What is the scope of the Camp Margaritaville franchisee's application regarding vacation dwellings?

listed on the HUD 1 statement or as reflected as the "Due to Seller at Closing" on Line 01, "Sales Price of Property" of a Closing Disclosure;

• 2.12 "HOA" shall have the meaning set forth in Section 4.1.1 of this Rider;

• 2.13 "HOA Documents" shall have the meaning set forth in Section 4.1.1 of this Rider;

• 2.14 "Membership Club" shall have the meaning set forth in Section 4.1.3 of this Rider;

• 2.15 "Project" shall mean the Resort, Dwellings, and Vacation Rentals;

• 2.16 "Purchaser" shall have the meaning set forth in Section 4.1.4 of this Rider;

• 2.17 "Rental Management Agreement" shall have the meaning set forth in Section 4.1.5 of this Rider;

• 2.18 "Rental Program" shall mean a rental program offered by the Franchisee or Franchisee's Affiliate or designee to Dwelling Owners pursuant to the terms of a Rental Management Agreement in a form to be agreed to by Franchisor and Franchisee, which shall not exist unless the Dwelling Owners have the right not to rent and the right to use a rental manager not affiliated with Franchisee using qualifications which are substantially similar to the qualifications of Franchisee's Affiliate or designee;

• 2.19 "Rental Royalty" shall have the meaning set forth in Section 5.2 of this Rider; and

• 2.20 "Vacation Rentals" shall mean vacation dwellings branded with the Camp Margaritaville Intellectual Property within the Project and intended for rental through the Rental Program, excluding time shares.

3. Grant of Non-Exclusive License

• 3.1 License. Franchisor and Franchisee acknowledge that in executing this Rider and modifying certain of the defined terms in the Agreement and adding additional defined terms to the Agreement, that during the Term, subject to the terms of the Agreement, including without limitation, Article V thereof, Franchisor is granting, and Franchisee is accepting, a limited non-exclusive license develop, construct, and operate for rental and sale Dwellings and Vacation Rentals under the "Camp Margaritaville" umbrella.
• 3.2 Condition Precedent. All rights granted by Franchisor to Franchisee under this Rider are subject to the condition precedent that, within ninety (90) days after the Effective Date, Franchisee registers to sell the Dwellings and rent the Vacation Rentals in compliance with Applicable Law, including the Interstate Land Sales Full Disclosure Act, in Franchisor's commercially reasonable judgment. If such condition precedent does not occur within the specified time frame, Franchisor may terminate this Rider immediately upon notice to Franchisee at the time of such failure. If terminated pursuant to the foregoing, this Rider shall be null and void and neither Franchisor nor Franchisee shall have any claims against each other under the terms of this Rider.

4. Additional Operating Guidelines

• 4.1 Operation/Sale of Dwellings.
  • 4.1.1 Homeowners Association. The Parties agree that Franchisee may establish a Homeowners' Association ("HOA") to govern the Dwellings. The HOA rules and master declaration for the Dwellings (and any amendments thereto) (collectively, "HOA Documents") shall be subject to Franchisor's advance review and written approval, on a commercially reasonable basis, to ensure compliance with the Agreement and the Dwellings Standards. The HOA Documents shall state that, if

Franchisee shall, for any reason, cease to have the right to use the Camp Margaritaville Intellectual Property, then the HOA shall not have the right, and shall ensure that no Dwelling Owner has the right, to use the Camp Margaritaville Intellectual Property, unless the HOA enters into a new license or franchise agreement with Franchisor substantially similar to the Agreement.

• 4.1.2 HOA Turnover. The Parties acknowledge and agree that, after control of the HOA is turned over to Dwelling Owners, Franchisor shall have the right to enforce the provisions of the HOA Documents to the extent that the rights of Franchisor are involved. Franchisee shall include in the HOA Documents that no amendments to those documents can be made without the approval of Franchisor, including the rules and provisions related to the use of the Camp Margaritaville Intellectual Property or compliance with this Agreement.
• 4.1.3 Club Membership Documents. The Parties agree that Franchisee may develop a membership club providing amenities to homeowners (the "Membership Club"). If so developed, Franchisee shall develop club membership documents to address and govern amenities, benefits and use of the Dwellings and/or Vacation Rentals, including, for example and not as a limitation, membership rules, facilities use and club dues ("Club Membership Documents"). The Club Membership Documents (and any amendments thereto) shall be subject to Franchisor's advance review and written approval, on a commercially reasonable basis to ensure compliance with the Agreement and the Dwellings Standards.

Source: Item 23 — RECEIPTS (FDD pages 72–406)