FRANCHISE DISCLOSURE DOCUMENT HAMPTON INNS ...

More documents

Recommendations

Info

Vice President and Managing Director –Development – Southeast Region: Stephen H. Crabill Mr. Crabill has served as Hilton Worldwide’s Vice President and Managing Director – Development Southeast Region since October 2010. He served as Vice President and Managing Director – Franchise Development Southeast Region from September 2008 to October 2010. From August 1996 to August 2008 he served as Hilton Worldwide’s Vice President – Franchise Development Southeast Region. Vice President and Managing Director –Development – Southwest Region: Ted Ent Mr. Ent has served as Hilton Worldwide’s Vice President and Managing Director- Development- Southwest Region since October, 2010. From March 2007 to October 2010, he served as Hilton Worldwide’s Vice President-Franchise Development in the Central Region. From June 2004 to March 2007, he served in various capacities with Hilton Worldwide, including Director –Condo Hotel Services, VP Condo Hotel Services, and VP Mixed Use Developments. Vice President and Managing Director –Development - Northeast Region/Canada: Thomas Lorenzo Mr. Lorenzo has served as Hilton Worldwide’s Vice President and Managing Director- Development- Northeast Region/Canada since October 2010. From September 2008 to October 2010 he was Vice President and Managing Director- Franchise Development-Northeast Region/Canada. From July through August 2008, he was Vice President Franchise Development Northeast Region/Canada. Prior to July 2008, he served as Hilton Worldwide’s Senior Director Franchise Development in the Northeast Region. Vice President and Managing Director –Development – Northwest Region: Matthew G. Wehling Mr. Wehling has served as Hilton Worldwide’s Vice President and Managing Director- Development- Northwest Region since October 2010. From September 2008 to October 2010, he served as Hilton Worldwide’s Vice President Franchise Development in the Central Region. From 1999-September 2008, he served in various capacities for Hilton Worldwide, including Director-Franchise Development and Senior Director-Franchise Development in the Central Region. Chief Development Representative – Central America and Caribbean: Simon Suarez Mr. Suarez has served as Hilton Worldwide’s Chief Development Representative – Central America and Caribbean since May 2007. From March 1999 to March 2007, Mr. Suarez was Executive Vice President of Coral Hotels & Resorts, S.A., in Santo Domingo, Dominican Republic. ITEM 3 LITIGATION We have not been involved in any litigation. Other than the actions described below, there is no litigation that must be disclosed in this Item. A. PENDING ACTIONS – INVOLVING HILTON WORLDWIDE (F/K/A HHC) U.S. v. Hilton Worldwide, Inc. (United States District Court, District of Columbia, Case No. 1:10-cv- 01924-RWR). Hilton Worldwide, Inc., (“HWI”) and the United States Department of Justice (“United States”) have agreed to a form of Consent Decree (the “Consent Decree”) addressing alleged violations of Title III of the Americans with Disabilities Act, 42 U.S.C. § 12181 et seq. (the “ADA”). The United States alleged that: 1) HWI failed to design and construct its owned facilities constructed for first occupancy after {000011-999987 00174938.DOC; 2} March 31, 2011 Hampton 13
January 26, 1993 (“Post-1993 Hotels”) in compliance with the ADA; 2) certain Managed and Franchised Post-1993 Hotels operated under HWI’s Brands do not comply with the ADA; 3) HWI failed to provide individuals with disabilities the same opportunity to reserve accessible guestrooms using its on-line and telephonic reservations systems that is available for reserving other Brand hotel rooms; and 4) such actions or practices constitute a pattern or practice of violating Title III of the ADA. HWI denies that it has violated the ADA at its owned hotels or that it is in any way responsible for any purported non-compliance with the ADA in connection with hotels that it does not own or manage. HWI neither owns nor operates, within the meaning of Title III of the ADA, 42 U.S.C. § 12182(a), the vast majority of Brand Hotels. HWI specifically denies that it operates, within the meaning of Title III of the ADA, 42 U.S.C. § 12182(a), any Franchised Hotels for purposes of liability under 42 U.S.C. § 12182. HWI further states that its Reservations System provides individuals with disabilities ample opportunity to identify and reserve accessible rooms that are available at hotels within the Reservations System. HWI also denies that it failed to design and construct its hotels in accordance with the requirements of Title III of the ADA. The United States and HWI agreed to resolve these issues through the entry of a Consent Decree, which was entered by the Court on November 30, 2010, with an Effective Date of March 30, 2011. The term of the Consent Decree is four years from the Effective Date. During the term of the Consent Decree, HWI shall not engage in any practice that discriminates against any individual on the basis of disability in violation of Title III of the ADA in the provision of lodging and related services and shall: 1) undertake certain specific remedial measures with regard to its owned, joint venture, and managed hotels; 2) engage in certain specific actions with regard to prototype designs and the Hilton Reservation Service (including the website) to assure their compliance with Title III of the ADA; 3) revise its Brand Standards Manuals to include certain ADA requirements; and 4) provide additional ADA training to its employees and make such training available to its managed and franchised properties. In addition, prior to: 1) entering into a new franchise or management agreement to convert an existing Post-1993 Hotel to a Franchised Hotel or Managed Hotel; 2) renewing or extending for more than six (6) months an existing franchise or management agreement (other than unilateral renewals or extensions by the other party to the agreement) for a Franchised Hotel or Managed Post- 1993 Hotel; or 3) consenting to a change of ownership at a Franchised Hotel or Managed Post-1993 Hotel, HWI will require the hotel owner to conduct a survey to determine whether the Managed or Franchised Hotel complies with the certain specific requirements of the ADA related to guest rooms and public parking. If the Hotel does not comply with those requirements, the hotel owner will be required to develop a plan to make the Hotel compliant within a set period of time. HWI will require certain architects’ certifications related to newly constructed hotels. HWI has also agreed to pay the United States $50,000 as part of the resolution of this matter. The Consent Decree applies to HWI and its subsidiaries, including us. Starwood Hotels & Resorts Worldwide, Inc. v. Hilton Hotels Corporation, Ross Klein and Amar Lalvani, (United States District Court, Southern District of New York, Case No. 09 CV 3862). On or about April 16, 2009, Starwood Hotels & Resorts Worldwide, Inc. (“Starwood”) filed a complaint against HHC (now Hilton Worldwide) and two of its employees, Ross Klein and Amar Lalvani, both former Starwood employees. In its complaint, as amended on January 14, 2010, Starwood claimed that Messrs. Klein and Lalvani improperly misappropriated Starwood’s confidential and proprietary information and ultimately used that information to develop the Denizen Hotel brand. Starwood asserted the following claims: (i) breach of contract against Messrs. Klein and Lalvani for alleged breach of separate non-solicitation, confidentiality and intellectual property agreements that they signed while employed by Starwood; (ii) tortious interference with contractual relations against Hilton Worldwide for allegedly inducing Messrs. Klein and Lalvani to breach their contracts with Starwood; {000011-999987 00174938.DOC; 2} March 31, 2011 Hampton 14
Page 1 and 2: FRANCHISE DISCLOSURE DOCUMENT HAMPT
Page 3 and 4: Effective Dates The following state
Page 5 and 6: TABLE OF EXHIBITS Exhibit A List of
Page 7 and 8: Jones Branch Drive, Suite 1100, McL
Page 9 and 10: Our Affiliates and Their Predecesso
Page 11 and 12: As of December 31, 2010 we and our
Page 13 and 14: hotels, and Hilton International ho
Page 15 and 16: 2008 through May 2009, he served as
Page 17: Partner of Blackstone Real Estate A
Page 21 and 22: counterclaim and third-party compla
Page 23 and 24: On October 23, 2000, the Hilton Par
Page 25 and 26: Promus Hotels, Inc. v. Hadnot Hotel
Page 27 and 28: U.S. v. Hilton Hotels Corporation,
Page 29 and 30: proposed number of Guest Rooms in y
Page 31 and 32: there is no third party market for
Page 33 and 34: You must also arrange and pay for t
Page 35 and 36: (1) TYPE OF FEE Maintenance Fees fo
Page 37 and 38: (1) TYPE OF FEE Hilton Plus Program
Page 39 and 40: (1) TYPE OF FEE Re-licensing Fee (n
Page 41 and 42: (1) TYPE OF FEE negotiations with a
Page 43 and 44: Royalty Fee will increase to 6% of
Page 45 and 46: (1) Type of Expenditure (2) Amount
Page 51 and 52: 10. The “up-front” software cos
Page 53 and 54: You must comply with our Standards
Page 55 and 56: certified professional must certify
Page 57 and 58: Obligation Paragraph in Franchise L
Page 59 and 60: 3. Review your proposed architect a
Page 61 and 62: All first time owners of Hampton In
Page 63 and 64: Note 1 -GM Leader Program. This tra
Page 65 and 66: the OnQ central reservation service
Page 67 and 68: associated with the Marks or the Li
Page 69 and 70:
4. Restrictive Period. The Restrict
Page 71 and 72:
MARK Principal Register(P) Registra
Page 73 and 74:
out in the Franchise License Agreem
Page 75 and 76:
from the Information will be our pr
Page 77 and 78:
You may not make any change in the
Page 79 and 80:
ITEM 17 RENEWAL, TERMINATION, TRANS
Page 81 and 82:
Provision f. Termination by us with
Page 83 and 84:
Provision i. Your obligations on Te
Page 85 and 86:
Provision m. Conditions for our app
Page 87 and 88:
Provision Section in Franchise Lice
Page 89 and 90:
Provision covenants after the franc
Page 91 and 92:
and 5 Mature Franchisee-Managed hot
Page 93 and 94:
RevPAR Index - The RevPAR Index mea
Page 95 and 96:
Other than the preceding financial
Page 97 and 98:
State Year Number of Transfers Miss
Page 99 and 100:
State Year Hotels at Start of Year
Page 101 and 102:
Utah Vermont Virginia State Year Ho
Page 103 and 104:
HAMPTON INN & SUITES HOTELS Table N
Page 105 and 106:
State Year Number of Transfers Texa
Page 107 and 108:
State Year Hotels at Start of Year
Page 109 and 110:
State Franchise License Agreements
Page 111 and 112:
signature. These documents are not
Page 113 and 114:
EXHIBIT A HAMPTON INN LIST OF FRANC
Page 115 and 116:
EXHIBIT A Troy, AL 103 Troy Plaza L
Page 117 and 118:
EXHIBIT A Huie F. Bird & Doris L. B
Page 119 and 120:
EXHIBIT A TK Hotels, Inc. Canon Cit
Page 121 and 122:
EXHIBIT A W2007 Equity Inns Realty,
Page 123 and 124:
EXHIBIT A Miami Hotel, LLC Miami-Ai
Page 125 and 126:
EXHIBIT A Bay View One, LLC TAMPA/B
Page 127 and 128:
EXHIBIT A Washington Road Hotel, LL
Page 129 and 130:
EXHIBIT A Camp Hospitality, Inc. Th
Page 131 and 132:
EXHIBIT A North Ottawa Hotel Group,
Page 133 and 134:
EXHIBIT A 60Portage, LLC Portage, I
Page 135 and 136:
EXHIBIT A Steeplechase Hotel, LLC C
Page 137 and 138:
EXHIBIT A Cajun Lodging, L.L.C. Lap
Page 139 and 140:
EXHIBIT A Lexington Park Hotel Part
Page 141 and 142:
EXHIBIT A First Northwestern Corp.,
Page 143 and 144:
EXHIBIT A Yagnapurush, LLC Canton,
Page 145 and 146:
EXHIBIT A H.I. Heritage Inn of St.
Page 147 and 148:
EXHIBIT A MillRoc Portsmouth NH, LL
Page 149 and 150:
EXHIBIT A NEW YORK Grand Prix Float
Page 151 and 152:
EXHIBIT A MTL, LLC Oneonta, NY 225
Page 153 and 154:
EXHIBIT A ZMC Hotels, Inc. Goldsbor
Page 155 and 156:
EXHIBIT A C3 Investments of North C
Page 157 and 158:
EXHIBIT A ENN Leasing Company III,
Page 159 and 160:
EXHIBIT A Long Investments, LLC Mia
Page 161 and 162:
EXHIBIT A Revest Properties Greensb
Page 163 and 164:
EXHIBIT A Whispering Hospitality LL
Page 165 and 166:
EXHIBIT A Cane Patch Associates of
Page 167 and 168:
EXHIBIT A Dyersburg Hotel Company.
Page 169 and 170:
EXHIBIT A Apple Nine Services Austi
Page 171 and 172:
EXHIBIT A TECHNO-LODGING, L.P. Kerr
Page 173 and 174:
EXHIBIT A Saddleback Lodging, Inc.,
Page 175 and 176:
EXHIBIT A Paradise II, LLC Hampton/
Page 177 and 178:
EXHIBIT A HI of Waynesboro, LLC Way
Page 179 and 180:
EXHIBIT A Milwaukee Lodging Associa
Page 181 and 182:
EXHIBIT A RAM Hospitality, LLC Phen
Page 183 and 184:
EXHIBIT A 100 A Street Crescent Cit
Page 185 and 186:
EXHIBIT A Saturn Investment Group,
Page 187 and 188:
EXHIBIT A Sawmill Lessee, LLC New H
Page 189 and 190:
EXHIBIT A 407-880-7861 Osceola Lodg
Page 191 and 192:
EXHIBIT A NP Savannah Midtown II, L
Page 193 and 194:
EXHIBIT A 455 Commerce Rd. Richmond
Page 195 and 196:
EXHIBIT A 131 East Redwood (Tenant)
Page 197 and 198:
EXHIBIT A 573-214-2222 S & G, L.C.
Page 199 and 200:
EXHIBIT A 518-782-7500 Chapel 25 Ho
Page 201 and 202:
EXHIBIT A 9266 Schulze Drive West C
Page 203 and 204:
EXHIBIT A Bethlehem, PA 18017 610-8
Page 205 and 206:
EXHIBIT A 843-946-6400 University V
Page 207 and 208:
EXHIBIT A Jugrasa L.L.P. Brownsvill
Page 209 and 210:
EXHIBIT A Chatham Houston HAS Lease
Page 211 and 212:
EXHIBIT A Midtown L.L.C. Charlottes
Page 213 and 214:
EXHIBIT A JJM Hospitality Inc. Casp
Page 215 and 216:
EXHIBIT B Licensees With Changes in
Page 217 and 218:
EXHIBIT B Kilgore, TX AKAL V Manage
Page 219 and 220:
EXHIBIT B Nashville/Vanderbilt-Elli
Page 221 and 222:
C O N S O L I D A T E D F I N A N C
Page 223 and 224:
Ernst & Young LLP 8484 Westpark Dri
Page 225 and 226:
Hilton Franchise Holding LLC Consol
Page 227 and 228:
Hilton Franchise Holding LLC Notes
Page 229 and 230:
Page 231 and 232:
Page 233 and 234:
EXHIBIT D
Page 235 and 236:
EXHIBIT D TABLE OF CONTENTS 1. DEFI
Page 237 and 238:
EXHIBIT D FRANCHISE LICENSE AGREEME
Page 239 and 240:
EXHIBIT D “Information” means a
Page 241 and 242:
EXHIBIT D and for hotel advertising
Page 243 and 244:
EXHIBIT D deficiencies within the t
Page 245 and 246:
EXHIBIT D other services and conven
Page 247 and 248:
EXHIBIT D Marks in such sales or ma
Page 249 and 250:
EXHIBIT D paid to us at the place a
Page 251 and 252:
EXHIBIT D under this Paragraph 9 ar
Page 253 and 254:
EXHIBIT D (d) Bricks and Mortar Tra
Page 255 and 256:
EXHIBIT D among other things, that
Page 257 and 258:
EXHIBIT D (12) You or a Guarantor b
Page 259 and 260:
EXHIBIT D f. Your Obligations upon
Page 261 and 262:
EXHIBIT D agreement between you and
Page 263 and 264:
EXHIBIT D You further represent and
Page 265 and 266:
EXHIBIT D ATTACHMENT A - PERFORMANC
Page 267 and 268:
EXHIBIT D contractor to maintain Bu
Page 269 and 270:
EXHIBIT D ATTACHMENT A - PERFORMANC
Page 271 and 272:
EXHIBIT D Standards. As a result of
Page 273 and 274:
EXHIBIT D your architect, general c
Page 275 and 276:
EXHIBIT D Hotel, but we will not be
Page 277 and 278:
EXHIBIT D Expiration of License Ter
Page 279 and 280:
EXHIBIT D IN WITNESS WHEREOF, the p
Page 281 and 282:
EXHIBIT D SCHEDULE 2 Ownership Stru
Page 283 and 284:
EXHIBIT D ILLINOIS ADDENDUM TO FRAN
Page 285 and 286:
EXHIBIT D MINNESOTA ADDENDUM TO FRA
Page 287 and 288:
EXHIBIT D NORTH DAKOTA ADDENDUM TO
Page 289 and 290:
EXHIBIT D WASHINGTON ADDENDUM TO FR
Page 291 and 292:
DEVELOPMENT INCENTIVE NOTE $_______
Page 293 and 294:
EXHIBIT E
Page 295 and 296:
EXHIBIT E current requirements for
Page 297 and 298:
EXHIBIT E not affect Guarantor’s
Page 299 and 300:
EXHIBIT E IN WITNESS WHEREOF, the p
Page 301 and 302:
March 2011 U.S. (including DC and T
Page 303 and 304:
Page 305 and 306:
Page 307 and 308:
Page 309 and 310:
Page 311 and 312:
Page 313 and 314:
Page 315 and 316:
EXHIBIT G
Page 317 and 318:
For the purposes of this Agreement,
Page 319 and 320:
Agreements.” For purposes of this
Page 321 and 322:
order unless specifically and expre
Page 323 and 324:
“Intellectual Property Rights”)
Page 325 and 326:
officers, employees, directors, sha
Page 327 and 328:
TO THE EXTENT EITHER PARTY INITIATE
Page 329 and 330:
Software Item: Proprietary Software
Page 331 and 332:
(viii) administer a trial run of th
Page 333 and 334:
SCHEDULE B SYSTEM COST AND PAYMENT
Page 335 and 336:
Promptly following HSS’s providin
Page 337 and 338:
HITS Agreement; and/or (vi) the neg
Page 339 and 340:
SCHEDULE E AUTHORIZED EQUIPMENT MAI
Page 341 and 342:
9. Cooperation. Customer shall prov
Page 343 and 344:
c. Free and beta products. To the m
Page 345 and 346:
SCHEDULE G CERTIFIED THIRD PARTY SO
Page 347 and 348:
By: Authorized Signature By: Signat
Page 349 and 350:
ATTACHMENT I (1) PREFERRED RETAILER
Page 351 and 352:
SCHEDULE K JOINDER TO PREFERRED SER
Page 353 and 354:
(e) Pay for any and all transportat
Page 355 and 356:
Agreement was executed on the Start
Page 357 and 358:
SCHEDULE M [INTENTIONALLY LEFT BLAN
Page 359 and 360:
AT&T HIGH SPEED INTERNET ACCESS AGR
Page 361 and 362:
diem fees and related costs for Ext
Page 363 and 364:
{000011-002419 00177073.DOCX; 2} Ma
Page 365 and 366:
2. Customer’s Additional Obligati
Page 367 and 368:
2. On a monthly basis, AT&T will re
Page 369 and 370:
(B) Hotel Property De-Flagging. Upo
Page 371 and 372:
12. Responsibility for Delays; Addi
Page 373 and 374:
Date:___________________________ Da
Page 375:
Unless otherwise specified, any cab
Page 378 and 379:
hampton standards usa table of cont
Page 380 and 381:
802.00 Pre-Arrival Services .......
Page 382 and 383:
1503.00 Safety ....................
Page 384 and 385:
EXHIBIT I
Page 386 and 387:
EXHIBIT J
Page 388 and 389:
EXHIBIT K
Page 390 and 391:
EXHIBIT K Addendum to Disclosure Do
Page 392 and 393:
Page 394 and 395:
EXHIBIT K (iii) The unwillingness o
Page 396 and 397:
Page 398 and 399:
EXHIBIT K Addendum To Franchise Dis
Page 400 and 401:
Page 402 and 403:
EXHIBIT L VOLUNTARY TERMINATION OF
Page 404 and 405:
throughout all negotiations which p
Page 406 and 407:
EXHIBIT M
Page 408 and 409:
PROSPECTIVE FRANCHISEE: If a corpor
Page 410:
PROSPECTIVE FRANCHISEE: If a corpor
show all

FRANCHISE DISCLOSURE DOCUMENT HAMPTON INNS ...

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?