Business ProfileforLemonShark Franchising, LLC

The Commissioner is authorized to administer and enforce the provisions of the
Franchise Investment Law (Corp. Code § 31000 et seq.) (“FIL”) and the rules and regulations
promulgated thereunder which control the registration, offer, and sale of franchises in California. 

LemonShark is a California limited liability company with its principal place of
business located at 439 North Bedford Drive, Beverly Hills, California 90210.
Tobias G. Miller is the co-founder, President, and Chief Operating Officer of
LemonShark and is authorized to enter into this Consent Order on behalf of LemonShark. 

LemonShark desires to enter into this Consent Order which the Commissioner finds is
appropriate, in the public interest, and consistent with the policies and purposes fairly intended by the
FIL.

In October of 2015, LemonShark (originally named Bratworks Franchising) filed an
initial franchise registration application with the Department and began offering and selling franchises
in California for “fast-casual restaurants”. LemonShark’s registration expired in April of 2021. 

To register a franchise, a franchisor must file an application which includes a Uniform
Franchise Disclosure Document (“FDD”) with the Department for review and approval.
Every application for registration must include a proposed FDD that contains material
information and disclosures to prospective franchisees in accordance with the Uniform Franchise
Disclosure Document Guidelines.

In 2019, LemonShark offered and sold a franchise to a California resident. After the
California franchisee began store operations, the franchisee was provided a Small Business
Administration (SBA) loan, with Tobias G. Miller as guarantor of the loan.  Under Corporations Code section 31200, it is unlawful for any person willfully to make
any untrue statement of a material fact in any application, notice or report filed with the Commissioner
under this law, or willfully to omit to state in any such application, notice, or report any material fact
which is required to be stated therein, or fail to notify the Commissioner of any material change as
required by Section 31123.

LemonShark violated section 31200 of the FIL by failing to notify the Commissioner of
the indirect finance arrangement between the California franchisee and Tobias G. Miller. This finance
agreement was not disclosed in Item 10 of LemonShark’s original application and LemonShark failed
to notify the Commissioner of this material change. Many franchisors choose to provide pro forma financial projections to prospective
franchisees. The Franchise Guidelines do not require the disclosure of financial projections. However,
if a franchisor makes the decision to provide financial projections, those projections must be disclosed
in Item 19 of the FDD.

During its period of registration, LemonShark and Tobias G. Miller provided at least
one prospective California franchisee with a pro forma financial projection. The projection was not
disclosed in Item 19 of LemonShark’s FDD. The pro forma financial projection was especially
problematic because it provided estimates based on a franchise location in a different state with
significantly different operational costs. California Code of Regulations title 10, Section 310.111 requires franchisors to comply with the requirements of the Uniform Franchise Guidelines. LemonShark failed to comply with the guidelines by providing a franchisee with a pro forma financial projection that was not disclosed in Item 19 of their FDD.

LemonShark enters into this Consent Order voluntarily and
without coercion and acknowledges that no promises, threats, or assurances have been made by the
Commissioner or any offer, or agent thereof, about this Settlement Agreement. The Parties each
represent and acknowledge that he, she, or it is executing this Agreement completely voluntarily and
without any duress or undue influence of any kind from any source.