Common use of XXXXX OF A SUCCESSOR FRANCHISE Clause in Contracts

XXXXX OF A SUCCESSOR FRANCHISE. You agree to give us written notice of your election to exercise the Successor Franchise Right no more than two hundred twenty (220) days and no less than one hundred eighty (180) days before this Agreement expires. We agree to give you written notice (“Our Notice”), not more than ninety (90) days after we receive your notice, of our decision: (1) to enter into a successor franchise agreement with you; (2) to enter into a successor franchise agreement with you on the condition that you correct existing deficiencies of the Hotel or in your operation of the Hotel; or (3) not to enter into a successor franchise agreement with you based on our determination that you and your owners have not substantially complied with this Agreement during its Term, that you did not receive passing Quality Assurance Scores on all evaluations we conducted during the preceding three (3)-year period, or that you (and your owners) were not in full compliance with this Agreement and all System Standards on the date you gave us written notice of your election to exercise the Successor Franchise Right. If applicable, Our Notice will: (a) describe the renovation, remodeling, expansion, improvements, and/or modifications required to bring the Hotel into compliance with then applicable System Standards for new Hyatt Place Hotels; and (b) state the actions you must take to correct operating deficiencies and the time period in which you must correct these deficiencies. If we elect not to enter into a successor franchise agreement with you, Our Notice will describe the reasons for our decision. If we elect to enter into a successor franchise agreement with you, your effective exercise of the Successor Franchise Right is subject to your full compliance with all of the terms and conditions of this Agreement through the date of its expiration, in addition to your compliance with the obligations described in Our Notice. If Our Notice states that you must cure certain deficiencies of the Hotel or its operation as a condition to our entering into a successor franchise agreement with you, we will give you written notice of our decision not to enter into a successor franchise agreement with you, based upon your failure to cure those deficiencies, at least ninety (90) days before this Agreement expires. However, we need not give you this ninety (90) days’ notice if we decide not to enter into a successor franchise agreement with you due to your breach of this Agreement during the ninety (90) day period before it expires. If we fail to give you: (1) notice of deficiencies in the Hotel, or in your operation of the Hotel, within ninety (90) days after we receive your timely election to exercise the Successor Franchise Right (if we elect to enter into a successor franchise agreement with you under subparagraphs (2) and (b) above); or (2) notice of our decision not to enter into a successor franchise agreement with you at least ninety (90) days before this Agreement expires, if this notice is required, we may unilaterally extend the Term for the time period necessary to give you either reasonable time to correct deficiencies or the ninety (90) days’ notice of our refusal to grant a successor franchise. If you fail to notify us of your election to enter into a successor franchise agreement within the prescribed time period, we will deem this to be your decision not to exercise the Successor Franchise Right or enter into a successor franchise agreement with us.

XXXXX OF A SUCCESSOR FRANCHISE. You agree to give us written notice of your election to exercise the Successor Franchise Right acquire a successor franchise no more earlier than two hundred twenty twelve (22012) days months and no less later than one hundred eighty nine (1809) days months before the expiration of this Agreement expiresAgreement. We agree to give you written notice (“"Our Notice”"), not more than ninety (90) days after we receive your notice, of our decision, in accordance with Paragraph A of this Section: (1) to enter into grant you a successor franchise agreement with youfranchise; (2) to enter into grant you a successor franchise agreement with you on the condition that you correct existing deficiencies of the Hotel RESTAURANT, or in your operation of the HotelRESTAURANT, are corrected; or (3) not to enter into grant you a successor franchise agreement with you based on our determination that you and your owners have not substantially complied with this Agreement during its Term, that you did not receive passing Quality Assurance Scores on all evaluations we conducted during the preceding three (3)-year period, or that you (and your owners) were not in full compliance with this Agreement and all System Standards on the date you gave us written notice of your election to exercise the Successor Franchise Rightterm. If applicable, Our Notice will: (a) describe the renovation, remodeling, expansion, improvements, remodeling and/or expansion of the RESTAURANT and other improvements or modifications required to bring the Hotel RESTAURANT into compliance with then applicable System Standards specifications and standards for new Hyatt Place HotelsXXXXX'X SUBS Restaurants; and (b) state the actions you must take to correct operating deficiencies and the time period in which you these deficiencies must correct these deficienciesbe corrected. If we elect not to enter into grant a successor franchise agreement with youfranchise, Our Notice will describe the reasons for our decision. If we elect Your right to enter into acquire a successor franchise agreement with you, your effective exercise of the Successor Franchise Right is subject to your full continued compliance with all of the terms and conditions of this Agreement through the date of its expiration, in addition to your compliance with the obligations described in Our Notice. If Our Notice states that you must cure certain deficiencies of the Hotel RESTAURANT or its operation as a condition to our entering into the grant of a successor franchise agreement with youfranchise, we will give you written notice of our a decision not to enter into grant a successor franchise agreement with youfranchise, based upon your failure to cure those these deficiencies, at least not less than ninety (90) days before the expiration of this Agreement expires. HoweverAgreement, provided, however, that we need will not be required to give you this ninety (90) days’ days notice if we decide not to enter into grant you a successor franchise agreement with you due to your breach of this Agreement during the ninety (90) day period before it expiresits expiration. If we fail to give you: (1i) notice of deficiencies in the HotelRESTAURANT, or in your operation of the HotelRESTAURANT, within ninety (90) days after we receive your timely election to exercise the Successor Franchise Right acquire a successor franchise (if we elect to enter into grant you a successor franchise agreement with you under subparagraphs (2) and (b) above); or (2ii) notice of our decision not to enter into grant a successor franchise agreement with you at least ninety (90) days before the expiration of this Agreement expiresAgreement, if this notice is required, we may unilaterally extend the Term term of this Agreement for the period of time period necessary in order to give provide you with either reasonable time to correct deficiencies or the ninety (90) days’ days notice of our refusal to grant a successor franchisefranchise required under this Section. If you fail to notify us of your election to enter into acquire a successor franchise agreement within the prescribed time period, we will deem this to be your decision need not to exercise the Successor Franchise Right or enter into grant you a successor franchise agreement with usfranchise.

XXXXX OF A SUCCESSOR FRANCHISE. You agree to give us written notice of your election to exercise the Successor Franchise Right acquire a successor franchise no more than two hundred twenty one (2201) days year and no less than one two hundred eighty (180270) days before this Agreement expiresis scheduled to expire. We agree to give you written notice (“Our Notice”), not more than ninety (90) days after we receive your notice, of our decision: (1) to enter into grant you a successor franchise agreement with youfranchise; (2) to enter into grant you a successor franchise agreement with you on the condition that you correct existing deficiencies of the Hotel FACILITY or in your operation of the HotelFACILITY; or (3) not to enter into grant you a successor franchise agreement with you based on our determination that you and your owners have not substantially complied with this Agreement during its Term, that you did not receive passing Quality Assurance Scores on all evaluations we conducted during the preceding three (3)-year period, Term or that you (and your owners) were not in full material compliance with this Agreement and all System Standards on the date you gave us written notice of your election to exercise acquire a successor franchise. We will not unreasonably withhold our consent to a successor franchise if the Successor Franchise Rightconditions specified in this Section 13 have been satisfied. If applicable, Our Notice will: (a) describe the renovation, remodeling, expansion, improvements, and/or modifications required to bring the Hotel each Location into compliance with then applicable System Standards for new Hyatt Place HotelsKIDVILLE Facilities; and (b) state the actions you must take to correct operating deficiencies and the time period in which you must correct these deficiencies. If we elect not to enter into grant you a successor franchise agreement with youfranchise, Our Notice will describe the reasons for our decision. If we elect to enter into grant you a successor franchise, your right to acquire a successor franchise agreement with you, your effective exercise of the Successor Franchise Right is subject to your full material compliance with all of the terms and conditions of this Agreement through the date of its expiration, in addition to your compliance with the obligations described in Our Notice. If Our Notice states that you must cure certain deficiencies of the Hotel FACILITY or its operation as a condition to our entering into granting you a successor franchise agreement with youfranchise, we will give you written notice of our decision not to enter into grant you a successor franchise agreement with youfranchise, based upon your failure to cure those deficiencies, at least ninety (90) days before this Agreement expires. However, we need not give you this ninety (90) days’ notice if we decide not to enter into grant you a successor franchise agreement with you due to your breach of this Agreement during the ninety (90) day period before it expires. If we fail to give you: (1i) notice of deficiencies in the HotelFACILITY, or in your operation of the HotelFACILITY, within ninety (90) days after we receive your timely election to exercise the Successor Franchise Right acquire a successor franchise (if we elect to enter into grant you a successor franchise agreement with you under subparagraphs (2) and (b) above); or (2ii) notice of our decision not to enter into grant you a successor franchise agreement with you at least ninety (90) days before this Agreement expires, if this notice is required, we may unilaterally extend the Term for the time period necessary to give you you, as applicable, either reasonable time to correct deficiencies or the ninety (90) days’ notice of our refusal to grant a successor franchise. If you fail to notify us of your election to enter into acquire a successor franchise agreement within the prescribed time period, we will deem this to be your decision need not to exercise the Successor Franchise Right or enter into grant you a successor franchise agreement with usfranchise.

XXXXX OF A SUCCESSOR FRANCHISE. You agree to give us written notice of your election to exercise acquire a successor franchise during the Successor Franchise Right no more than two hundred twenty fourteenth (22014th) days and no less than one hundred eighty (180) days before year of the term of this Agreement expiresAgreement. We agree to give you written notice (“"Our Notice”"), not more than ninety one hundred eighty (90180) days after we receive your notice, of our decision: (1) to enter into grant you a successor franchise agreement with youfranchise; (2) to enter into grant you a successor franchise agreement with you on the condition that you correct existing deficiencies of the Hotel or STORE, and/or in your operation of the HotelSTORE, are corrected; or (3) not to enter into grant you a successor franchise agreement with you based on our determination that you and or your owners have not substantially complied with this Agreement during its Term, that you did not receive passing Quality Assurance Scores on all evaluations we conducted during the preceding three (3)-year period, or that you (and your owners) were not in full compliance with this Agreement and all System Standards on the date you gave us written notice of your election to exercise the Successor Franchise Rightterm. <PAGE> 34 If applicable, Our Notice will: (a1) describe the renovation, remodeling, expansion, improvements, remodeling and/or expansion of the STORE and other improvements or modifications required to bring the Hotel STORE into compliance with then applicable System Standards specifications and standards for new Hyatt Place HotelsKRISPY KREME STORES; and (b2) state the actions you must take to correct operating deficiencies and the time period in which you such deficiencies must correct these deficienciesbe corrected. If we elect do not to enter into grant a successor franchise agreement with youfranchise, Our our Notice will describe the reasons for our decision. If we elect Your right to enter into acquire a successor franchise agreement with you, your effective exercise of the Successor Franchise Right is subject to your full continued compliance with all of the terms and conditions of this Agreement through the date of its expiration, in addition to your compliance with the obligations described in Our Notice. If Our Notice states that you must cure certain deficiencies of the Hotel STORE or its operation as a condition to our entering into the grant of a successor franchise agreement with youfranchise, we will give you written notice of our a decision not to enter into grant a successor franchise agreement with youfranchise, based upon your failure to cure those such deficiencies, at least not less than ninety (90) days before prior to the expiration of this Agreement expires. HoweverAgreement, provided, however, that we need will not be required to give you this ninety (90) days’ such notice if we decide not to enter into grant you a successor franchise agreement with you due to your breach of this Agreement during the ninety (90) day period before it expiresprior to its expiration. If we fail to give you: (1) notice of deficiencies in the HotelSTORE, or in your operation of the HotelSTORE, within ninety one hundred eighty (90180) days after we receive your timely election to exercise the Successor Franchise Right (if we elect to enter into acquire a successor franchise agreement with you under subparagraphs (2) and (b) above)franchise; or (2) notice of our decision not to enter into grant a successor franchise agreement with you at least ninety (90) days before prior to the expiration of this Agreement expiresAgreement, if this such notice is required, we may unilaterally extend the Term term of this Agreement for the such period of time period as is necessary in order to give provide you with either reasonable time to correct deficiencies or the ninety (90) days’ day notice of our refusal to grant a successor franchise. If you fail to notify us of your election to enter into a successor franchise agreement within the prescribed time period, we will deem this to be your decision not to exercise the Successor Franchise Right or enter into a successor franchise agreement with usrequired hereunder.