What analysis does Best Western conduct when reviewing an Impact Analysis?

The Impact Analysis will be conducted by an independent nationally recognized consulting firm familiar with and knowledgeable about the hospitality business, which shall not be affiliated with, in any respect, us or any of our Members. The Impact Analysis will analyze the applicant's prospect for success, the demand for the applicant's services in the relevant market and the incremental impact on existing Members within the relevant market, and provide such other information as we may request it include. For this purpose, incremental impact means the occupancy and revenue losses (expressed as a percentage) projected to result from the operation of the applicant's proposed System Hotel, less any occupancy and revenue losses projected to result to existing System Hotels in the relevant market from operation of the property covered by the application as a non- System Hotel.

To the extent an Impact Analysis is requested, we will consider the application upon the completion of the Impact Analysis. We may not approve any application unless we have:

• (a) Reviewed and analyzed any requested Impact Analysis; and
• (b) Determined that granting the application will not materially impair the ability of existing Members to compete with properties or other hospitality services operated by non-Members in the relevant market.

New Member applications may only be approved upon the favorable vote of at least five Directors of the Board. In the event that ambiguity, conflict, or inadequate data exists in the application of the rules set forth above regarding an MMA radius protection and/or an Impact Analysis, the Board shall have the right in its sole discretion to resolve the conflict or ambiguity or select appropriate data on which to rely.

Source: Item 12 — Territory (FDD pages 77–84)