Common use of Transfer and Acceptance of Account Balances Clause in Contracts

Transfer and Acceptance of Account Balances. As soon as practicable after the date of the establishment of the Choice Hotels International, Inc. Retirement Savings and Investment Plan, Manor Care shall cause the trustees of the Manor Care, Inc. Retirement Savings and Investment Plan to transfer to the trustee or other funding agent of the Choice Hotels International, Inc. Retirement Savings and Investment Plan the amounts (in cash, securities, other property or a combination thereof) representing the account balances of all Choice Individuals, said amounts to be established as account balances or accrued benefits of such individuals under the Choice Hotels International, Inc. Retirement Savings and Investment Plan. Each such transfer shall comply with Section 414(l) of the Code and the requirements of ERISA and the regulations promulgated thereunder. Choice agrees to cause the trustees or other funding agent of the Choice Hotels International, Inc. Retirement Savings and Investment Plan to accept the plan-to-plan transfer from the Manor Care, Inc. Retirement Savings and Investment Plan trustees, and to credit the accounts of such Choice Individuals under the Choice Hotels International, Inc. Retirement Savings and Investment Plan with amounts transferred on their behalf. Notwithstanding the foregoing, Manor Care and Choice agree that if, subsequent to such transfer of account balances to the Choice Hotels International, Inc. Retirement Savings and Investment Plan, a subsequent audit or other review establishes that additional funds should be transferred to the Choice Hotels International, Inc. Retirement Savings and Investment Plan from the Manor Care, Inc. Retirement Savings and Investment Plan or that funds should be returned from the Choice Hotels International, Inc. Retirement Savings and Investment Plan to the Manor Care, Inc. Retirement Savings and Investment Plan, both parties shall take all appropriate steps to effectuate the required transfer between the trusts maintained for such plans.

Transfer and Acceptance of Account Balances. As soon as ------------------------------------------- practicable after the date of the establishment of the Choice Hotels International, Inc. Retirement Savings and Investment Plan, Manor Care Sunburst shall cause the trustees of the Manor Care, Inc. Sunburst Hospitality Corporation Retirement Savings and Investment Plan to transfer to the trustee or other funding agent of the Choice Hotels International, Inc. Retirement Savings and Investment Plan the amounts (in cash, securities, other property or a combination thereof) representing the account balances of all Choice Individuals, said amounts to be established as account balances or accrued benefits of such individuals under the Choice Hotels International, Inc. Retirement Savings and Investment Plan. Each such transfer shall comply with Section 414(l) of the Code and the requirements of ERISA and the regulations promulgated thereunder. Choice agrees to cause the trustees or other funding agent of the Choice Hotels International, Inc. Retirement Savings and Investment Plan to accept the plan-to-plan transfer from the Manor Care, Inc. Sunburst Hospitality Corporation Retirement Savings and Investment Plan trustees, and to credit the accounts of such Choice Individuals under the Choice Hotels International, Inc. Retirement Savings and Investment Plan with amounts transferred on their behalf. Notwithstanding the foregoing, Manor Care Sunburst and Choice agree that if, subsequent to such transfer of account balances to the Choice Hotels International, Inc. Retirement Savings and Investment Plan, a subsequent audit or other review establishes that additional funds should be transferred to the Choice Hotels International, Inc. Retirement Savings and Investment Plan from the Manor Care, Inc. Sunburst Hospitality Corporation Retirement Savings and Investment Plan or that funds should be returned from the Choice Hotels International, Inc. Retirement Savings and Investment Plan to the Manor Care, Inc. Sunburst Hospitality Corporation Retirement Savings and Investment Plan, both parties shall take all appropriate steps to effectuate the required transfer between the trusts maintained for such plans.