What must a Crowne Plaza franchisee submit to Holiday for review and approval before upgrading or remodeling the hotel?

to Plan default, resulting in an assessment of fees under the terms of your License. The fee for such Plan default

will be up to $5,000. You may be required to remove any non-approved product installed in your Hotel that has not been approved by IHG Plan Review explicitly in writing before installation.

Before detailed construction documents are started by your architect, representatives of your Hotel must attend a kick-off meeting for consultation and coordination with Holiday. Various members of the Crowne Plaza team will be present to review all related business plans, target markets for operation, and building plans as well as scheduled timelines for the completion of these plans. Members of the Crowne Plaza team may include senior operations management and representatives from other areas, including, for example, sales and marketing, purchasing, information technology, and other license support systems. Holiday expects the following representatives of your Hotel to attend the kick-off meeting: Principal Contact (licensee), General Manager (if appointed), Designer or Architectural Representative, General Contractor, and all other principals involved in the construction, development and marketing of the property. There is no charge for the kick-off meeting. However, you must pay your representatives' travel, lodging and living expenses.

Holiday will review the construction working drawings to check for compliance with the Standards of the Crowne Plaza System. Holiday does not review the drawings for compliance with any local, state and federal law, including any obligations imposed by the Americans with Disabilities Act since this legal compliance is your responsibility.

Using the same requirements applicable generally to Hotels under the Brand System in the same category as your Hotel, Holiday may require substantial modernization, renovation and other upgrading of your Hotel at any time. Holiday may make limited exceptions from those requirements based on local conditions or special circumstances.

Holiday's Inspection Before Opening:

Holiday inspects and approves your Hotel before Holiday authorizes it to open to confirm that you have completed all of the requirements under paragraph 13.J and/or Attachment "B" of the License. In the event that your Hotel fails its opening inspection or you need to reschedule your opening date or any visits that have not yet been completed by Holiday, you may be charged a fee of up to $5,000 for each extension and/or additional visit. Holiday must approve your extension request in writing and you must pay any expenses Holiday incurs in processing the extension request.

Holiday may authorize you to use the Brand System at the Hotel before completion of the construction, upgrading and renovation work, if you are in full compliance with the requirements of the License (paragraph 13.J and the Attachment "B" (containing the PIP) to the License). All pending construction, upgrading and renovation work must be completed in the established timeframe after opening.

You may acquire the signage, furnishings, fixtures, opening inventory and supplies from any source that meets Holiday's specifications and receives IHG approval prior to purchase or installation. Holiday does not deliver or install any of these items. For your convenience, Holiday has approved certain suppliers meeting its specifications, but you do not have to use those suppliers except for suppliers of certain components of the property-based technology telecommunications systems, brand hallmarks and as noted elsewhere in this disclosure document (see Item 8). For new development hotels, Holiday estimates that the length of time between signing of the License and the completion of construction typically ranges from 18 to 24 months under normal circumstances. For conversion hotels, the length of time between the signing of the License and the completion of construction or upgrading typically ranges from 12 to 15 months. However, each license is subject to the agreed upon construction commencement and completion (otherwise known as opening) dates contained in that specific license.

Other than the computerized property management and reservation system equipment (see below in this Item 11), Holiday and its affiliates do not deliver or install any of the construction items and/or furnishings. The factors that will affect the actual time needed include obtaining financing, preparing final construction and site plans, securing necessary governmental approvals, constructing and furnishing the hotel and participating in the necessary initial training program.

Access to IHG Merlin Online:

Through the IHG Merlin Site, Holiday's parent, SCH, will provide documents, information and other materials including the Standards documentation; sales and marketing tools; information about operations; quality and brand initiatives; news and announcements that are pertinent to your brand, and the hospitality industry; training tools and resources, and technology support information to you through a web portal that you will access on IHG Merlin (http://www.ihgmerlin.com/). Through this web portal, you will be able to access the forms and information that will assist you with opening and operating your Hotel. Your team will be able to access IHG Merlin regularly to use the sales tools and information resources that support your Hotel. You will be able to view and copy materials relating to the brand, the hotel Brand System and other industry information. You must agree to keep all materials you receive from this program confidential.

Training:

Holiday does not assist in the hiring of your employees, but it will train certain Hotel employees either at your Hotel, at Holiday's headquarters in Atlanta, Georgia, or at various other major metropolitan locations which it may designate.

Source: Item 10 — Financing (FDD page 69)