doctor’s Associates Inc.

Yes □ No □

First/Given Last/Surname Country Country

Have you ever been convicted of a felony

or its equivalent?

Yes □ No □

Application for Additional Information In addition to requesting additional information, this application is used for purchasing a new franchise, an

additional franchise, or the purchase and transfer of an existing store. The filing of this form does not obligate the applicant to purchase or the franchisor to sell a franchise or location.

Complete in full and do not use abbreviations. Please print clearly or type.

OF

FIC

E U

SE

O

NL

Y

DA Name ______________

DA # __________________ Sales Manager __________

Disclosed Date __________

SUBWAY® is a registered trademark of Doctor’s Associates Inc. ©2010 Doctor’s Associates Inc.

REFERENCES (Excluding Relatives)

PARTNERS (All partners should fill out a separate application)

RESTAURANT OPERATIONS

Name Address Telephone (area/country & city code)

% Ownership First Last Middle Initial

Partner’s Name_______________________________________________ □ Active □ Silent _______________ □ Male □ Female

Will you have partner(s)? □Yes □ No If not, you may skip this section. Otherwise, please complete all relevant sections below:

Partner’s Name_______________________________________________ □ Active □ Silent _______________ □ Male □ Female

Partner’s Name_______________________________________________ □ Active □ Silent _______________ □ Male □ Female

Partner’s Name_______________________________________________ □ Active □ Silent _______________ □ Male □ Female

To include a partner’s financial information, ensure they complete a separate Application for Additiona l Information

If qualified, when will you invest in a franchise?

□ Now □ Within 6 months □ 6 months to 1 year □ More than 1 year

How involved will you be in operating the restaurant?

□ 0% Not involved at all □ 50% Somewhat involved □100% Completely involved

In what country would you like to open your SUBWAY® restaurant?: (If different from your country of residence**)

Preferred Geographic Franchise Area Estimated training date should you choose to invest: ____________________________

Submit your completed application in one of the 3 convenient ways listed:

◊ Online: - at http://www.subway.com/apply ◊ By Fax: - to + 61-7-3852 4081 ◊ By Mail: - to Attn: Franchise Sales, Subway Systems Australia, PO Box 313, Fortitude Valley, QLD 4006 Australia

APPLICATION ©2010 Doctor's Associates Inc.

I understand that the granting of a franchise is at the sole discretion of the Franchisor (Doctor’s Associates Inc., Subway Franchise Systems of Canada, Ltd., Subway International, B.V, Subway Systems do Brasil Ltda.,

Subway Partners Colombia, C.V., Subway systems India, Private Limited, Sandwich and Salad Franchises of South Africa, (Pty) Ltd, Subway Systems Australia, Pty. Ltd. or its affiliate).

I understand that any information I receive from the Franchisor or from any employee, agent or franchisee of the Franchisor or its affiliate is highly confidential (“Confidential Information”), has been developed with a great deal

of effort and expense to the Franchisor, and is being made available to me solely because of this application. I agree that I shall treat and maintain all Confidential Information as confidential, and I shall not, at any time,

without the express written consent of the Franchisor, disclose, publish, or divulge any Confidential Information to any person, firm, corporation or other entity, or use any Confidential Information, directly or indirectly, for my

own benefit or the benefit of any person, firm, corporation or other entity, other than for the benefit of the Franchisor.

I authorize the Franchisor or its degree to procure an investigative consumer report, a general background search and an investigation in accordance with anti-terrorism legislation, such as the USA Patriot Act and Executive

Order 13224 enacted by the US Government (collectively referred to as “Investigations”). I understand that these Investigations may reveal information about my background, character, general reputation, mode of living,

association with other individuals or entities, creditworthiness, litigation history and job performance (collectively referred to as “Investigation Data”). I understand that, upon written request, within a reasonable period of time, I

am entitled to additional information concerning the nature and scope of these Investigations. I hereby release any representative of the Franchisor of its affiliate, a credit bureau, security consultant or other investigative

service provider selected by the Franchisor, its affiliates, officers, agents, employees, and/or servants (collectively referred to as the “Investigator”) from any liability arising from the preparation of these Investigations.

This authorisation for release of information includes but is not limited to matters of opinion relating to Investigation Data. I authorise all persons, schools, companies, corporations, credit bureaus, law enforcement agencies or

other investigation service providers to release such information without restriction or qualification to the Investigator. I voluntarily waive all recourse and release them from liability for complying with this authorisation. This

authorization/release shall apply to this as well as any future request for these Investigations by the above named individuals or entities. I authorise that a photocopy or facsimile of this release be considered as valid as the

original.

US, PUERTO RICO, GUAM AND CANADA

**In order to purchase a SUBWAY® franchise in the US, the franchisee must be a citizen or permanent resident of the US. In order to purchase a SUBWAY® franchise in Canada, the franchisee must be a citizen or

permanent resident of Canada.

I agree that I will settle any and all previously unasserted claims, disputes or controversies arising out of or relation to my application or candidacy for the grant of a SUBWAY® franchise from Franchisor, pursuant to the laws

of Connecticut, USA* and by binding arbitration only. The arbitration shall be administered by an arbitration agency, such as the American Arbitration Association (“AAA”) or the American Dispute Resolution Centre, in

accordance with its administrative rules including, as applicable, the Commercial Rules of the AAA and under the Expedited Procedures of such rules or under the Optional Rules For Emergency Measures of Protection of the

AAA. I agree that arbitration will be held in Bridgeport, Connecticut, USA+, conducted in English and decided by a single arbitrator.

* If I am a resident of Canada, Ontario laws will apply, unless I am a resident of Alberta or Prince Edward Island, in which case local provincial law will apply.

+ If I am a resident of Ontario, I agree that Arbitration will be held under the Ontario Arbitrations Act in Toronto, Ontario, Canada. If I am a resident of Alberta, I agree that arbitration will be held under the Alberta Arbitrations

Act in Calgary, Alberta. If I am a resident of Prince Edward Island, I agree that arbitration will be held under the Prince Edward Island Arbitration Act, in Charlottetown, Prince Edward Island.

EUROPE, LATIN AMERICA, US VIRGIN ISLANDS, ASIA, SOUTH AFRICA, MIDDLE EAST, AUSTRALIA AND NEW ZEALAND

I agree that I will settle any and all previously unasserted claims, disputes or controversies arising out of or relating to my application or candidacy for the grant of a SUBWAY® franchise from Franchisor (the “Dispute”),

pursuant to the laws of Liechtenstein* and by binding arbitration only. The arbitration will be held in accordance with the United Nations Commission on International Trade Practices and Law (UNCITRAL) Arbitration Rules

administered by an arbitration agency, such as the International Centre for Dispute Resolution, an affiliate of the American Arbitration Association. I agree that arbitration will be held in New York, New York, USA+, conducted

in English and decided by a single arbitrator.

* If I am a resident of Germany, the Netherlands law will apply. If I am a resident of Brazil, Colombia, Ecuador, Mexico, Egypt, India, the Philippines or Thailand, local laws will apply. If I am a resident of South Africa, the laws

of Connecticut, USA will apply. If I am a resident of Australia, the laws of Queensland will apply.

+ If I am a resident of Argentina, Austria, Belgium, Brazil, Colombia, Ecuador, Egypt, Liechtenstein, or Thailand, arbitration will be held in my country. If I am a resident of Australia, I agree to non-binding mediation of the

Dispute prior to filing for arbitration, which will be conducted in Australia under the auspices of a mediation service from my State or Territory that the Franchisor and I mutually agree upon. If I am a resident of Brazil,

arbitration will be administered by the Mediation and Arbitration Chamber of São Paulo. If I am a resident of Germany, arbitration will be held in the Netherlands. If I am a resident of South Africa, arbitration will be held in

Connecticut, USA. I further agree that if the Dispute is not resolved through the mediation process, arbitration will be held in Queensland under the UNCITRAL Arbitration Rules to be administered by an arbitration association,

such as the American Arbitration Association or the Institute of Arbitrators and Mediators Australia.

Everything that I have stated in this application is true and I understand that the information provided by me will be replied upon the Franchisor. In accordance with anti-terrorist legislation, I understand that I will not be

approved to purchase a franchise if I have ever been a suspected terrorist or associated directly or indirectly with terrorist activities. I read, understand, and agree to all of the above. Additionally, I understand that the

Franchisor may require me to pass a standardized Math and English exam. I understand that I will be required to provide proof of amounts listed as Liquid Assets above by providing copies of my bank statements for the past

six (6) months as verification. Date_________________________ Applicant’s Signature (required) ________________________________________________________________________

Date_________________________ Spouse’s Signature (required)__________________________________________________________________________

The costs, which do not include any taxes, sales taxes/GST are estimated at:

Lower Cost Moderate Cost Higher Cost

Australia $230,500 $301,000 $385,500

GENERAL BREAKDOWN FOR: LOWER COST

MODERATE COST

HIGER COST

INITIAL FRANCHISE FEE $15,000 $15,000 $15,000

REAL PROPERTY ** $6,000 $9,000 $15,000

LEASEHOLD IMPROVEMENTS $103,000 $123,000 $143,000

EQUIPMENT HIRE-PURCHASE SECURITY DEPOSIT *** $3,000 $3,000 $3,000

SECURITY SYSTEM (Not including monitoring costs)

$2,000 $4,000 $7,500

FREIGHT CHARGES (Varied by location)

$3,000 $4,500 $6,000

OUTSIDE SIGNS $10,000 $15,000 $21,000

OPENING INVENTORY $6,000 $8,000 $10,000

INSURANCE $2,500 $3,500 $4,000

SUPPLIES $500 $2,000 $3,500

TRAINING EXPENSES (Including travel and lodging)

$2,500 $3,000 $5,000

LEGAL & ACCOUNTING $3,500 $5,000 $8,000

OPENING ADVERTISMENT $1,000 $2,000 $2,500

MISC. EXPENSES (Business licenses, utility deposits, small equip. & surplus capital)

$10,000 $17,000 $20,000

ADDITIONAL FUNDS – 3 MONTHS $10,000 $25,000 $50,000

ESTIMATED TOTAL INVESTMENT *** $178,500 $239,000 $313,500

** This amount is the estimated deposit of 2 months rent payable on signing the Intent to Sublease (Does not include “key” money).***If you do not select the equipment leasing program or it is not available, you should substitute the Equipment Hire-Purchase Security Deposit with $55,000 to $75,000 Australian (including buffer 5%). The amount of additional funds for the 3 months operating expenses would also be adjusted to reflect that you will not have to make 3 monthly equipment lease payments. This will cause your total initial investment to b(Refer to graph below.)

AUSTRALIA Effective as of 01/2009 AUS Dollars

Franchise Capital Requirements

THESE FIGURES ARE ESTIMATES OF THE COMPLETE INVESTMENTIN SETTING UP A SUBWAY® RESTAURANT AND OPERATING IT FOR 3 MONTHS. IT IS Some costs will vary in relation to the physical size of the restaurant. A lower cost restaurant is one that would require fewer leasehold improvements, less seating and extensive seating and additional equipment. If you are purchasing a franchise for another location opportunity, such as a nonnecessary equipment you must acquire or changes in leasehold improvements you must make. The above figures do not include ext

METHOD/ WHEN DUE

GENERAL BREAKDOWN FOR:

LOWER COST

LUMP SUM Upon signing the Franchise Agreement

INITIAL FRANCHISE FEE $15,000

LUMP SUM Upon signing intent to Sublease

REAL PROPERTY ** $2,000

AS INCURRED Pro rata during construction

LEASEHOLD IMPROVEMENTS $59,500

LUMP SUM Before equipment is ordered

EQUIPMENT HIRE-PURCHASE SECURITY DEPOSIT *** $4,500

LUMP SUM When you place order

SECURITY SYSTEM

(Not including monitoring costs) $2,000

LUMP SUM When you place order or on delivery

FREIGHT CHARGES (Varied by location)

$3,000

LUMP SUM When you place order

OUTSIDE SIGNS $2,000

LUMP SUM Within one week of opening

OPENING INVENTORY $4,000

AS INCURRED Before opening

INSURANCE $800

AS INCURRED Before opening

SUPPLIES $500

AS INCURRED During training

TRAINING EXPENSES (Including travel and lodging)

$2,000

LUMP SUM Before opening

LEGAL & ACCOUNTING $1,000

LUMP SUM Around opening

OPENING ADVERTISMENT $2,500

AS INCURRED As required

MISC. EXPENSES (Business licenses, utility deposits, small equip. & surplus capital)

$4,000

LUMP SUM As required

ADDITIONAL FUNDS – 3 MONTHS $12,000

ESTIMATED TOTAL INVESTMENT *** $114,800

on signing the Intent to Sublease (Does not include “key” money). Purchase Security Deposit with

buffer 5%). The amount of additional funds for the 3 months operating expenses would also be adjusted to reflect that you will not have to make 3 monthly equipment lease payments. This will cause your total initial investment to be substantially higher.

Franchise Capital Requirements Traditional Restaurants

THESE FIGURES ARE ESTIMATES OF THE COMPLETE INVESTMENTIN SETTING UP A SUBWAY® RESTAURANT AND OPERATING IT FOR 3 MONTHS. IT IS POSSIBLE TO EXCEED COSTS IN ANY OF THE AREAS LISTED ABOVE

cal size of the restaurant. A lower cost restaurant is one that would require fewer leasehold improvements, less seating and fewer equipment expenditures. Moderate and higher cost restaurants may require extensive interior renovations, d additional equipment. If you are purchasing a franchise for another location opportunity, such as a non-traditional, satellite or school lunch program location, the above listed capital requirements may vary and could be substant

necessary equipment you must acquire or changes in leasehold improvements you must make. The above figures do not include extensive exterior renovations.

** This amount is the estimated deposit of 2 months rent payable on signing the Intent to Sublease.***If you do not select the equipment leasing program or it is not available, you should substitute the Equipment Lease Secur

SUBWAY® is a registered trademark o

MODERATE COST

HIGER COST

METHOD/ WHEN DUE

$15,000 $15,000 LUMP SUM

Upon signing the Franchise Agreement

$5,000 $12,000 LUMP SUM

Upon signing intent to Sublease

$102,100 $134,500 AS INCURRED

Pro rata during construction

$6,500 $7,500 LUMP SUM

Before equipment is ordered

$3,500 $6,000 LUMP SUM

When you place order

$3,750 $4,500 LUMP SUM

When you place order or on delivery

$4,000 $8,000 LUMP SUM

When you place order

$4,750 $5,500 LUMP SUM

Within one week of opening

$1,500 $2,500 AS INCURRED Before opening

$900 $1,300 AS INCURRED Before opening

$3,000 $4,000 AS INCURRED During training

$2,000 $3,500 LUMP SUM Before opening

$3,250 $4,000 LUMP SUM Around opening

$6,000 $8,000 AS INCURRED

As required

$26,000 $42,000 LUMP SUM As required

$187,250 $258,300

USA / NEW ZEALAND Effective as of 04/2010

US Dollars

OSSIBLE TO EXCEED COSTS IN ANY OF THE AREAS LISTED ABOVE

fewer equipment expenditures. Moderate and higher cost restaurants may require extensive interior renovations, traditional, satellite or school lunch program location, the above listed capital requirements may vary and could be substantially lower depending on the

the Intent to Sublease. ***If you do not select the equipment leasing program or it is not available, you should substitute the Equipment Lease Security Deposit with $49,500 to $72,000.

SUBWAY® is a registered trademark of Doctor’s Associates Inc.

I grew up on SUBWAY® while living in the village of Manotick, Ontario, and after working at the local store first as a sandwich artist and then Store Manager, I soon realized that the concept and the brand itself had great potential. After indentifying the UK & Ireland as an untapped market back in 1997, I decided to move to England to become a Franchisee & Development Agent. The quality of the product and the level of customer service that SUBWAY® provides was exactly what was needed in this marketplace, and SUBWAY® soon became one of the top food service providers on the High Street. With the assistance of my sister, Andrea Fleck, I am responsible for the development of the SUBWAY® chain within the Five Counties. Now totaling 60 stores, SUBWAY® is the largest QSR in the Five Counties, of which we are the proud owners of two stores. The SUBWAY® chain provides the product, structure, and support that is required to

assist their Franchisees to reach their goals. James Alexander Fleck, DA England, 2 Franchises

❝

We have gotten what we have always wanted: To operate our own business and to use our skills and hard work to make a profit for ourselves. The operation of the SUBWAY® restaurant requires an investment of intensive work, love, and care, but it pays back as the restaurant becomes better and more profitable. We could not succeed in operating our own successful business without the support and the know-how of the SUBWAY® system and the knowledge-sharing with the SUBWAY® staff and colleagues. Yael and Eitan Berenblum, Franchisees, Australia, 13 franchises

I´m a Chef by profession and have worked as such for over 20 years in restaurants and hotels in Europe. We were so confident of the SUBWAY® restaurants franchise that we sold all our properties in Iceland to open our first SUBWAY® store in July 1999 in Benidorm, Spain. We opened our second store in 2001 and in 2004 I became the second DA in Spain. The third store came

in 2006 and now we are opening our fourth store, all in Benidorm. I now have 10 stores open in my territory and things are looking bright for SUBWAY® stores and franchisees in Comunidad Valenciana.

Helgi B Helgason, DA Spain, 6 franchises

NOTABLE GLOBAL QUOTABLES

After working in the SUBWAY® system for seven years as an employee, first as a sandwich artist and eventually as a store manager, all while in college - I had the chance to work as an Area Supervisor for a multi-unit owner. I witnessed

firsthand how the SUBWAY® franchise is such a great opportunity. When I was offered the chance to buy five restaurants and become a multi-unit owner myself, it was a dream come true. Eight years later, I own 12 restaurants and

am the chairman of the local SFAFT board. The SUBWAY® system has been a very lucrative and exciting business to be part of. It has made all of my financial and personal goals a reality, while at the same time, I enjoy a quality lifestyle.

Brad Harris, Franchisee, Denver, Colorado, 12 franchises

❞

I purchased my first SUBWAY® store in Poole in March, 2005, and by June 2007, I had opened my fourth store in the town. A few months later, I was proud to be awarded the coveted title of Franchisee of the Year for the UK and Ireland at the SUBWAY® chain’s 2007 annual convention in Florida. The award means a great deal to me as it recognises the fact that my staff and I run a successful business that not only increases the chain’s brand recognition, but serves our community as well. I credit my success to believing passionately in the SUBWAY® brand and its offering. Paul Jackson, Franchisee, UK, 9 franchises

If you want to have an interesting life then SUBWAY® is the right choice. The franchise not only follows successful brand rules, but it also allows you to attain your own potential. SUBWAY® isn’t just a job – it is a lifestyle.

Petra Grossova, Franchisee, Prague, Czech Republic, 2 restaurants

I lived in Michigan as a teenager and I especially enjoyed meals at SUBWAY®. When my family decided to return to Poland, I was missing my favourite restaurant. Then, after several business projects and brushing up on my Polish, I decided to establish SUBWAY® in Poland. In 1999, I passed the franchise training. I opened up the first restaurant in Poland in 2000. It was a success and I opened up the next two restaurants. I intend to open up others because I can see that the popularity of this brand is growing. It is a very interesting job because we create new quality of meals and new customs. Because our sandwiches are fantastic and people like them freshly prepared before their eyes, SUBWAY® will expand in the Central Europe area. Michael Moritz, Franchisee, Warsaw, Poland - 5 restaurants

PRIVACY STATEMENT

Subway Systems Australia Pty LtdACN 009 277 034

ABN 79 009 277 034Legal Information

This Privacy Policy discloses how Subway Systems Australia Pty Ltd (“SSA” or “we” or “us”) collects, protects, uses and shares Personal Information gathered about you, in conformance with the Australian Privacy Act 1998 (Cth), as amended (“Privacy Act”), including the National Privacy Principles. In an effort to comply with the law, and our commitment to protect your Personal Information, we provide the following information, which discloses our policies with respect to Personal Information. Please note that this Privacy Policy does not govern the privacy policies and procedures of SSA’s independently owned and operated SUBWAY® stores.

What type of information do we collect?

Personal Information is defined as any information or an opinion about an individual which may cause an individual’s identity to be apparent or known. An identifiable person is one who can be identified, directly or indirectly, by reference to an identification number or to one or more factors specific to his physical, physiological, mental, economic, cultural or social identity.

Personal Information shall include but is not limited to: identifying information such as name, home address, home telephone number, e-mail address, Tax File Number, financial information and employment-related information such as may be found on resumes, applications, background verification information, or in employment references.

We will not collect sensitive Personal Information except to comply with Affirmative Action data requirements. Sensitive Personal Information can include but is not limited to: information pertaining to gender, disabilities and veteran status.

Cookies – Internet Users

In addition to Personal Information, we use data collection devices such as “cookies” on certain web pages to help analyze our web page flow and measure promotional effectiveness. Cookies are pieces of information a website sends to an individual’s hard drive while they are viewing the website. Cookies allow the website to remember important information that will make your visit to the site more useful. We use cookies to help improve your future visits. If you do not wish to receive a cookie or if you wish to set your browser to warn you each time a cookie is being sent, or if you wish to turn off all cookies, use the options on your browser to assist you. The “Help” option on your browser may assist you in changing your cookie preferences. Please note that by turning cookies off, you will not have access to many features available on our website.

Our Use of Your Information

We use your Personal Information to facilitate the services you request. We have tailored our Privacy Policy to adequately inform you of the use of your Personal Information.

Collection and Use of Employee Personal Information

SSA collects Personal Information from its employees and applicants (human resource data) in connection with administration of its Human Resources programs and functions. These programs and functions include, but are not limited to: job applications and hiring programs, compensation and benefit programs, performance appraisals, training, access to SSA and its affiliates’ facilities and computer networks, employee profiles, internal intranet employee directories, Human Resource recordkeeping, and other employment related purposes.

It is the policy of SSA to keep all past and present employee information private from disclosure to third parties, except for our affiliate Doctor’s Associates Inc. (“DAI”), who provides various Human Resource functions to SSA pursuant to a service contract. There are certain business related exceptions and they are:

1. To comply with local, state or federal agency requests;

2. Inquiries from third parties with a signed authorization from the employee to release the information, except in situations where limited verbal verifications are acceptable (see below);

3. Third parties with which SSA has contractual agreements to assist in administration of company sponsored benefits.

Verifications of Employment

Prospective employers, state agencies, financial institutions, and residential property managers routinely contact SSA requesting information on a former or current employee’s work history and salary. All such requests of this type shall be referred to and completed on a confidential basis by the Human Resources Department or Payroll Department.

For written verification of employment requests, information will be provided on the form only when it is accompanied by an employee’s signed authorization to release information. The form will be returned directly to the requesting party and filed as part of the Human Resources or Payroll Department’s confidential records.

Collection and Use of Customer Information

SSA will not collect customer Personal Information, unless the customer contacts SSA directly or otherwise consents to the collection of the same. In order to adequately address a customer’s concern, their Personal Information may be shared with the area Development Agent and franchisee. Development Agents assist with franchise sales, site location, training and provide operational assistance to franchisees. Failure to provide necessary information may prevent SSA from fully addressing any customer concerns.

If you are a participant in the Online SUBWAY® Store, we ask for contact information, name, shipping address, phone number, and e-mail address. In the future, we may use this information to contact you regarding products or promotions, as well as other products and services which may be of interest to you. At any time you may “opt out” of future contacts by un-subscribing from our database or contacting the Privacy Officer.

Collection and Use of Franchisee and Prospective Franchisee Information

By applying to become a SUBWAY® franchisee, a prospective franchisee consents to the collection, use, and disclosure of Personal Information in accordance with the following terms and conditions. We collect and use Personal Information in order to assist a prospective franchisee in applying to become a SUBWAY® restaurant franchisee and to assist SSA in selecting franchisee candidates.

Personal Information collected from prospective franchisees includes, but is not limited to: name, address, telephone number, facsimile number, email address, date of birth, citizenship, educational background, criminal background, bank account information for Electronic Funds Transfer, financial statement, litigation history, and taxpayer identification number. Failure to provide requested Personal Information may negatively impact a prospective franchisee’s ability to become a franchisee. Once a prospective franchisee becomes a franchisee, they may then reference themselves by their Franchise Agreement Number. In order to better service franchisees, a franchisee’s Personal Information may be shared between SSA and its affiliates, pursuant to service contracts between them.

A franchisee and prospective franchisee’s information may be shared with the Development Agent in their area. A Development Agent is an independent contractor of SSA or one of its affiliates. Development Agents assist with franchise sales, site location, training and provide operational assistance. Development Agents also make recommendations as to whether a prospective franchisee in their territory should be granted a franchise. The Development Agent may use this information to: address a franchisee’s concerns in a customer complaint, respond to a franchisee’s inquires for franchise sales, and any other inquiry which may require a response.

SSA will also share Personal Information in order to service franchisee leasing needs and related administrative functions. Franchisee Personal Information may be shared during store transfers.

SSA will share franchisee Personal Information with its affiliate and owner of the trademark and SUBWAY® system, Doctor’s Associates Inc. (“DAI”), in order to provide, service, protect and market the SUBWAY® system. SSA or DAI may also disclose Personal Information to other companies, cooperatives or individuals who we or DAI provide any service to or assist us or DAI in providing or performing functions relating to the SUBWAY® system (for example, including but not limited to: Subway Realty Pty Ltd ABN 55 009 277 374 (“SRPL”) and Subway Real Estate Corporation (“SREC”), which provide or service franchisee leasing needs; Subway International B.V. (“SIBV”) who SSA and DAI assist in providing or performing functions and services relating to the SUBWAY® system; the Independent Purchasing Co-operative (“IPC”) and Independent Purchasing Company (Australasia) Ltd ABN 18 082 169 060 (“IPCA”) who assist us and franchisees with purchasing and supply arrangements relating to the SUBWAY® system; and Subway Franchisee Advertising Fund of Australia Pty Ltd ABN 21 071 190 317 (“Australian SFAF”) and the chain-wide Subway Franchise Advertising Fund Trust (“SFAFT”), which provide advertising services to member stores/restaurants).

Finally, upon becoming a SUBWAY® franchisee you consent to SSA disclosing former or past franchisee contact information including Personal Information in its Disclosure Document, as required by law, unless you advise our Privacy Officer in writing, either by email or regular mail received, of your desire to not have your details or contact information disclosed when you sell or transfer your SUBWAY® store, or exit the SUBWAY® system (whether by termination or otherwise). To contact the Privacy Officer, please see the section provided below entitled “Contact Information”.

Collection and Use of Development Agent Information

By applying to become a SUBWAY® Development Agent, a Development Agent applicant consents to the collection, use and disclosure of Personal Information in accordance with the following terms and conditions. We collect and use information in order to assist you in applying, and evaluating you to become a Development Agent. Personal Information is collected to assist SSA and its affiliates in selecting Development Agent candidates and for the purpose of operating a development territory.

Personal Information collected includes, but is not limited to: name, home address, home telephone number, facsimile number, email address, date of birth, bank account information for Electronic Funds Transfer, financial statement, resume, taxpayer identification number and background checks. Once a Development Agent candidate becomes a Development Agent, they may then reference themselves by their Development Agent Number.

Failure to provide necessary information may negatively impact your ability to become a Development Agent.

Sharing of Personal Information

We may share Personal Information with our service providers, consultants and affiliates for our internal business purposes. Except as described in this Privacy Policy, SSA will not share Personal Information with a third party, unless a customer requests, consents to such disclosure, or disclosure is required or authorized by law. SSA reserves the right to disclose Personal Information to a third party if a law, regulation, search warrant, subpoena, or court order legally requires or authorizes us to do so. SSA also reserves the right to disclose and/or transfer Personal Information to a third party in the event of a proposed or actual purchase, sale, lease, merger, amalgamation or any other type of acquisition, disposal, or financing of all or any portion of SSA or of any of the business or assets or shares of SSA or a division thereof in order for a franchisee or Development Agent to continue to receive the same products and services from the third party.

As described above, SSA, its affiliates, third party service providers and Development Agents may share and exchange Personal Information in order to process franchisee and Development Agent applications, administer the SUBWAY® franchise system, implement the SUBWAY® Gift Card program, implement Subway Express™ and protect the integrity of the SUBWAY® franchise system and trademarks. Personal Information may be provided to a courier or freight forwarder in order to fulfill an order, which may have been requested from us.

Our Development Agents and other service providers are prohibited from using Personal Information for any purpose other than to provide assistance. Development Agents are required to protect Personal Information disclosed by us and to comply with the general privacy principles described in this Privacy Policy.

Storage, Retention and Accuracy of Personal Information

SSA ensures that Personal Information is safeguarded against loss, access, use, modification, disclosure or other misuse. All reasonable steps are taken to prevent unauthorized use or disclosure of your Personal Information.

SSA will retain your Personal Information only for as long as necessary to fulfill the purpose(s) for which it was collected and to comply with applicable laws, and your consent to such purpose(s) remains valid after termination of our relationship with you.

Information provided by you is relied upon by SSA and its affiliates for its accuracy. We take all reasonable steps to ensure that your Personal Information is accurate, up-to-date, complete, relevant and not misleading.

Contact Information

You may contact the Privacy Officer to access, correct or delete your Personal Information. If necessary, the Privacy Officer will contact another employee to assist in completing your requested task.

If you have any questions or complaints, please contact our Privacy Officer, Jocelyn Saint-Fryar on telephone number (07)3253 0249; by Facsimile on (07) 3852 4081; by email at: saintfryar_j@subway.com or by postal mail at Subway Systems Australia Pty Ltd PO Box 313 Fortitude Valley Qld 4006, or Lobby 1, Ground Floor, 153 Campbell Street, Bowen Hills, Queensland 4006.

Links to Non-SSA Web Sites and Third Parties

Please note that SSA or SUBWAY® web sites may contain links to other web sites for your convenience and information. SSA does not control those sites or their privacy practices, which may differ from www.subway.com. SSA’s privacy policy cannot and does not apply to external Web areas. We do not endorse or make any representations about third party web sites. The personal data you choose to give to unrelated third parties is not covered by the SSA privacy policy. We encourage you to review the privacy policy of any company or web site before submitting your Personal Information. Some third parties may choose to share their personal data with SSA; that sharing is governed by that third party’s privacy policy.

Safe Harbor Compliance

DAI, an affiliate of SSA, is in compliance with the U.S. Department of Commerce Safe Harbor requirements regarding the transfer of personal information from European Union member countries to the United States. DAI has been Self-Certified in accordance with the EU Directive on Personal Data Protection. The principles of Safe Harbor compliance are notice, choice, onward transfer, security, data integrity, access and enforcement. Additional information about Safe Harbor principles and certification process can be found at www.export.gov/safeharbor. SSA, while not self-certified with Safe Harbor, acknowledges the principles of Safe Harbor and strives to meet these requirements.

Changes to our Privacy Policy

This Privacy Policy may be amended at any time, without prior notification.

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