270 Legal [Sample Agreements]

COURTYARD BY MARRIOTT RELICENSING FRANCHISE AGREEMENT

THIS AGREEMENT is made and entered into effective as of the day of , 2007 (“Effective Date”), between Marriott International, Inc., a Delaware corporation (“Franchisor”), and Apple Eight Hospitality Management, Inc., a Virginia corporation (“Franchisee”).

WITNESSETH:

WHEREAS, Franchisor has developed and owns a concept and system (“System”) for the establishment and operation of moderately-priced hotels under the names “Courtyard” and “Courtyard by Marriott,” which offer guests exceptional quality and service; all references herein to the “System” shall be to the Courtyard by Marriott System in the United States and Canada;

WHEREAS, the distinguishing characteristics of the System, all of which may be changed, improved or further developed by Franchisor, include, without limitation:

1. the trade names, trademarks and service marks “Courtyard,” “Courtyard by Marriott,” “Courtyard Club” and such other trade names, trademarks and service marks as are now or as may hereafter be designated by Franchisor in writing as part of the System (“Proprietary Marks”);

2. design & construction criteria documents for Courtyard by Marriott hotels;

3. high standards of cleanliness, quality and service as prescribed in the Manual (as defined in Section XI hereof);

4. management training;

5. advertising, marketing and promotional programs;

6. the Courtyard by Marriott Reservation System; and

7. the Courtyard by Marriott Property Management System.

WHEREAS, BRR Harrisonburg, LLC (“Existing Franchisee”) and Franchisor are parties to a Courtyard by Marriott franchise agreement (“Existing Franchise Agreement”) for the operation of the Hotel (defined below);

WHEREAS, pursuant to that certain Purchase Contract, dated as of September 4, 2007, between Existing Franchisee and certain of its affiliates and Apple Eight Hospitality Ownership, Inc., a Virginia corporation (“Owner”), Owner has purchased the Hotel (as defined herein) from Existing Franchisee (the “Hotel Purchase Transaction”);

WHEREAS, Existing Franchisee desires to terminate the Existing Franchise Agreement in connection with the consummation of the Hotel Purchase Transaction;

WHEREAS, Franchisor has agreed to terminate the Existing Franchise Agreement on the terms and conditions set forth in a Termination Agreement and Release between Existing Franchisee and Franchisor (the “Termination Agreement”);
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