|  | FRANCHISE HOTELS AND RESORTS TERMS - INDIA | 
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  | S.NO. | DESCRIPTIONS | DETAILS | 
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  | 1 | Hotels | INN,  HOTEL, RESORT, SUITES, PLAZA HOTEL, GRAND
  PLAZA HOTEL | 
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  | 2 | Terms | Minimum 5 years followed by option for an additional five years, each
  option exercisable by mutual agreement. | 
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  | 3 | Initial Fee | US $500 Application Fee – one time | 
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  |  |  | US $15,000 payable per hotel – one time - This fee will be charged only
  once for the entire contract term. | 
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  |  |  | The fees covers all costs and expenses in integrating the hotel into the franchise system, website,
  distribution channels, brochures, connection and | 
  |  |  | integration into the key players of the global distribution systems,
  online travel agencies, etc. and all other start-up expenses. | 
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  | 4 | International Shared | Monthly Royalty Fee: – US$10.00 per room / per month | 
  |  | Cost |  | 
  |  |  | Monthly Marketing Fee: - US$10.00 per room / per month | 
  |  |  |  | 
  |  |  | This is the regular fee to keep the hotel within the Franchise reservation and online system, upgrading the systems, and
  worldwide marketing the | 
  |  |  | property through Franchise’s
  exclusive channels. | 
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  | 5 | Base Management Fee | 50 Rooms and less: 10%  Management Fee Annual Gross Revenue of the Hotel | 
  |  |  | 51 – 100 Rooms: 9%%      Management Fee Annual Gross Revenue of the Hotel | 
  |  |  | 100 Rooms and over: 8% Management Fee
  Annual Gross Revenue of the Hotel | 
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  | 6 | Incentive Management Fee | Incentive Fee based on percentage of Gross Operating Profit
  (GOP): | 
  |  |  | GOP         6% of GOP | 
  |  |  | Payable monthly. | 
  |  |  | By the end of the fiscal year and upon provision a final
  Income Statement the yearly average Gross Operating | 
  |  |  | Income is computed and payment adjustment in either favour are
  effected. | 
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  | 7 | Global sales & | Franchise Hotels & Resorts program includes  Planning, development and implementation of
  marketing strategies for the Hotel, including advertising | 
  |  | Marketing System | promotions, publicity, sales, e-commerce and direct marketing; Access to
  marketing programs developed or negotiated through the
  Franchise System. | 
  |  | Contribution | Franchise brand identity
  and brand collaterals; | 
  |  |  | Direct sales activities on behalf of the Hotel in both the leisure and
  business | 
  |  |  | market segments; | 
  |  |  | Inclusion in the Franchise
  Hotels & Resorts worldwide directory and on the Franchise Hotels website | 
  |  |  | Select trade show coverage and other marketing activities,
  administrative | 
  |  |  | costs and overhead related to the management of these programs. | 
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  | 8 | FF&E Reserve | FF&E Reserve | 
  |  |  | There shall be an FF&E Reserve Account opened in the Hotel’s name and
  controlled by the owner/s and/or owner/s representatives established to | 
  |  |  | fund replacements and renewals of fixtures, furniture and equipment. This
  fund is dedicated and to be spent on the Hotel to maintain it in a | 
  |  |  | competitive and leadership position and in accordance with Franchise Hotels & Resorts brand
  standards. The amount to be reserved is equal to the | 
  |  |  | following percentages of the Hotel’s total revenue: | 
  |  |  |  | 
  |  |  | Year 1 – 2 :     2
  % of total revenue | 
  |  |  | Year 3 :            3 % of total revenue | 
  |  |  | Year 4 onwards:  4
  % of total revenue | 
  |  |  | This is a dedicated reserve to be set aside every month in the
  owners account | 
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  | 9 | Hotel Development | To ensure the Hotel is developed and constructed to Franchise Hotel brand standards and has a successful opening and
  start-up period, Franchise Hotels | 
  |  | Services Charge | services are available and the fees will be discussed depending on the
  scope of the project. | 
  |  | (HDSA) |  | 
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  | 10 | Distribution | Global Reservation Fee to be paid at the end of every month for automated
  reservations (GDS and Internet) @ the rate of 7% of net room revenue per | 
  |  | Systems | reservation, plus EUR $6.75 per transaction reservation (only
  reservations generated through the Management Hotels GDS Reservation Channel
  will be | 
  |  | &Reservation | accounted.) This fee goes directly to the booking
  agent of around 600,000 travel agents worldwide or booking agents of the
  major airlines, car rental | 
  |  | Services Charges | companies and over 1,700 worlds leading hotel booking internet
  websites. | 
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  |  |  | Franchise Hotels &
  Resorts may increase the reservation fee and third party charges from time to
  time to the extent the increase is reasonably | 
  |  |  | necessary to cover costs to the Reservations System. These fees are
  consistent with Franchise Hotels’
  current standard for this service. Increase | 
  |  |  | in fees will be notified 90 days in advance. | 
  |  |  |  | 
  | 11 | Marketing and | In addition to the Marketing Contribution, the owner will pay all third
  party charges assessed with respect to various programs that are
  implemented | 
  |  | Brand Programs | generally for Franchise branded hotels from time to time, respectively.
  Some examples are frequent flyer programs, guest loyalty program, travel
  agent | 
  |  |  | loyalty program, employee training programs, guest satisfaction programs
  and employee satisfaction surveys. | 
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  | 12 | Uniform System | All Fees quoted in the Initial Proposal as well as in the Memorandum Of
  Understanding and the Hotel Management Agreement are based on the | 
  |  |  | accounting guidelines, which, as of the date of this Initial Proposal is
  the “Uniform System of Accounts for the Lodging Industry. | 
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  | 13 | Taxes and Charges | Tax Deducted at Source: Tax Deducted at Source (“TDS”) shall be deducted
  from all fees and amounts payable by Owner to Manager. All Other Taxes | 
  |  |  | Fees and Charges: Other than TDS, Owner shall be responsible for all
  taxes, fees and charges imposed on all fees and amounts payable by Owner
  to | 
  |  |  | Manager, and shall pay the same without deduction from payments to
  Manager. | 
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  |  |  | Note:  All Terms and
  Condition are subject to Franchise Hotels & Resorts Approval and has a
  validity of 60 days from the date of MOU | 
  |  |  | ( Memorandum Of Understanding ) | 
  |  |  |  | 
  |  |  | Franchise Hotels & Resorts | 
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 | California, USA 
 
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