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FRANCHISE DISCLOSURE DOCUMENT HAMPTON INNS ...

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(1)<br />

(2)<br />

(3)<br />

(4)<br />

TYPE OF FEE<br />

AMOUNT<br />

DUE DATE<br />

REMARKS<br />

Procurement and<br />

Service Fees<br />

If you buy from HSM, you<br />

will pay product cost plus<br />

a procurement fee of<br />

10%.<br />

Within 10 days of<br />

billing.<br />

objectives of hotel management and<br />

ownership.<br />

* Unless otherwise indicated, all fees described in this Item 6 are payable to, and imposed by, us or<br />

our affiliates and are non-refundable.<br />

NOTES<br />

[1] "Gross Rooms Revenue" means all revenues derived from the sale or rental of guest rooms<br />

(both transient and permanent) of the hotel, including revenue derived from the redemption of points<br />

or rewards under the loyalty programs in which the Hotel participates, amounts attributable to<br />

breakfast (where the guest room rate includes breakfast), and guaranteed no-show revenue and<br />

credit transactions, whether or not collected, at the actual rates charged, less allowances for any<br />

Guest Room rebates and overcharges, and will not include taxes collected directly from patrons or<br />

guests. If there is a fire or other insured casualty at your hotel that results in a reduction of Gross<br />

Rooms Revenue, the Monthly Program and Monthly Royalty Fees will be equal to the Monthly<br />

Program and Monthly Royalty forecasted on the basis of the Gross Rooms Revenue amount you<br />

agree upon with your insurer(s). However, we have the right to participate with you in negotiating the<br />

value of your Gross Rooms Revenue claim with your insurer(s). Group booking rebates, if any, paid<br />

by you or on your behalf to third-party groups for group stays must be included, and not deducted<br />

from, the calculation of Gross Rooms Revenue.<br />

We can require you to transmit all payments required under the Franchise License Agreement by wire<br />

transfer or other form of electronic funds transfer. You must bear all costs of wire transfer or other<br />

form of electronic funds transfer. We occasionally reduce the Monthly Royalty Fee for multi-unit or<br />

more experienced licensees, for licensees with whom we have previously dealt, for conversions, or for<br />

licensees in other unique circumstances. However, we do not always do so and may choose not to<br />

reduce your Monthly Royalty Fee, even if you possess some or all of these characteristics.<br />

If you execute a Franchise License Agreement for a new System hotel on or after March 31, 2011,<br />

you will pay a Monthly Royalty Fee of 6% of Gross Rooms Revenue. If we choose to relicense your<br />

hotel, your fees will be at our then current rate for new franchisees.<br />

If you executed a Franchise License Agreement for a System hotel on April 1, 2005 through March<br />

30, 2011, your current Monthly Royalty Fee is 5% of Gross Rooms Revenue. If we choose to<br />

relicense your hotel, the Monthly Royalty Fee will increase to 6% (or whatever the standard Monthly<br />

Royalty Fee rate is at the time relicensing occurs) of Gross Rooms Revenue.<br />

If you are an existing franchisee under a Franchise License Agreement executed prior to April 1,<br />

2005, your Monthly Royalty Fee is 4% of Gross Rooms Revenue. If we chose to relicense your hotel,<br />

and the relicensing does not involve a Change of Ownership event (as defined in the Franchise<br />

License Agreement), then we will freeze the Monthly Royalty Fee at 4% of Gross Rooms Revenue for<br />

the period during the relicensing term beginning upon execution of the new Franchise License<br />

Agreement through the 25 th anniversary of the date the hotel first began operating as a System hotel.<br />

After the 25 th anniversary of the date the hotel first began operating as a System hotel, the Monthly<br />

{000011-999987 00174938.DOC; 2}<br />

March 31, 2011 Hampton<br />

37

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