Hilton Worldwide Architec 1352468850

Architecture Design and Construction

Project Review and Approval Process

Issued 11 Oct 2012

(L0046791) (L0046829) (L0046857)

Architecture Design & Construction Project Review and Approvals Process

Date : 11 Oct 2012 (L0046791) Contents

CONTENTS

Section Page No.

Introduction 1

General Requirements 2

Design Review and Approval Process 4

Project Meetings 7

New Construction 9

Conversions 17

Appendices

Appendix A – Preliminary Plan Submission

Appendix B – Design Development (50%) Plans and Specifications Submission

Appendix C – Final (100%) Plans and Specification Submission

Appendix D – Shop Drawings and Other Submissions

Appendix E – Acceptance Protocol (Management Agreement)

Appendix E – Acceptance Protocol (Franchise Agreement)


Date : 11 Oct 2012 (L0046791) Page No. 1

INTRODUCTION

Purpose of this Document

The purpose and objective of this document is to supplement the approval and review process requirements

set out in the relevant Franchise Agreement and/or Management Agreement and/or Technical Services

Agreement relating to the relevant hotel (the “Operating Agreement”) regarding the design, construction, pre‐

opening and opening phases of a new or conversion hotel development and to set out the framework around

which those reviews and approvals are conducted.

The following procedures are to be read in conjunction with the relevant Operating Agreement. Nothing

contained in this document relieves any of the parties of any obligations or contractual responsibilities under

the relevant Operating Agreement and in the event of any conflict between this document and the relevant

Operating Agreement the latter shall prevail. References in this document to “Hilton Worldwide” means Hilton

Worldwide Inc and/or its affiliates that are party to a relevant Operating Agreement. References in this

document to “Owner” mean the counterparty to the relevant Operating Agreement that has an obligation to

construct, renovate, fit out, equip and decorate the hotel subject to such Operating Agreement.

All of these pages and the relevant Hilton Worldwide architecture, design and construction standards (of

which this document forms part) applicable to the brand under which the hotel which is the subject of the

Operating Agreement shall operate (the “Hilton Worldwide Architecture, Design and Construction Standards”)

will apply to all of the following situations:

1. New construction hotels.

2. Conversion of non‐Hilton Worldwide branded hotels to Hilton Worldwide branded hotels.

3. Renovation and refurbishment works to re‐licensed Hilton Worldwide branded hotels

The Role of Hilton Worldwide Architecture, Design & Construction

Hilton Worldwide’s Architecture, Design and Construction team (the “A,D&C Team”) has experience in the

design and management of the branding, refurbishment, extension and construction of Hilton Worldwide

hotels. The A,D&C Team covers a diverse range of construction and design disciplines and will provide a range

of assistance to the Owner’s Professional Team including in relation to procurement, architecture and interior

design, service installation design and costs throughout the hotel development process.

Hilton Worldwide Project Director

For every development opportunity a Project Director will be nominated from within the A,D&C team (the

“Hilton Worldwide Project Director”). The Hilton Worldwide Project Director will be the principle point of

contact during the entire hotel development process from inception to opening. The Hilton Worldwide Project

Director is there to assist the Owner’s Professional Team achieve the smooth and trouble‐free delivery of the

highest quality hotel product that incorporates the following fundamental components of any Hilton

Worldwide hotel from an architecture and construction perspective:

Cost effective architecture, design and construction that is compliant with relevant Hilton Worldwide

Architecture, Design and Construction Standards and any other relevant brand standards;


Date : 11 Oct 2012 (L0046791) Page No. 2

INTRODUCTION – CONT’D

Project Management – Cont’d

Operational efficiency;

Architectural and interior design excellence;

Energy efficiency and sustainability through construction and in operation.

Design

The role of Hilton Worldwide’s Global Design Services group is to provide design guidance for key areas of the

hotel, including optimising the spatial requirements and operational relationships in both front and back of

house areas of the hotel. Interior design excellence is a key factor in all Hilton Worldwide hotels and the team

provide both design direction and assistance in this area and are happy to recommend relevant interior design

consultants for each project.

Within the Global Design Services group is a dedicated FF&E group. This group provides guidance on the

compilation of FF&E and OSE schedules for the hotel project and constantly works with Hilton Worldwide’s

internal sourcing team and supply chain to ensure that product selection is always current and relevant, and

seeks to deliver value for Owners.

All of this culminates in Hilton Worldwide’s overall objective helping Owners to deliver exceptionally designed

hotels whilst remaining cost effective and operationally efficient.

Engineering Support

The Engineering Support group (within the A,D&C Team) will provide guidance on all mechanical, electrical and

plumbing installations and advice on the delivery of a hotel that conforms to Hilton Worldwide’s overall global

environmental and sustainability initiatives and targets.


Date : 11 Oct 2012 (L0046791) Page No. 3

GENERAL REQUIREMENTS

Generally

The following sections shall apply to all new construction and conversion projects in whatever form.

Approval of Owner’s Professional Team

Hilton Worldwide will only accept the use of qualified professionals that have gained relevant experience in

the design and construction of quality hotel operations. This will include all professionals who form part of the

professional team for the project (“Owner’s Professional Team”) including, but not limited to, architects,

project managers, MEP engineers, structural engineers, interior designers, kitchen consultants, landscape

architects and other specialist consultants. The relevant Operating Agreement may specify those mandatory

consultants that must be engaged on the project and that are subject to Hilton’s approval.

In order to assist with the selection of appropriate consultants, the A,D&C Team will provide a preferred

consultant panel for these mandatory consultants, when requested.

Prior to the commencement of the design, planning and approval process, the A,D&C Team must be furnished

with contact information and relevant hotel experience for all of the Owner’s Professional Team that the

Owner is intending to retain on the project and will review and confirm in writing its approval or rejection of

those proposed parties within the project team.

Appointment of Owner’s General Contractor

Where requested, the A,D&C Team will provide details of general contractors they consider appropriate for

inclusion on the Owner’s tender list.

Access to the Hilton Worldwide Architecture, Design & Construction Standards

Access to or distribution of the relevant Hilton Worldwide Architecture, Design and Construction Standards

manuals will be arranged by the Hilton Worldwide Project Director. The Hilton Worldwide Project Director will

liaise with the Owner and the Owner’s Professional Team as to the implementation of these standards. The

access to this information will generally be subject to the project being at an appropriate stage and a signed

and legally binding unconditional Operating Agreement being in place.


Date : 11 Oct 2012 (L0046791) Page No. 4

DESIGN REVIEW PROCESS GENERALLY

Design Elements

Competition in today’s hotel market makes protecting Hilton Worldwide’s brands essential for the success of

the hotel for the benefit of all parties. Design elements contained in Hilton Worldwide’s brand hotels enable

guests to associate Hilton Worldwide’s services with the high standards of quality that Hilton strives to

provide. For that reason, Owners acknowledge that it is in all parties’ interests to develop a design for the

hotel project which is consistent with Hilton Worldwide’s overall design intent. Accordingly, Owner agrees that

Hilton shall have final design approval of all finishes, colours and materials within the hotel project.

Design Review Workshops

Whilst the formal design review process requires specific information (as described later in this document), in

order to foster an open and ongoing process of communication regarding design elements, it is strongly

recommended that separate informal design review workshops are conducted for all areas of the hotel and for

all design disciplines during the course of the design development phase of the project.

Experience has shown that not only is the time period required for formal approval significantly reduced if

these design workshops are held prior to formal submissions being made, but also the quality of the hotel is

enhanced and abortive design and/or construction work is potentially avoided.

All reviews shall be arranged by the Owner and Hilton Worldwide. Ideally, all information to be discussed at

the workshop should be supplied seven (7) calendar days prior to any meeting where feedback may be

required.

Owner attendees shall include those individuals necessary to provide a full presentation of the design

elements being reviewed and to be approved by Hilton Worldwide. Hilton Worldwide attendees shall include

those individuals with decision‐making authority regarding the design elements to be approved by Hilton

Worldwide.

Presentation materials shall include renderings, colour boards and technical specification books, as well as

material, fabric and carpet samples where relevant.

Formal Design Approvals

Prior to commencing any works on site all documents and drawings describing any proposed new

construction, refurbishment and/or alterations to the hotel must be provided to and approved by the A,D&C

Team.

The formal plan review process is designed to ensure the timely submittal of the necessary and relevant plans

and information required to enable a considered review, give appropriate feedback, and finalise any required

amendments to and/or agreement of such plans or project information. This will ensure that all parties have a

clear and mutual understanding of what information is required, what is being proposed, what feedback has

been given, what actions are required and what is approved.

The Owner shall submit full‐size, reproducible drawings of all proposed submittals to Hilton Worldwide for its

approval as detailed in the following pages.


Date : 11 Oct 2012 (L0046791) Page No. 5

DESIGN REVIEW PROCESS GENERALLY – CONT’D

Formal Design Approvals – Cont’d

Hilton Worldwide shall provide either written approval or disapproval of the Plans formally submitted. Any

items disapproved by Hilton Worldwide will be returned to the Owner with a written explanation detailing the

reasons for such disapproval. Promptly following any Hilton Worldwide notice of disapproval, the Owner and

Hilton Worldwide shall attempt to reach a satisfactory and agreeable resolution of the disapprovals submitted

by Hilton Worldwide. The Owner shall incorporate any agreed upon modifications in a revised submission and

resubmit these to Hilton Worldwide.

Review Criteria

The criteria applied by Hilton Worldwide during the formal design review process are to assess the designs and

their compliance against the following general criteria (which are set out in no particular order of priority):

(i) the agreed scope of the project;

(ii) any relevant Hilton Worldwide Architecture, Design & Construction Standards;

(iii) accepted industry standards;

(iv) the design narrative for the relevant Hilton Worldwide brand; and

(v) any other relevant Hilton Worldwide Brand Standards.

Design Revisions and Changes

All Hilton Worldwide’s comments or modifications to all plans and specifications, to the extent necessary to

assure that the hotel project meets the Hilton Worldwide Architecture, Design & Construction Standards, shall

be implemented by the Owner. In the event the Owner is aware of any deviation, change or departure in the

actual design, development, construction, engineering, planning, equipping, fixturing, furnishing, or

completion of the hotel project, the Owner shall so advise Hilton Worldwide promptly in writing of any such

deviation, change or departure in sufficient detail and with sufficient time to allow Hilton Worldwide to fully

evaluate and approve or disapprove the deviation, change or departure.

Review Basis

Hilton Worldwide will be working in an advisory capacity but it is noted that any approval by Hilton Worldwide

shall not be deemed or construed to imply any representation or warranty as to the item or matter so

approved.

Equally, Hilton Worldwide shall not be responsible for the adequacy or coordination of any plans and

specifications or for the structural soundness or integrity of any part of the project, or for the sufficiency of any

mechanical and/or electrical systems. This all remains the sole and exclusive responsibility of the Owner.


Date : 11 Oct 2012 (L0046791) Page No. 6

DESIGN REVIEW PROCESS GENERALLY – CONT’D

Review Basis – Cont’d

No review, comment, sanction, agreement, consent or other approval, recommendation (including in respect

of the members of the Owner’s Professional Team), advice or inspection by or on behalf of Hilton Worldwide

or any failure or delay by Hilton Worldwide in making or giving the same shall:

(i) relieve the Owner (or any third party engaged by the Owner) in whole or in part of any of its

obligations or liabilities under the Operating Agreement;

(ii) render Hilton Worldwide responsible or liable to the Owner or to any other person for the project

(or any part thereof) or for any delay relating thereto; and

(iii) be relied upon by any person other than the Owner, and then only by the Owner for the

purposes set out in the Operating Agreement.


Date : 11 Oct 2012 (L0046791) Page No. 7

PROJECT MEETINGS

Kick‐Off Meeting

A kick‐off meeting will take place to introduce all of the key contacts from the Owner’s Professional Team and

the Hilton Worldwide A,D&C Team. It is a forum that will enable Hilton Worldwide to communicate to all

parties the intent of the Hilton Worldwide Architecture, Design & Construction Standards which must be

followed. It will help the Owner’s Professional Team understand the key areas of information that is required.

This meeting should be attended by the following: Owner/Developer/Investor and consultants; Architect,

Designer, Project Manager, MEP Consultant and from Hilton Worldwide; representatives from the A,D&C

Team and from Development plus any other relevant Hilton Worldwide parties.

Pre‐Construction Meetings

Pre‐construction meetings shall take place on a basis that enables regular updates on the design process and

approval status. They should be at least every 2 months and the agenda should be similar to that of the kick off

meeting. An update shall be produced by the Owner for both the design programme and the construction

programme. A schedule of all outstanding items must be produced and reviewed to keep a record of the

approval status and general content.

Pre‐Construction Meeting Minutes

The Owner shall arrange for minutes, in English, to be prepared and distributed to all meeting attendees

promptly following each review session. These minutes shall reflect specifically which design elements were

approved and which design elements were rejected by Hilton Worldwide and the steps which need to be taken

in order to obtain Hilton Worldwide’s full approval of all design elements. The accuracy of the minutes shall be

verified by the Hilton Worldwide Project Director.

Construction Progress Meetings and Reports

The Hilton Worldwide Project Director and the members of the Owner’s Professional Team shall be available

via telephone conference or by attendance at meetings, as agreed between the Owner and Hilton Worldwide

from time to time. The schedule of telephone conference calls and meetings shall be periodically reviewed by

the Owner and Hilton Worldwide as and when required.

Until completion of the hotel there shall be regular monthly technical meetings relating to the design and

building works arranged for that purpose between the Owner, the Owner’s Professional team, and the General

Contractor to review the progress of the building works. The Owner shall give to Hilton Worldwide appropriate

notice of and copies of the agenda of all such meetings.

The Owner shall provide to Hilton Worldwide the following in English:

a. Reasonable notice of and an invitation to all relevant meetings (including site, design, team, or project

meetings) and the minutes of all such meetings.

b. Contractor’s monthly reports produced in connection with the project.


Date : 11 Oct 2012 (L0046791) Page No. 8

PROJECT MEETINGS – CONT’D

Construction Progress Meetings and Reports – Cont’d

c. Monthly reports identifying all relevant material issues relating to the project including without

limitation:

(i) Monthly programme status of overall project and major construction items including any

planned measures to recover delays when measured against the initial project programme;

(ii) Digital photographs showing the general level of progress;

(iii) Schedule of any outstanding information required from Hilton Worldwide; and

(iv) Formal design submission approval status by Hilton Worldwide.

Construction Meeting Minutes

The Owner shall arrange for minutes, in English, to be prepared and distributed to all meeting attendees

within five (5) calendar days following each progress/monthly meeting. These minutes shall reflect specifically

which design elements were approved and which design elements were rejected by Hilton Worldwide and the

steps which need to be taken in order to obtain Hilton Worldwide’s full approval of all design elements. The

accuracy of the minutes shall be verified by the Hilton Worldwide Project Director.

The Owner shall keep Hilton Worldwide informed of the progress of the project as related to the development

program and the dates by which the Owner intends to and does issue all or any part of the project for tender.


Date : 11 Oct 2012 (L0046791) Page No. 9

NEW CONSTRUCTION

Generally

All of the requirements set out in the preceding sections of this Project Review and Approvals Process will

apply to new constructions. The formal design submittals for a new construction project are described below.

Project Brief

Information required at this stage is to communicate a basic summary of the proposal to ensure that it is

aligned with the requirements of the relevant Hilton Worldwide Architecture, Design and Construction

Standards and the relevant Hilton Worldwide Brand Standards. It must include a project brief, facilities

schedule, development program and concept design.

As required by the Operating Agreement or, if not specified then, within thirty (30) calendar days of the signing

of the Operating Agreement, the Owner shall submit in English to the A,D&C Team, for the approval of Hilton

Worldwide, the elements that are required as follows:

a. An Area Programme (Facilities Schedule) for the project showing public areas, back of house, and

guestroom components including a summary page showing gross areas and total enclosed areas per

key, gross area of meeting spaces per key, guestroom and suite ratios, and any other significant data

unique to this project.

b. The Project Brief in English which includes a written design narrative from the Architect, Interior

Designer, and/or F&B Designer incorporating their comments and inspirations for the design. It must

outline the key objectives, scope of work, design guidelines, the Owner’s Professional Team and other

requirements relating to the hotel and the project and, if applicable, information on any mixed use

development identifying how the non‐hotel aspects of the mixed use development impact or affect

the hotel.

c. The Development Programme shall be a timeline identifying all key activities affecting, relating to or

required for completion of the project and opening date including, the duration and completion date

for each key milestone, obtaining approvals, developing and completing the concept design, design

development (the final floor plans, building envelope and system designs for each design discipline on

the consultant category list), contract documents, design approvals, mock‐up and prototype rooms,

tendering, procurement, construction, fit‐out, test and commissioning, completion of construction,

pre‐opening activities commencement, “soft opening” and, if applicable, an indicative timeline for the

mixed use development indicating any impact on the hotel project.

Key timing milestones and their completion dates that must be shown on the Development

Programme will include the following as a minimum:

i. Project Brief;

ii. Facilities Schedule/Area Programme;

iii. Development Program;

iv. Concept Design;


Date : 11 Oct 2012 (L0046791) Page No. 10

NEW CONSTRUCTION – CONT’D

Project Brief – Cont’d

v. Appointment of the Owner’s Professional Team;

vi. Preliminary Plan submission;

vii. Design Development (50%) Plans and Specifications Submission;

viii. Final (100%) Plans and Specifications Submission;

ix. Mock‐up and Prototype/Control Room(s);

x. Construction commencement;

xi. Commissioning commencement;

xii. Hotel construction completion date

xiii. Handover of hotel to manager/management company;

xiv. Hotel opening date.

d. Concept design.

e. Detailed Budget/Cost Plan for the project submitted in an elemental format.

Preliminary Plans Submission

As required by the Operating Agreement or if not specified then, within 3 months following date of the

Operating Agreement, the Owner shall prepare and submit to Hilton Worldwide for the approval of Hilton

Worldwide, the Preliminary Plans Submission. A Preliminary Plans Submission must consist of the submission

form set out in Appendix A hereto together with the information listed therein.

The submission shall also include a comprehensive list of all of all the facilities of the hotel, including

architectural drawings at 1:100 scale of all floor plans, sections and elevations of the building and, if applicable,

information on any mixed‐use development identifying how the non‐hotel aspects of the mixed development

impact or affect the concept design of the hotel. The objective of this submission is for the Owner to

demonstrate that, in principle, the basic brand requirements as set out in the relevant Hilton Worldwide Brand

Standards and Hilton Worldwide Architecture, Design & Construction Standards can be achieved and each of

Hilton Worldwide’s brand customer satisfaction and brand positioning goals are met and the submission will

be reviewed by Hilton Worldwide in this context.

Hilton Worldwide shall respond to this submission with a written schedule highlighting in each case where

approvals have been granted or where conditions or standards have not been achieved. Advice on how these

areas can be adapted to achieve an approved status may be given where appropriate.


Date : 11 Oct 2012 (L0046791) Page No. 11


Design Development (50%) Plans and Specifications Submission

As required by the Operating Agreement, or if not specified then, within six (6) calendar months of the date of

the Operating Agreement but not less than six (6) calendar months prior to the proposed construction

commencement date, the Owner shall submit to Hilton Worldwide, for the approval of Hilton Worldwide, the

Design Development (50%) Plans and Specifications Submission. The Design Development (50%) Plans and

Specifications Submission must consist of the submission form set out in Appendix B hereto together with the

information listed therein.

The Design Development (50%) Plans and Specifications consist of detailed information including MEP design.

This submittal will be reviewed mainly for overall design co‐ordination and conformance. It must also include

outline specifications of all the areas as listed in the Design Development (50%) Plans and Specifications

Submission, preliminary interior design elements including concepts, image boards and materials including a

written description of the proposed design of the food and beverage concept.

Hilton Worldwide shall respond to this submission with a written schedule highlighting in each case where

approvals have been granted or where conditions or standards have not been achieved. Advice on how these

areas can be adapted to achieve an approved status may be given where appropriate. All changes to the

design as described in the response shall be incorporated into the Final (100%) Plans and Specifications

Submission.

Final (100%) Plans and Specifications Submission

As required by the Operating Agreement, or if not specified then within nine (9) calendar months of the date

of the Operating Agreement the Owner shall submit to Hilton Worldwide for the approval of Hilton Worldwide

the Final (100%) Plans and Specifications Submission.

The Final (100%) Plans and Specifications Submission shall include but not be limited to layouts, working

drawings, millwork details, design detailing, schedules and specifications and must consist of the submission

form set out in Appendix C hereto together with the information set out therein.

No construction shall commence prior to the approval of the Final (100%) Plans and Specifications Submission.

In the case of a “Phased Design & Build” project this shall apply to each individual element and no element

shall commence construction prior to its approval by Hilton Worldwide in accordance with this document.

This submittal will be reviewed for final design co‐ordination and conformance. Hilton Worldwide will provide

a written response to all items and issued as described in the previous review process. All changes to the

design as described in the Plan Review shall be incorporated into the Final Plans Document Review Submittal.

A Plan Review will be issued to the Owner with comments noted for incorporation into the final construction

documents. Final approval will be issued upon receipt of a written notification by the owner agreeing to

respond to outstanding items and describing the method in which these items will be resolved. Addendum

drawings may be necessary.


Date : 11 Oct 2012 (L0046791) Page No. 12


Shop Drawings and Other Submissions

Construction submittals must also be provided by the Owner if not included elsewhere to Hilton Worldwide for

review and approval prior to purchasing or orders being placed. Manufacturers’ technical information,

drawings and specifications should be provided by the Owner to Hilton Worldwide for all of the items set out

in Appendix D hereto for conformity review.

Format of all Submissions

All submissions are to be made in Adobe Acrobat pdf format as a minimum, in local language and English.

Mock‐Up Room

The Owner shall build and prepare for design purposes and for the approval of Hilton Worldwide, a mock up

room for each typical room type e.g. king room, double room or different décor. Such mock‐up rooms shall be

completed and available for approval within any applicable periods specified in the Operating Agreement, or if

not specified then:

(i) In respect of a full service brand, six (6) months from the commencement of construction of the hotel;

and

(ii) In respect of a focused service brand, three (3) months from the commencement of construction of

the hotel;

and in any event prior to the mechanical, electrical and fire protection first fix (rough in works) and prior to

making purchasing commitments for FF&E and other guestroom materials. The mock up room(s) may be

provided on site or off site as determined by the Owner.

All drawings, specifications and FF&E control books in connection to the mock‐up room must be submitted by

the Owner at least 6 weeks prior to commencement of the construction of the room. For focused service

brands this may be waived if it is considered there are no material or significant deviations from the

prototypical design for the relevant Hilton Worldwide brand.

For the purpose of clarity a mock‐up room is a fully fitted‐out and decorated typical guest room(s) including

adjoining corridor and services riser mock up for the purposes of design and operational approvals including all

FF&E, operating equipment, functioning furniture, fully operating power points and other electrical services

and an air conditioning fan coil in the bulkhead, together with all fixed wall, floor and ceiling finishes, fittings

and services for the purpose of benchmarking, quality control and services co‐ordination. The review will

require the attendance of the following parties: Hilton Worldwide Project Director and Hilton Worldwide

Design Manager, Owner’s Designer, Owner (or Representative), General Contractor and Owner’s Purchasing

Agent (if applicable).

Following the mock‐up room review meeting, the Hilton Worldwide Project Director will distribute minutes

confirming the status of all the items, approved or rejected, and any recommendations considered

appropriate.

Approval must be obtained from Hilton Worldwide prior to any of these works being carried out on the actual

hotel site and/or materials, products being ordered.


Date : 11 Oct 2012 (L0046791) Page No. 13


Sample/Control Room

Hilton Worldwide requires a sample/control room to be made available for the purposes of quality control.

This room must include all the proposed finishes and furnishings in the proposed guestroom to be constructed

for review and approval by Hilton Worldwide.

The review will require the attendance of the following parties: Hilton Worldwide Project Director, Hilton

Worldwide FF&E Manager, Hilton Worldwide Design Manager, Hilton Worldwide Operations Manager (in

hotels managed by Hilton Worldwide), Owner’s Designer, Owner (or Representative), General Contractor and

Owner’s Purchasing Agent (if applicable).

Following the review meeting the Hilton Worldwide Project Director will distribute minutes confirming the

status of all the items, approved or rejected and any recommendations considered appropriate. All items must

be resolved prior to the commencement of any fit out of guest rooms and corridors on the actual hotel site. If

the requirements of both the mock‐up room(s) and the sample/control room can be accomplished by the

construction of only one room this must be completed on site.


Date : 11 Oct 2012 (L0046791) Page No. 14


Final Inspection, Project Completion and Handover

The Hilton Worldwide Project Director is responsible for co‐ordinating with all Hilton Worldwide functions in

order to verify that:

(i) the hotel has been constructed and fitted out in accordance with Hilton Worldwide Architecture,

Design and Construction Standards; and

(ii) the hotel has been completed in terms of physical condition to such an extent as to be capable of

being operated to the requirements of the relevant brand and is ready, in terms of physical

condition only, for full opening to the public in accordance with the terms of the relevant

Operating Agreement.

For the avoidance of doubt, the Hilton Worldwide Project Director’s representations relate to the physical

condition of the hotel only and not to the operational readiness of the hotel. The opening of the hotel will only

be permitted once approval is given to both its physical condition and operational readiness. As such, the

following conditions only relate to the completion of the physical condition of the hotel and not to its

operational readiness.

Completion (and in the case of hotels which are to be managed by Hilton Worldwide handover to Hilton

Worldwide) of the hotel is defined in and governed by the Operating Agreement and shall include the

following conditions which will be co‐ordinated by the Hilton Worldwide Project Director:

1. 100% of the guestrooms must be complete in every detail and ready for habitation.

2. 100% of the public areas must be complete and ready for guest use, including the swimming pool

and congruent areas (if applicable).

3. Site construction must be totally complete. Construction trailers and equipment must be off site and

away from guest view.

4. All roadways and paved areas must have been swept and be free of any dirt or debris.

5. The hotel must have in place all consents, permits and licenses required to operate all areas of the

hotel including but not limited to the hotel’s restaurant(s), bar(s), elevators, swimming pools, etc.

and including but not limited to the licences etc. set out in appendix 7 to the Acceptance Protocol

Document (the form of which is set out in Appendix E).

6. All terms of the Operating Agreement must be fulfilled on or before the date specified in any

conditional opening approval letter served by Hilton Worldwide which relate to the physical

condition of the hotel.

7. Evidence of insurance coverage must have been provided to Hilton Worldwide as required in the

Operating Agreement.

8. Full inspection by an independent third party inspector of all fire life safety systems and acceptance

by Hilton Worldwide.


Date : 11 Oct 2012 (L0046791) Page No. 15


Final Inspection, Project Completion and Handover – Cont’d

The following information is required during the final inspection:

1. The date when practical completion (where relevant) under the Owner’s building contract has

occurred.

2. Delivery of all operating and maintenance manuals to the hotel.

3. Delivery to the hotel of all original consents, permits and licenses required to operate all areas of the

hotel.

4. Satisfactory completion of all the items as required by the Acceptance Protocol Document (the form

of which is set out in Appendix E).

5. The delivery of the hotel completion documentation as specified in the Operating Agreement but

which will generally comprise the following (relevant for Management Agreements only) :

(i) a computer disk or CD of a complete set of final construction issue drawings of the project

(including all works constructed in connection with the same, the route and connection

points of all services to and from the same and details of any services re‐routed retained or

disconnected) suitable for reproduction and record purposes;

(ii) a full set of technical specifications, operation manuals and maintenance and guarantee

documentation complete with commissioning data records and certificates relating to any

plant and machinery or any mechanical, electrical or electronic or other systems forming part

of the project;

(iii) details of all manufacturers and suppliers of specialist or proprietary materials or products

used in the project which carry a supplier's or manufacturer's guarantee and details of such

guarantee;

(iv) any other additional information required by applicable laws (for example, health and safety

file information);

(v) three (3) full sets of the “as built” drawings in hard copy and CAD format (*.dwg, *.dwf, etc.).


Date : 11 Oct 2012 (L0046791) Page No. 16


Fire Life Safety

Written approval of the plans for required fire safety systems must be obtained from the

government/regulatory authority having jurisdiction prior to installation of the fire safety system and

subsequently prior to handover of the hotel by Hilton Worldwide (in the case of a hotel managed by Hilton

Worldwide) and/or hotel opening.

The form of written approval may vary by government/regulatory authority. For the purposes of this

document, this shall be defined as a certificate, letter of approval, permit, stamp of approval, or other

approval method as used by the relevant government/regulatory authority.

Written certification that the required fire safety systems have been installed according to the plans approved

by Hilton Worldwide by a licensed contractor and are fully operational, tested and approved by the authority

having jurisdiction must be obtained from the installation contractor.


Date : 11 Oct 2012 (L0046791) Page No. 17

CONVERSIONS (OF A NON‐HILTON WORLDWIDE BRANDED HOTEL TO A HILTON WORLDWIDE BRANDED

HOTEL) OR RENOVATIONS AND REFURBISHMENT WORKS FOR A RE‐LICENSED HILTON WORLDWIDE

BRANDED HOTEL

A conversion Product Improvement Plan (“PIP”) will be prepared prior to signing an Operating Agreement for

any new development deal where a non‐Hilton Worldwide brand hotel will convert into one of the brands of

Hilton Worldwide. This will be required and must be undertaken prior to execution of the Operating

Agreement. A copy of the PIP will be appended to the Operating Agreement.

The Hilton Worldwide Project Director will assist the Owner in the following areas during the course of the

conversion process:

1. Compliance with the PIP.

2. Compliance with the relevant Hilton Worldwide Brand Standards and Hilton Worldwide Design and

Construction Standards.

3. Compliance with the relevant brand design narrative.

Conversion PIP

Where the PIP requires minor re‐design and/or renovation of existing facilities, design drawings of guestrooms

and public areas furnishings and layouts and interior/exterior elevations shall be submitted for Hilton

Worldwide review and approval. This submittal is to be sent to the A,D&C Team and shall include colour

renderings or photographs if requested by the A,D&C Team in line with the section of this document headed

“Design Review Process Generally – Design Elements”.

Where the PIP requires major refurbishment works and/or construction of additional facilities, complete

design and specifications are to be submitted to and approved by the A,D&C Team prior to commencement of

construction in line with the previous section of this document relating to New Construction.

Active Conversion PIP

Once a PIP is activated, the process is managed by the A,D&C Team.

Various specialist reports are required such as but not limited to an IT, engineering (including any outstanding

maintenance issues), FLS report, acoustics , asbestos and fire stopping (where requested).

Any proposed extensions or deviations from relevant Hilton Worldwide Brand Standards and Hilton Worldwide

Design and Construction Standards will be sent to the appropriate Hilton Worldwide brand team for approval.

The design and construction programme must be approved by Hilton Worldwide and issued prior to

commencement of any works. Design review submittals will be handled by the A,D&C Team. Thirty (30) day

progress reports and photographs must be sent to the A,D&C Team after every monthly site meeting.

Outstanding works must be tracked on a monthly basis.

The meeting process and requirements shall follow the same as set out in this document for a New

Construction. Minutes must be in English and issued within seven (7) calendar days and must include the

proposed design programme and construction programme.


Date : 11 Oct 2012 (L0046791) Page No. 18

CONVERSIONS (OF A NON‐HILTON WORLDWIDE BRANDED HOTEL TO A HILTON WORLDWIDE BRANDED

HOTEL) OR RENOVATIONS AND REFURBISHMENT WORKS FOR A RE‐LICENSED HILTON WORLDWIDE

BRANDED HOTEL – CONT’D

Active Conversion PIP – Cont’d

A mock‐up room and sample control room (in accordance with the requirements of the previous section of

this document relating to New Construction) shall be constructed, fitted out and made available for approval

by Hilton Worldwide when the PIP includes the addition of new facilities or where there is refurbishment of

guestrooms.

Hilton Worldwide requires a final report of compliance and photos to be submitted by the Owner at least

fifteen (15) calendar days prior to opening of the hotel.

APPENDIX A PRELIMINARY PLANS SUBMISSION

Date : 11 Oct 2012 Page No. 1

Site Name :

Brand :

Site Address :

Owner/Developer :

Contact :

The following list comprises the information required for the Hilton Worldwide Design and Construction Department to conduct a formal review of the Preliminary Plans in connection with the above project.

Please submit this form with the information listed.

Plans and documents to be submitted to the Hilton Worldwide Project Director at least (20) calendar days before any sign‐off meeting.

1. An Area Programme (Facilities Schedule) for the project showing public areas, back of house, and guestroom components. Include a summary page showing gross areas and total enclosed areas per key, gross area of meeting spaces per key, guestroom and suite ratios, and any other significant data unique to this project.

2. Vicinity Map/Location Plan which must include adjacent properties (existing and planned), associated roads and the like. Minimum scale 1:1250.

3. Site Plan with building, car parking (quantity and size of spaces of aisles to be provided), landscaping and recreational area outlined. Indicate satellite dish location (if provided), signage locations and refuse/storage building location. Minimum scale 1:500 plans of all areas.

4. Floor Plans of all areas at a minimum scale of 1:100 with all key dimensions noted and including the following information :

(i) No. of guestrooms per floor;

(ii) Gross building area in square metres;

(iii) Name of all internal spaces;

(iv) Larger scale detail of all typical guestroom layouts including dimensions; and

(v) Seating layouts showing capacity of all F&B areas and meeting and conference rooms.

Note : For additions, all floor plans and exterior elevations must show the relationship to the existing building(s).

5. A section through the building at a minimum scale of 1:100 showing all floor to ceiling heights.

6. Exterior elevations indicating proposed materials and the positions of building signage. Minimum scale 1:100.

APPENDIX A PRELIMINARY PLANS SUBMISSION


7. Narrative description and design brief for all mechanical, electrical and plumbing installations, including sprinklers (where relevant). Outline scope of works identifying all elements of the following disciplines; mechanical (including design criteria), electrical (including design criteria), plumbing, lifts (including lift traffic analysis), building energy performance and sustainable elements included in the design and single line schematic diagrams for key systems such as HV/LV distribution, ventilation, chilled water, domestic hot water, heating and plumbing.

8. Outline Fire Strategy including all local codes and design principles for the project.

9. Drawing Register of attached information including a list of all drawings to be reviewed (including revision number) and a list of any other documents to be reviewed.

10. Project Brief

11. Concept Design

Please provide all sheet numbers, sheet names, scales, current date and a note in the drawing border that indicates “PRELIMINARY PLANS’.

Review and approval of the Preliminary Plans must be secured prior to submission of the Design Development (50%) Plans and Specifications.

APPENDIX B DESIGN DEVELOPMENT (50%) PLANS AND SPECIFICATIONS SUBMISSION


Site Name :

Brand :

Site Address :

Owner/Developer :

Contact :

The following list comprises the information required for Hilton Design and Construction to conduct a formal review of the Design Development (50%) Plans and Specifications in connection with the above project.


Plans and documents to be submitted to the Hilton Worldwide Project Director at least (20) CALENDAR days before any sign‐off meeting.

1. A Site Plan at a minimum scale of 1:500 showing dimensioned parking and roadways, all proposed materials, signage locations, external lighting and landscaped zones.

2. Floor plans at a minimum scale of 1:100 showing final room designations and numbers, wall types, room dimensions, FF&E and fixed furniture layouts, floor to ceiling heights in each zone, floor, wall and ceiling finishes and fire and acoustic ratings of walls and floors.

3. Large scale floor plans of the following specific areas (scale as shown) :

(i) Individual guestroom and bathroom types including millwork and elevations (1:20);

(ii) Kitchen layouts (1:50);

(iii) Adminstration Offices (1:50);

(iv) Business Centre (1:50);

(v) Meeting rooms and conference rooms (1:50);

(vi) Public toilets (1:50); and

(vii) Recreational areas.

4. Building elevations at a minimum scale of 1:100 showing all finishes, colours of materials and finishes, window types and operational details, vertical dimensions and signage locations.

5. Building sections at a minimum scale of 1:50 showing all overall vertical dimensions, clear ceiling heights, longitudinal and traverse sections through the whole building and fire rating of floors and roof structures.

APPENDIX B DESIGN DEVELOPMENT (50%) PLANS AND SPECIFICATIONS SUBMISSION


6. Mechanical, electrical and plumbing engineering plans (showing plant and equipment locations (minimum scale 1:100), single line drawings for all piped and ducted services, detailed service riser layout between guestrooms, electrical power and lighting layouts and air balance calculations) as follows :

(i) Mechanical design including : plans showing plant and equipment locations (minimum scale 1:100), single line drawings for all piped and ducted services, make up air and exhaust calculations, main plant locations and indoor unit locations for all piped and ducted systems including outline plant ratings, BMS schedule of included items, heat metering strategy, building energy calculations and proposed building rating, supporting calculations for justification on plant selection and design criteria for all areas. Detailed service riser layout between guestrooms and typical room details and air balance calculations.

(ii) Fire Life safety design including: fire strategy report, fire strategy drawings (minimum scale 1:100), list of applicable codes used to develop and support the proposal.

(iii) Electrical design including : plans showing plant and equipment locations (minimum scale 1:100), single line drawings for HV and LV installations including outline load summary, lighting, coordinated riser diagrams, typical guestroom requirements, fire alarm / voice alarm schematic, CCTV system locations brief scope and schematic, generator supported loads, emergency lighting outline design, TV distribution schematic, lightning protection, music systems, lighting controls, energy metering strategy and AV systems.

(iv) Audio Visual design must include: scope of works, schematics outline proposals.

(v) Plumbing design including: (minimum scale 1:100), single line drawings for all piped services including systems such as rain water, grey water, detailed service riser layout between guestrooms, main gulley locations (minimum scale 1:100).

(vi) Mechanical handling design including: Lift traffic analysis’, Lifts proposed and manufacturer, escalators proposed and manufacturer, dock levellers, scissor lifts, dumb waiters, hoists. All details of performance criteria must be submitted with a list of suppliers.

7. Kitchen and laundry layouts at a minimum scale of 1:50 together with preliminary equipment schedules.

8. Outline specifications including finishes, fittings, general construction standards and MEP installations.

9. Location of satellite dish (if provided).

10. Building and ground signage proposals including any associated electrical requirements.


Please provide all sheet numbers, sheet names, scales, current date and a note in the drawing border that indicates “DESIGN DEVELOPMENT (50%) PLANS AND SPECIFICATIONS’.

Review and approval of the Preliminary Plans and Design Development (50%) Plans and Specifications must be secured prior to submission of the Final (100%) Plans and Specifications.

APPENDIX C FINAL (100%) PLANS AND SPECIFICATIONS SUBMISSION


Site Name :

Brand :

Site Address :

Owner/Developer :

Contact :

The following list comprises the information required for Hilton Design and Construction to conduct a formal review of the Final (100%) Plans and Specifications in connection with the above project.


Plans and documents to be submitted to the Hilton Worldwide Project Director at least (20) Calendar days before any sign‐off meeting.

Complete working drawings and specifications, properly sealed and signed by the architects and engineers of record, when required by government regulations, are to be submitted and approved by Hilton Worldwide before construction begins. For Design and Build conditions, drawings and specifications must be submitted at key milestones for approval as the project progresses.

The drawings and specifications must include the following :

1. Complete and indexed civil, architectural, mechanical, plumbing (including detailed fire protection drawings), electrical and structural drawings. All drawings should include definitions of all abbreviations and symbols used within each discipline.

2. All room finishes, door and hardware schedules.

3. Identification of exterior signage drawings showing location and design of all high level, low level and external directional signage.

4. Room layouts for all guestroom types indicating room dimensions, furnishings, electrical, telephone and television outlets. Interior elevations of all guestroom types are also required, together with details of all finishes and artwork locations and details.

5. An interior design package prepared by a professional interior design firm experienced in hospitality interior design. The format of the following submittals must be an A4 2‐ring binder with project name, location and date clearly identified on the front cover and spine. Each finish, fabric and cut sheet must be inserted in a clear A4 sleeve placed in the binder. A Hilton Worldwide approved specification sheet must accompany each finish, fabric or cut sheet.

The submission must include : (i) Floor plans, including ceiling plans, at 1:50 scale, showing all guestroom types and all public

areas. FF&E, ceiling heights, lighting and floor finishes must also be denoted. Specifications for each item of furnishing and all interior finishes must also be submitted.

(ii) Scaled elevations of all interior walls of the public spaces. All finishes must be noted and artwork locations identified along with the size of artwork and subject matter.



(iii) Samples of all finishes and fabrics, together with cut sheets of all public area and guestroom furniture. All samples and cut sheets must be clearly labelled and identified as to the proposed use and location.

(iv) Submissions for conversions must include colour photographic documentation of the existing conditions. It must include the exterior, public area and guestroom types and be identified on a location plan. The location plan must identify the location of the photograph and the direction of the photograph.

(v) A sample and schedule of the proposed interior signage.

(vi) Specialist lighting schemes; details of all lighting and proposed control.

6. A full mechanical, electrical and plumbing design package incorporating the following systems information :

(i) Final mechanical design including but not restricted to all main system schematics, methods of air distribution, hot water, chilled water, potable water, gas distribution, heat loads, cooling loads, fresh air requirements, design temperatures, air supply and extract calculations, make up air and exhaust calculations, all methods of air distribution, equipment specifications and locations, all controller locations including sample pictures, BMS system, heat metering strategy, building energy calculations and proposed building rating, specifications and proposed plant manufacturers.

(ii) Final Fire Life safety design including: fire strategy report, fire strategy drawings, list of applicable codes used to develop and support the design, sprinkler design and calculations, fire alarm design scope and drawings, voice alarm design scope and drawings, emergency lighting layouts and calculations and description on system, kitchen suppression, IT suppression, UPS design, dry/wet risers, smoke extract/clearance, stair ventilation/ pressurisation, generator supported loads, hose reels, fire alarm matrix. All system drawings and manufacturers must be provided to support the overall strategy.

(iii) Final electrical design including : lighting and coordinated reflected ceiling plans, HV and LV installations including load calculations, small power, lighting, equipments specifications and locations, coordinated riser diagrams, thermostat locations, fire alarm systems, CCTV systems, intruder alarm systems, access control and full layouts of coordinated reception panels, security lodge panels and services, IT rooms services and equipment, including elevations of equipment, generator supported loads, emergency lighting, TV distribution, lightning protection, music systems, lighting controls and energy metering strategy.

(iv) Audio Visual design must include: scope of works, detailed drawings including plans and elevations showing equipment finishes, schematics, manufacturer of products including pictures, power and heat output requirements, maintenance and warranty.

(v) Final plumbing design including: all piping, connections, sizing, riser diagrams and fixtures schedule.

(vi) Final Mechanical handling design including: Lift traffic analysis’ from chosen manufacturer, detail drawings of all lifts proposed by manufacturer, detail drawings of all escalators proposed by manufacturer, dock levellers, scissor lifts, dumb waiters, hoists. All drawings must be submitted from the chosen manufacturer and installer. Details of maintenance and warranties.



7. Kitchen and laundry layouts at 1:50 scale showing equipment locations and specifications and all mechanical, electrical and plumbing connections and requirements.

8. IT and communications design (where not included in electrical drawings).

9. Bar, service station and pantry equipment locations and specifications and all mechanical, electrical and plumbing connections and requirements.


Please provide all sheet numbers, sheet names, scales, current date and a note in the drawing border that indicates “FINAL (100%) PLANS AND SPECIFICATIONS’.

Review and approval of the Preliminary Plans and Design Development (50%) Plans and Specifications must be secured prior to submission of the Final (100%) Plans and Specifications.

APPENDIX D SHOP DRAWINGS AND OTHER SUBMISSIONS


Site Name :

Brand :

Site Address :

Owner/Developer :

Contact :

The following list comprises the information required for Hilton Design and Construction to conduct a formal review of the Shop Drawing and Other Submissions in connection with the above project.


Plans and documents to be submitted to the Hilton Worldwide Project Director at least (20) calendar days before any sign‐off meeting.

1. Plumbing fixture and equipment cut sheets and trade literature.

2. Light fixture cut sheets and trade literature.

3. Door hardware cut sheets and schedule including electronic locks, proximity readers and any other door locking systems.

4. Roof material sample, cut sheet and trade literature.

5. Exterior wall finish sample, cut sheet and trade literature.

6. Fire sprinkler shop drawings.

7. Lift & Escalator shop drawings

8. Audio Visual shop drawings

9. Specialist joinery shop drawings.

10. Gym equipment cut sheets and trade literature.

11. FF&E submittal including colour boards, cut sheets and specifications.

12. Acoustic and background noise survey confirming compliance with the stated acoustic requirements.


Please provide all sheet numbers, sheet names, scales, current date and a note in the drawing border that indicates “SHOP DRAWINGS AND OTHER SUBMITTALS”.

Review and approval of the Preliminary Plans, Design Development (50%) Plans and Specifications and Final (100%) Plans and Specifications must be secured prior to submission of the above submittals.

APPENDIX E ACCEPTANCE PROTOCOL

Initialled by Operator (A&C Dept)

Initialled by Owner Initialled by Operator (Opps Dept)

Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol (Management Agreement)

Project: [Insert name of hotel] Nature of work: New Build Construction Date of this Acceptance Protocol: xx/xx/xxxx

Operator Owning Company Hilton Worldwide [insert name of Owning Company] Represented by: xxxxxxxx Represented by: xxxxxxxxx Construction Works carried out by: xxxxxxxxxxx Represented by: xxxxxxxxx

This Acceptance Protocol formalises that, subject to the terms set out herein:

(i) the hotel has been constructed and fitted out in accordance with Hilton Worldwide Architecture, Design

and Construction Standards; and

(ii) the hotel has been completed in terms of physical condition to such an extent as to be capable of being

operated to the requirements of the relevant brand and is ready, in terms of physical condition only, for

full opening to the public in accordance with the terms of the Management Agreement dated (insert date)

(as amended) (the “Management Agreement”).

For the avoidance of doubt, this Acceptance Protocol relates to the physical condition of the hotel only and not to the operational readiness of the hotel. The opening of the hotel will only be permitted once approval is given to both its physical condition and operational readiness in accordance with the terms of the Management Agreement.




Date : 11 Oct 2012 (L0046829)

As of the date of this Acceptance Protocol and subject to the terms of this Acceptance Protocol and the Management Agreement, the Operator will take over the Hotel and prepare for its operational readiness as provided for in the Management Agreement. 1. Scope

This Acceptance Protocol relates to the Hotel as defined in the Management Agreement. 2. Defects and works that are still to be done

The following defects to be rectified and works still to be carried out have been identified as of the date of this Acceptance Protocol and accordingly are excluded from this Acceptance Protocol until such time as they have been rectified and/or carried out to the mutual satisfaction of the Owner and Operator

A list of defects to be rectified signed by all parties or their representatives (appendix 2, page .. to

..) (the “Snagging Works”)

A list of the works still to be carried out signed by all parties or their representatives (appendix 3,

page ... to ...) (the “Outstanding Works”)

3. Handover of the Hotel

Subject to the terms of this Acceptance Protocol and the Management Agreement the Operator will now take over the Hotel and prepare for its operational readiness as provided for in the Management Agreement.

4. Notification by the Operator of non‐compliance

4.1 Operator hereby gives notice of the following deviations from the Hilton Worldwide Architecture, Design and Construction Standards identified as at the date of this Acceptance Protocol:

[insert details]

4.2 The Owner acknowledges receipt of the above notification without further comment at this time.

5. Rectifying defects/carrying out the outstanding works

5.1 The Owner will carry out the Outstanding Works with all reasonable diligence and shall complete them no later than (period of time to be entered once agreed upon), unless otherwise provided in Appendix 3. The Outstanding Works shall be carried out at times and in a manner approved by the Operator and so as to cause as little disturbance as possible to the efficient management and operation of the Hotel.

5.2 The Owner shall, at its sole cost and expense, undertake or procure that the relevant original

contractor undertakes the Snagging Works.




Date : 11 Oct 2012 (L0046829)

5.3 The Operator may, but shall have no obligation to, arrange for certain of the Snagging Works to be carried out by the employees of the Hotel employed in the engineering department (the “Engineering Employees”) and shall notify the Owner when this is done. Any costs and expenses incurred in carrying out such Snagging Works shall be at the sole cost and expense of Owner. Such assistance by the Operator shall not make the Operator responsible or liable for the Snagging Works or for any delay in the completion of the Snagging Works and the Owner shall continue to be responsible for any incomplete or defective Snagging Works.

5.4 The Owner will notify the Operator in writing when any of the Outstanding Works and/or

Snagging Works have been completed and are ready for inspection. The Operator will notify the Owner in writing when any of the Snagging Works carried out pursuant to paragraph 5.3 above have been completed and are ready for inspection. The parties or their representatives will then jointly inspect the works and a further report will be prepared and a formal acceptance agreed upon once the Operator and the Owner have accepted that the works have been satisfactorily completed in accordance with the Hilton Worldwide Architecture, Design and Construction Standards.

5.5 The handover of the Hotel under this Acceptance Protocol and the opening of the Hotel by the

Operator shall not in any way relieve the Owner of any of its liabilities or obligations to cure any defects and deficiencies in the Hotel in accordance with the Management Agreement.

6. Documentation and inventories

6.1 The training of the Hotel’s personnel in the operation of the equipment/installation/system took

place on [date to be inserted]. The reports on the training were handed over to the Operator when the documentation for the building was handed over on [date to be inserted].

6.2 The documents required to operate the equipment/installation/system (operating instructions,

brochures, equipment specifications, maintenance instructions, spare parts lists, measurement forms, consents, acceptance forms, etc) were handed over to the Operator on [date to be inserted].

6.3 The details missing from the documentation referred to above will be handed over to the

Operator by (period of time to be entered once agreed upon). 7. Post Handover defects

If any further errors, omissions or defects in the works are noted after the date of this Acceptance Protocol these will be notified in writing to the Owner. This relates to those areas covered by the construction warranties that currently exist (See Appendix 9). It is agreed that these items will be logged by the Operator and categorised as Critical; requiring immediate action within 24 hours, Urgent; requiring action within three days or Normal; requiring rectification within four weeks. Critical items will be those where there is a danger to the Hotel guests, the staff and/or relate to Fire and Life Safety issues. Urgent items will be those that relate to possible loss of revenue if repairs are not carried out and Normal items will be for all other matters.




Date : 11 Oct 2012 (L0046829)

It is agreed and accepted that if these response times are not achieved then the Operator will have the right (but not the obligation) to undertake whatever works are deemed necessary to remedy the deficiencies, pay for the works from the operating accounts of the Hotel and charge the costs back to the Owner by a deduction from the Owners Return.

8. Signatures

By signing this Acceptance Protocol the parties accept and agree its terms. Signed on behalf of the Owner Signed on behalf of the Operator (A&C Dept) By [name to be inserted] on [insert date] By [name to be inserted] on [insert date] Signed on behalf of the Operator (Opps Dept)

By [name to be inserted] on [insert date]




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendices Appendix 1: List of those present Appendix 2: List of Snagging Works Appendix 3 List of Outstanding Works still to be completed Appendix 4: Utility Meter and Sub‐meter readings Appendix 5: List of handover documentation, O&M manuals and “As Built” drawings Appendix 6: List of keys Appendix 7: List of all permits and licences for opening the Hotel Appendix 8: Building Permit Appendix 9: Contract warranty periods




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 1 to acceptance report dated: List of those present Date: No. Company Name Telephone number Signature




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 2 to acceptance report dated: List of Snagging Works (See attached documents, pages …..to ……




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 3 to acceptance report dated: List of Outstanding Works No. Description of works To be completed by Comment on completion




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 4 to acceptance report dated: Utility Meter and Sub‐meter readings Water meter no. Reading Date Electricity meter no. Reading Date Other meters no. Reading Date




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 5 to acceptance report dated: List of handover documentation, O&M manuals and “As Built” drawings The attached list shows the contents of the O&M manuals and all other documentation for the building, together with a list of all of the “As Built Drawings” that have been handed over to the Operator by the Owner on [date to be inserted].




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 6 to acceptance report dated: List of keys

No Room Number, Name and Location Door Type Locking Devices Master Key Systems




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 7 to acceptance report dated: List of all permits and licences for opening the Hotel which must have been received prior to acceptance.

Sanitary certificates for all outlets

Alcohol license for all outlets including minibar

Public reproduction of music or TV programs (Author rights)

Telecommunication (for public internet access)

Registration of Radio and TV sets

Labour & Sanitary inspection notification

Final hotel classification certificate




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 8 to acceptance report dated: Building Permit




Date : 11 Oct 2012 (L0046829)

[Insert name of hotel] Acceptance Protocol Appendix 9 to acceptance report dated: Contract warranty periods


Initialled by A, D&C Dept) Initialled by Franchisee Date : 11 Oct 2012 (L0046857)

[Insert name of hotel] Acceptance Protocol (Franchise Agreement)

Project: [Insert name of hotel] Nature of work: New Build Construction Date of this Acceptance Protocol: xx/xx/xxxx

Franchisor Franchisee Hilton Worldwide [insert name of Franchisee Company] Represented by: xxxxxxxx Represented by: xxxxxxxxx Construction Works carried out by: xxxxxxxxxxx Represented by: xxxxxxxxx

This Acceptance Protocol formalises that, subject to the terms set out herein:

(i) the Hotel [applies on MA version too] has been constructed and fitted out in accordance with Hilton

Worldwide Architecture, Design and Construction Standards; and

(ii) the Hotel [as above] has been completed in terms of physical condition to such an extent as to be capable

of being operated to the requirements of the relevant brand and is ready, in terms of physical condition

only, for full opening to the public in accordance with the terms of the Franchise Agreement dated (insert

date) (as amended) (the “Franchise Agreement”).

For the avoidance of doubt, this Acceptance Protocol relates to the physical condition of the Hotel [as above] only and not to the operational readiness of the Hotel [as above]. The opening of the Hotel [as above] will only be permitted once approval is given to both its physical condition and operational readiness in accordance with the terms of the Franchise Agreement.



1. Scope

This Acceptance Protocol relates to the Hotel as defined in the Franchise Agreement. 2. Defects and works that are still to be done

The following defects to be rectified and works still to be carried out have been identified as of the date of this Acceptance Protocol and accordingly are excluded from this Acceptance Protocol until such time as they have been rectified and/or carried out to the mutual satisfaction of the Franchisee and the Franchisor: [colon also for MA]

A list of defects to be rectified signed by all parties or their representatives (appendix 2, page .. to

..) (the “Snagging Works”)

A list of the works still to be carried out signed by all parties or their representatives (appendix 3,

page ... to ...) (the “Outstanding Works”)

3. Notification by the Franchisor of non‐compliance

3.1 The Franchisor hereby gives notice of the following deviations from the Hilton Worldwide Architecture, Design and Construction Standards identified as at the date of this Acceptance Protocol:

[insert details]

3.2 The Franchisee acknowledges receipt of the above notification without further comment at this

time. 4. Rectifying defects/carrying out the outstanding works

4.1 The Franchisee will carry out the Outstanding Works with all reasonable diligence and shall complete them no later than (period of time to be entered once agreed upon), unless otherwise provided in Appendix 3. The Outstanding Works shall be carried out in a manner approved by the Franchisor.

4.2 The Franchisee shall, at its sole cost and expense, undertake or procure that the relevant original

contractor promptly undertakes the Snagging Works.

4.3 The Franchisee will notify the Franchisor in writing when any of the Outstanding Works and/or Snagging Works have been completed and are ready for inspection. The parties or their representatives will then jointly inspect the works and a further report will be prepared and a formal acceptance agreed upon once the Franchisor and the Franchisee have accepted that the works have been satisfactorily completed in accordance with the Hilton Worldwide Architecture, Design and Construction Standards.



4.4 The issuing of this Acceptance Protocol and the opening of the Hotel by the Franchisee shall not in any way relieve the Franchisee of any of its liabilities or obligations to cure any defects and deficiencies in the Hotel in accordance with the Franchise Agreement.

5. Documentation and inventories

5.1 The training of the Hotel’s personnel in the operation of the equipment/installation/system took

place on [date to be inserted].

5.2 The Franchisee has retained all documents required to operate the equipment/installation/system (operating instructions, brochures, equipment specifications, maintenance instructions, spare parts lists, measurement forms, consents, acceptance forms, etc).

6. Post Handover defects

If any further errors, omissions or defects in the works are noted by the Franchisor after the date of this Acceptance Protocol these will be notified in writing to the Franchisee. It is agreed that these items will be logged and categorised by the Franchisor and Franchisee as Critical; requiring immediate action within 24 hours, Urgent; requiring action within three days or Normal; requiring rectification within four weeks. Critical items will be those where there is a danger to the Hotel guests, the staff and/or relate to Fire and Life Safety issues. Urgent items will be those that relate to possible loss of revenue if repairs are not carried out and Normal items will be for all other matters. The Franchisee will undertake whatever works are deemed necessary to remedy the items within these response times.

7. Signatures

By signing this Acceptance Protocol the parties accept and agree its terms. Signed on behalf of the Franchisee Signed on behalf of the Franchisor (A, D &C Dept) By [name to be inserted] on [insert date] By [name to be inserted] on [insert date]



[Insert name of hotel] Acceptance Protocol Appendices Appendix 1: List of those present Appendix 2: List of Snagging Works Appendix 3 List of Outstanding Works still to be completed Appendix 4: List of all permits and licences for opening the Hotel Appendix 5: Building Permit



[Insert name of hotel] Acceptance Protocol Appendix 1 to acceptance report dated: List of those present Date: No. Company Name Telephone number Signature



[Insert name of hotel] Acceptance Protocol Appendix 2 to acceptance report dated: List of Snagging Works (See attached documents, pages …..to ……



[Insert name of hotel] Acceptance Protocol Appendix 3 to acceptance report dated: List of Outstanding Works No. Description of works To be completed by Comment on completion



[Insert name of hotel] Acceptance Protocol Appendix 4 to acceptance report dated: List of all permits and licences for opening the Hotel which must have been received prior to acceptance.

Sanitary certificates for all outlets

Alcohol license for all outlets including minibar

Public reproduction of music or TV programs (Author rights)

Telecommunication (for public internet access)

Registration of Radio and TV sets

Labour & Sanitary inspection notification

Final hotel classification certificate



[Insert name of hotel] Acceptance Protocol Appendix 5 to acceptance report dated: Building Permit

Documents

Hilton Worldwide Architec 1352468850