Common use of Sales Services Clause in Contracts

Sales Services. Hilton will, with no additional fees other than those described in Section 6, directly or indirectly, furnish Resorts with the following “Sales Services”: (i) representation and lead referrals to the Hotel (1) on the same basis as Hilton Entities do for Other Hilton Licensees and (2) on an equitable basis (as to allocation and pursuit of such referrals) consistent with past practice under the Existing License Agreement and/or the Existing Sales Agreement or otherwise regarding treatment of the Hotel prior to the Effective Date vis-à-vis other gaming properties managed and/or owned by ▇▇▇▇▇▇’▇ (including the Caesar’s Palace, as the same may be added (and that Resorts acknowledges may be added for all Sales Services) to the Existing License Agreement and/or the Existing Sales Agreement or any amendment or replacement to such agreements); (ii) access to the Hilton global SFA customer data base on the same basis as other Hilton Licensees and, with respect to any gaming properties managed and/or owned by ▇▇▇▇▇▇’▇, on the same equitable basis as exists prior to the Effective Date; (iii) annual local negotiated rate solicitation to the extent provided to the Other Hilton Licensees and/or gaming properties managed and/or owned by ▇▇▇▇▇▇’▇; (iii) travel agent and tour operator programs if and to the extent provided to the Other Hilton Licensees and/or gaming properties managed and/or owned by ▇▇▇▇▇▇’▇; (v) participation, at Resorts’ election, in ROVER (Hilton’s hotel-to-hotel referral program); and participation, at Resorts election, in Group Opportunity (GO, or, if replaced, any alterative Hilton program for distressed hotels or those hotels with seasonal needs); and (vi) inclusion of the Hotel in the group of hotels offered to provide a request for proposal for any Hilton sales events that include Las Vegas. If Hilton operates or licenses the casino hotel project on the Las Vegas Strip currently known as the “Cosmopolitan,” it shall terminate the Existing License Agreement and the Existing Sales Agreement at the earliest possible time as provided in accordance with the terms of such agreements and will not enter into similar agreements to provide Sales Services to any other hotel, gaming or convention facility within the Restricted Area.

Sales Services. Hilton will, with no additional fees other than those described in Section 6, directly or indirectly, furnish Resorts with the following “Sales Services”: (i) representation and lead referrals to the Hotel (1) on the same basis as Hilton Entities do for Other Hilton Licensees and (2) on an equitable basis (as to allocation and pursuit of such referrals) consistent referrals)consistent with past practice under the Existing License Agreement and/or the Existing Sales Agreement or otherwise regarding treatment of the Hotel Project prior to the Effective Date vis-à-vis other gaming properties managed and/or owned by ▇▇▇▇▇▇’▇ Caesar’s (including the Caesar’s Palace, as the same may be added (and that Resorts acknowledges may be added for all Sales Services) to Services)to the Existing License Agreement and/or the Existing Sales Agreement or any amendment or replacement to such agreements); (ii) access to the Hilton global SFA customer data base on the same basis as other Other Hilton Licensees and, with respect to any gaming properties managed and/or owned by ▇▇▇▇▇▇’▇Caesar’s, on the same equitable basis as exists prior to the Effective Date; (iii) annual local negotiated rate solicitation to the extent provided to the Other Hilton Licensees and/or gaming properties managed and/or owned by ▇▇▇▇▇▇’▇Caesar’s; (iiiiv) travel agent and tour operator programs if and to the extent provided to the Other Hilton Licensees and/or gaming properties managed and/or owned by ▇▇▇▇▇▇’▇Caesar’s; (v) continuation of the “Focus on Las Vegas” sales specialist program as long as such program is offered; (vi) participation, at Resorts’ election, in ROVER (Hilton’s hotel-to-hotel referral program); and participation, at Resorts election, in Group Opportunity (GO, or, if replaced, any alterative alternative Hilton program for distressed hotels or those hotels with seasonal needs); and (vivii) inclusion of the Hotel in the group of hotels offered to provide a request for proposal for any Hilton sales events that include Las Vegas. If Hilton operates or licenses the casino hotel project on the Las Vegas Strip currently known as the “Cosmopolitan,” it shall terminate the Existing License Agreement and the Existing Sales Agreement at the earliest possible time as provided in accordance with the terms of such agreements and will not enter into similar agreements to provide Sales Services to any other hotel, gaming or convention facility within the Restricted Area.