of the Unit, and within three (3) miles of any other Pretzel Time Unit; (10) If consent is required, the lessor of the Premises consents to the assignment or sublease of the Premises to the transferee; (11) Franchisee has complied with all of its obligations to Pretzel Time, its Affiliates, suppliers, and distributors, and Franchisee is not in default under this Agreement or any other Agreement with Pretzel Time or Pretzel Time's Affiliates; (12) All improvements, including refurbishings, remodelings, new equipment must be made prior to the Transfer; and (13) Franchisee (and its Owners) has agreed that he will not directly or indirectly at any time or in any manner (except with respect to Pretzel Time Units owned and operated by Franchisee) identify himself or any business as a current or former Pretzel Time Unit, or as a franchisee, licensee or dealer of Pretzel Time or its Affiliates, use any Mark, any colorable imitation thereof or other indicia of a Pretzel Time Unit in any manner or for any purpose or utilize for any purpose any tradename, trade or service mark or other commercial symbol that suggests or indicates a connection or association with Pretzel Time or its Affiliates. 17.D. TRANSFER TO A WHOLLY-OWNED CORPORATION. Notwithstanding Section 17.B., if Franchisee is in full compliance with this Agreement, Franchisee may transfer this Agreement to a corporation which conducts no business other than the Pretzel Time Unit and in which Franchisee maintains management control and owns and controls one hundred percent (100%) of the equity and voting power of all issued and outstanding capital stock. Transfers of shares of such corporation will be subject to the provisions of Section 17.C.(2) and 17.C.(8). Notwithstanding anything to the contrary herein, Franchisee shall remain personally liable under this Agreement as if the Transfer to such