Retained Subsidiary Clause Samples

Retained Subsidiary any subsidiary of Sunburst, except ------------------- Choice and the Choice Subsidiaries. Sunburst: Choice Hotels International, Inc. (to be renamed Sunburst -------- Hospitality Corporation), a Delaware corporation. Sunburst Closing Stock Price: the New York Stock Exchange closing ---------------------------- price per share for Sunburst Common Stock on the Distribution Date, trading regular way, with a due ▇▇▇▇ for the special dividend of Choice Common Stock to be made in connection with the Distribution. Sunburst Medical Plan: any welfare plan maintained by Sunburst (or --------------------- to which Sunburst makes contributions) which provides medical benefits, including medical benefits provided through an HMO, an indemnity program or a point of service program. Sunburst Stock Option: an option to purchase Sunburst Common Stock --------------------- pursuant to an option granted under the Sunburst Hospitality Corporation Non- Employee Director Stock Option and Deferred Compensation Stock Purchase Plan or the Sunburst Hospitality Corporation Long Term Incentive Plan. Welfare Plans: any welfare plan providing medical, dental, life, ------------- pre-paid legal services, accidental death & dismemberment or long-term disability benefits as set forth in Exhibit A. The term "Welfare Plan" does not include any short-term disability program.

Retained Subsidiary. The term "Retained Subsidiary" shall have the meaning set forth in the Manufacturing Agreement.