United States of America v. Hilton Worldwide Inc. - Consent Decree

INJUNCTIVE RELIEF

13. DEFINITIONS.

The Parties agree and stipulate that the following terms shall be defined for purposes of this Consent Decree:

13.1 “ADA” shall mean and refer to the Americans with Disabilities Act, 42 U.S.C. § 12101, et seq. in effect as of the Effective Date.

13.2 “ADA Standards” shall mean and refer to the Standards for Accessible Design as set forth at 28 C.F.R. pt. 36, Appendix A, published in 28 C.F.R. Part 36 (July 1, 2004).

13.3 “Alteration” solely for purposes of this Consent Decree, shall mean and refer to an alteration to an accessible guest room or guest room toilet room that (1) increases or decreases the number of accessible guest rooms as a result of construction; (2) increases or decreases the size of the guest room and/or guest room toilet room as a result of construction; or (3) changes the size or configuration of the guest room toilet room tub or shower (excluding replacing faucet/tub handles).

13.4 “Brand” means a trademark owned or controlled by HWI used to identify a chain of hotels in the United States operating under a common set of operating, design and construction standards.

13.5 “Brand Hotel” means a hotel in the United States operating under any of the Brands, including Franchised Hotels.

13.6 “Brand Standards” means the standards for each Brand contained in the integrated Brand Standards Manual for that Brand posted on HWI’s intranet, together with supplemental documents, guidelines and manuals of HWI referenced in the Brand Standards Manuals, which are usually updated on an annual basis.

13.7 “Consent Decree Date” is the date on which the Court enters this Consent Decree.

13.8 “Effective Date” is the one hundred and twentieth day after the Consent Decree Date.

13.9 “Franchised Hotel” means a hotel in the United States that (1) operates under one of the Brands pursuant to a franchise license agreement with HWI (or a subsidiary of HWI); (2) is not an Owned Hotel; and (3) is not a Managed Hotel.

13.10 “Joint Venture Hotel” means a hotel in the United States in which HWI (or one of its subsidiaries) has less than a 100% ownership interest but more than a 50% ownership interest.

13.11 “Managed Hotel” means a hotel in the United States that is operated by HWI (or one of its subsidiaries) pursuant to a management agreement with the third party owner of the real estate and improvements (including joint ventures in which HWI or an affiliate may hold a 50% or less ownership interest together with third parties), even if the third party owner also has a franchise agreement with HWI (or one of its subsidiaries).

13.12 “Owned Hotel” means a hotel in the United States in which HWI (or one of its subsidiaries) has a 100% fee or leasehold interest in the real estate and improvements.

13.13 “Permitted Transfer” means one of the following:

(1) Intra-Family Transfers: A transfer of interest in a Brand Hotel to or for the benefit of an immediate family member;

(2) Transfers Upon Death: A transfer of interest in a Brand Hotel held by a natural person upon that person's death in accordance with the will or laws of intestacy;

(3) Transfers of Privately Held Equity Interests: A transfer of interest in a Brand Hotel in which, after conveyance of the interest, a 25% or more cumulative interest in the Brand Hotel will have changed hands, so long as such event does not result in a change of control of the franchise.

(4) Affiliate Transfers: A transfer of interest that does not result in a change in control of the hotel;

(5) Bricks and Mortar Transfers: A transfer of interest in the Brand Hotel in which, after completion of the transaction, the pre-transfer hotel owner retains management control of hotel operations.

13.14 “Post-1993 Franchised Hotel” means a Franchised Hotel constructed for first occupancy after January 26, 1993.

13.15 “Post-1993 Joint Venture Hotel” means a Joint Venture Hotel constructed for first occupancy after January 26, 1993.

13.16 “Post-1993 Managed Hotel” means a Managed Hotel constructed for first occupancy after January 26, 1993.

13.17 “Post-1993 Owned Hotel” means an Owned Hotel constructed for first occupancy after January 26, 1993.

13.18 “Quality Assurance Inspections” means the periodic inspections by HWI’s Quality Assurance Department of each hotel in the system according to standard schedules applied across the system (e.g., annually for most hotels; semi-annually in some instances depending upon previously-identified standards issues) utilizing each Brand’s quality assurance checklists to verify appearance of items that can be checked in an average half-day review with a visible, non-intrusive inspection.

13.19 “Reservations System” means a proprietary telephonic and internet-based system maintained by HWI or its subsidiaries capable of taking reservations for Brand Hotels from customers located in the United States and its territories and possessions.

14. NONDISCRIMINATION. For the term of this Consent Decree, HWI, by and through its officials and employees, shall not engage in any practice that discriminates against any individual on the basis of disability in violation of Title III of the ADA in the provision of lodging and related services, including in the new construction or alteration of an Owned Hotel, Managed Hotel, or Joint Venture Hotel. HWI shall include in all franchise agreements entered into after the Effective Date, including renewals of existing agreements, a statement that franchisees shall comply with Title III of the ADA.

15. For the term of this Consent Decree, the following provisions shall apply to all Post-1993 Owned Hotels and Post-1993 Joint Venture Hotels:

(a) No later than twelve (12) months after the Consent Decree Date, HWI shall conduct surveys of the areas of the hotels open to the public (including all accessible rooms) to assess their compliance with the ADA Standards using an ADA inspector who is approved by the United States. The ADA inspector shall be required to document the results of the surveys in writing and with photographs and shall create a report (the “HWI Hotels Survey Report”). The HWI Hotels Survey Report shall be considered to be commercial information that is privileged and confidential. HWI shall ensure that all Post-1993 Owned Hotels and Post-1993 Joint Venture Hotels comply with the ADA Standards no later than four years after the Consent Decree Date by bringing at least two Post-1993 Owned Hotels or Post-1993 Joint Venture Hotels into compliance with the ADA Standards annually beginning no later than two years after the Consent Decree Date.

(b) In determining whether any Post-1993 Owned Hotel and Post-1993 Joint Venture Hotel has complied with the ADA Standards, the Parties agree that each Post-1993 Owned Hotel and each Post-1993 Joint Venture Hotel meets its obligations under ADA Standards § 9.1.4 to disperse accessible units among the various classes of sleeping accommodations if the inventory of accessible rooms required under ADA Standards § 9.1.2 ( i.e., rooms with features for individuals with mobility disabilities and hearing impairments) includes at least one suite (if the hotel has more than one suite), one room with one bed, one room with two beds, and one room with a premium view (if the hotel offers more than one room with a premium view at a higher cost), one room on the executive level (if the hotel has an executive level), and one smoking room (if the hotel offers smoking rooms). At hotels where there are two or more premium views offered, the hotel shall not be required to provide an accessible room in a particular view category if fewer than 5% of the rooms at the hotel fall within that particular view category; however, at least one accessible premium view room must be provided in the hotel. For all Owned Hotels and Joint Venture Hotels under construction as of the Consent Decree Date where architectural plan changes affecting the size or layout of guest rooms or guest room bathrooms are made and construction pursuant to those plans has not been completed, and all Owned Hotels and Joint Venture Hotels where construction begins after the Consent Decree Date, the premium view accessible room shall be in the premium view category with the most rooms. Nothing in this subparagraph requires a hotel to have more accessible guest rooms than are required under ADA Standards § 9.1.2.

(c) HWI agrees that it shall voluntarily submit to the United States within 120 days of each survey the HWI Hotels Survey Report, including photographs, and a list of the remediation items (if any remediation is required) that are required to bring the Post-1993 Owned Hotel or the Post-1993 Joint Venture Hotel into compliance with the ADA Standards. The United States shall respond in writing to HWI’s proposed remediation within 60 days for each Post-1993 Owned Hotel and Post-1993 Joint Venture Hotel. The Parties shall meet or otherwise confer to resolve any disputes within 60 days after HWI’s receipt of the United States’ response. Any unresolved disputes under this section may be submitted by either Party to the Court within 30 days after the dispute resolution period ends.

(d) Within the timeframe set forth in subparagraph 15(a), HWI shall ensure that each Post-1993 Owned Hotel and Post-1993 Joint Venture Hotel has the required number of accessible rooms with roll-in showers as set forth in ADA Standards §9.1.2, and that each roll-in shower complies with ADA Standards § 4.21 and Figure 57(a) or (b). HWI shall ensure that each Post-1993 Owned Hotel and Post-1993 Joint Venture Hotel has one removable tub seat for each and every accessible tub room in the hotel that does not already have a built-in seat as shown in ADA Standards Figures 33(b) and 34(b), that complies with ADA Standards §§4.20.3, 9.2.2(6)(e).

(e) Within the timeframe set forth in subparagraph 15(a), HWI shall ensure that each Post-1993 Owned Hotel and Post-1993 Joint Venture Hotel has the required number of rooms for guests with hearing impairments, as set forth in ADA Standards §§ 9.1.2 and 9.1.3, that comply with ADA Standards § 9.3. Compliance with ADA Standards § 9.3 may be achieved by providing either (1) visual alarms connected to the building emergency alarm system, and visual notification devices for incoming telephone calls and door knock or bell, or (2) in the case of Post-1993 Owned Hotels and Post-1993 Joint Venture Hotels in operation as of the Consent Decree Date, portable visual notification devices for the alarm, incoming telephone calls, and door knock or bell. If HWI uses portable devices to meet these requirements, it shall have at the property the quantity of portable devices equal to the required number of rooms for guests with hearing impairments in ADA Standards §§ 9.1.2 and 9.1.3. Each Post-1993 Owned Hotel and Post-1993 Joint Venture Hotel shall also comply with all other requirements of ADA Standards § 9.3.1 ( i.e., permanently installed telephones that have volume control and an accessible electrical outlet within 4 ft. of a telephone connection).

HWI shall ensure that each Post-1993 Owned Hotel and Post-1993 Joint Venture Hotel constructed for first occupancy after the Consent Decree Date has the required number of rooms, as set forth in ADA Standards §§ 9.1.2 and 9.1.3, that have visual alarms connected to the building emergency alarm system, and visual notification devices for incoming telephone calls and door knock or bell.

(f) If, after January 26, 1993, HWI constructed an addition (as defined in ADA Standards § 3.4) to an Owned Hotel or Joint Venture Hotel that was originally constructed for first occupancy prior to January 26, 1993, only the addition and the path of travel from the pre-January 26, 1993 portion of the Owned Hotel or Joint Venture Hotel to the addition shall be covered by this Paragraph 15.

16.

(a) After the Effective Date and continuing during the term of this Consent Decree ( i.e. the four years after the Effective Date), when

(1) entering into a new franchise or management agreement to convert an existing hotel constructed for first occupancy after January 26, 1993 to a Post-1993 Franchised Hotel or Post-1993 Managed Hotel; (2) renewing or extending for more than six (6) months an existing franchise or management agreement (other than unilateral renewals or extensions by the other party to the agreement) for a Post-1993 Franchised Hotel or Post-1993 Managed Hotel; or (3)consenting to a change of ownership at a Post-1993 Franchised Hotel or Post-1993 Managed Hotel: HWI will require the hotel owner to conduct a survey, using a survey instrument provided by the United States (the “Survey Instrument”), to determine whether

(i) The hotel has the required number of accessible rooms for guests with mobility disabilities required by ADA Standards § 9.1.2, the required number of accessible rooms with roll-in showers as set forth in ADA Standards § 9.1.2, and that each roll-in shower complies with ADA Standards § 4.21 and Figures 57(a) or (b).

(ii) The hotel’s inventory of accessible rooms required under ADA Standards § 9.1.2 ( i.e., rooms with features for individuals with mobility disabilities and hearing impairments) complies with ADA Standards § 9.1.4 requirement to disperse accessible units among the various classes of sleeping accommodations. The hotel complies with this requirement if it includes at least one suite (if the hotel has more than one suite), one room with one bed, one room with two beds, and one room with a premium view (if the hotel offers more than one room with a premium view at a higher cost), one room on the executive level (if the hotel has an executive level), and one smoking room (if the hotel offers smoking rooms). At hotels where there are two or more premium views offered, the hotel shall not be required to provide an accessible room in a particular view category if fewer than 5% of the rooms at the hotel fall within that particular view category; however, at least one accessible premium view room must be provided in the hotel. Nothing in this subparagraph requires a hotel to have more accessible guest rooms than are required under ADA Standards § 9.1.2.

(iii) The hotel has the required number of rooms for guests with hearing impairments, as set forth in ADA Standards §§ 9.1.2 and 9.1.3, that comply with ADA Standards § 9.3. Compliance with ADA Standards § 9.3 may be achieved by either providing (1) visual alarms that are connected to the building emergency alarm system, and visual notification devices for incoming telephone calls and door knock or bell, or (2) portable visual notification devices for the alarm, incoming telephone calls, and door knock or bell. If the hotel uses portable devices to meet these requirements, it shall have at the property a sufficient number of portable devices to ensure that it can fully equip the number of rooms for guests with hearing impairments required by ADA Standards §§ 9.1.2 and 9.1.3 ( i.e., permanently installed telephones that have volume control and an accessible electrical outlet within 4 ft. of a telephone connection).

(iv) Post-1993 Managed Hotels and Post-1993 Franchised Hotels constructed for first occupancy after the Consent Decree Date have the required number of rooms, as set forth in ADA Standards §§ 9.1.2 and 9.1.3, that provide visual alarms that are connected to the building emergency alarm system, and visual notification devices for incoming telephone calls, and door knock or bell and comply with all other requirements of ADA Standards § 9.3.1 (i.e., permanently installed telephones shall have volume control and an accessible electrical outlet within 4 ft. of a telephone connection).

(v) The accessible rooms for individuals with mobility disabilities have the maneuvering clearances for beds specified in ADA Standards §9.2.2(1), to and within the bathroom (ADA Standards § 9.2.2(6)), thermostat and other controls (ADA Standards § 9.2.2(5)), and desks (ADA Standards §§9(1), 4.32), that are required under the ADA Standards.

(vi) The accessible rooms for individuals with mobility disabilities have accessible bathrooms that comply with ADA Standards § 4.23.

(vii) Any non-valet parking facilities owned or operated by the hotel have the number of accessible car and van-accessible parking spaces required by the ADA Standards and comply with the accessibility requirements of the ADA Standards. For parking facilities owned and operated by third parties, HWI will require the hotel owner to send a letter to the owner or operator of that hotel’s parking facilities requesting the owner/operator confirm that the hotel’s parking facilities provide accessible parking as set forth in ADA Standards §§4.1.2(5), 4.6.2-4.6.5.

(b) The United States will provide HWI with the Survey Instrument referenced in subparagraph 16(a) within 15 days of the Consent Decree Date. HWI will have the right to review and approve the Survey Instrument within 15 days of receipt. After the Parties reach agreement on the Survey Instrument, HWI will work with an ADA Consultant mutually agreeable to the Parties (the “ADA Consultant”) to create a training video to educate hotel owners on how to complete the Survey Instrument (the “Survey Video”). The United States will provide its approval or disapproval of ADA Consultant(s) proposed by HWI within 7 days of HWI submitting the name and resume of such consultant(s). HWI will submit the script for the Survey Video to the United States for its review and approval no later than 30 days after the date on which the Parties reach agreement on the Survey Instrument. The United States will approve the Survey Video script within 15 days of its receipt. The Survey Video shall be produced and available for use no later than 30 days after the United States approves the Survey Video script. If the Parties are unable to agree on any of the items set forth in this subparagraph 16(b), then the dispute resolution mechanism of Paragraph 35 will be followed.

(c) When one of the events in the first sentence of Paragraph 16(a) occurs between the Effective Date and four years after the Effective Date, HWI will require the hotel owner to complete the Survey Instrument and to document conditions with photographs where indicated by the Survey Instrument within thirty (30) days of receiving a notice from HWI of a need for a survey (the “Survey Notice”). HWI will not be required to send Survey Notices to any hotel owners until the Survey Instrument and Survey Video have been created and approved. HWI will send a copy of the Survey Notice to the ADA Consultant at the same time that it is sent to the hotel owner. The hotel owner shall be required to send, within 90 days of receiving the Survey Notice, copies of the completed and signed Survey Instrument and photographs to the ADA Consultant, who shall review it for completeness. At the same time, the hotel owner shall be required to send to the ADA Consultant the information required in subparagraph 16(f) below. A hotel owner may apply to the ADA Consultant for a thirty (30) day extension of time to submit the Survey Instrument and photographs for good cause. The ADA Consultant may grant only one extension. The ADA Consultant shall document all requests for extensions and whether they were granted or denied. If a hotel owner fails to timely submit to the ADA Consultant the documents set forth in this subparagraph 16(c), the ADA Consultant shall notify the hotel owner within ten (10) days so that the hotel owner can take corrective action within twenty (20) days from the date of the notice. The ADA Consultant will provide HWI with a copy of the notice at the same time as it is sent to the hotel owner. If, at the expiration of twenty (20) days, the ADA Consultant determines that the hotel owner has not submitted the documents required under this subparagraph 16(c), the ADA Consultant shall notify the hotel owner and the Parties to this Consent Decree in writing and shall provide supporting documentation to the Parties if either of them requests it.

(d) Any Post-1993 Franchised Hotel or Post-1993 Managed Hotel may opt to submit to the process set forth in this Paragraph 16 without regard to the occurrence of any event described in subparagraphs 16(a)(1)-(3). If any event described in subparagraphs 16(a)(1)-(3) later takes place with respect to such a hotel, it will not be required to go through the process set forth in this Paragraph 16 again

(e) If any Post-1993 Franchised Hotel or Post-1993 Managed Hotel experiences one or more of the events set forth in subparagraphs 16(a)(1)-(3) after having received a Survey Notice and has either completed or is undergoing the process set forth in this Paragraph 16, that hotel shall not have to go through the process set forth in this Paragraph 16 again.

(f) At the same time that it submits its survey to the ADA Consultant, each hotel owner shall be required to either (i) certify that its hotel complies with all of the conditions set forth in subparagraph 16(a) above; or (ii) submit a plan to the ADA Consultant detailing how it will meet the conditions set forth in subparagraph 16(a) above and setting forth the dates by which the conditions will be achieved. The plan must specify that the conditions set forth in subparagraphs 16(a)(iii)-(vii) above will be achieved within five years from the date of the event triggering the survey requirement set forth in subparagraph 16(a) above. The plan must specify that the conditions set forth in subparagraphs 16(a)(i) & (ii) above will be achieved within seven years from the date of the event triggering the survey requirement set forth in subparagraph 16(a).

(g) Beginning after the Effective Date, the ADA Consultant shall, on a random basis, and with a minimum of two (2) weeks’ notice to the hotel owner, annually perform independent on-site inspections of ten (10) percent of the hotels submitting surveys in that year to verify that the surveys were properly conducted. If the ADA Consultant determines that the survey at an inspected hotel was not properly conducted, (s)he shall inform the hotel owner within sixty (60) days. The hotel owner shall have forty-five (45) days to submit a revised survey and plan or certification to the ADA Consultant. The on-site inspections conducted by the ADA Consultant will include at least one hotel in each Brand, and they must be dispersed geographically across the United States.

(h) Upon completion of all of the items on its plan, each hotel owner shall be required to submit to the ADA Consultant documentary and photographic evidence that it has complied with the plan. The ADA Consultant shall, with a minimum of two (2) weeks’ notice to the hotel owner, annually perform independent on-site inspections of ten (10) percent of the hotels that have reported in that year that their plan items have been completed to verify that the plans have been implemented at an inspected hotel. The on-site inspections conducted by the ADA Consultant will include at least one hotel in each Brand and they must be dispersed geographically across the United States. If the ADA Consultant determines that plans have not been properly or correctly implemented, (s)he shall notify the hotel owner within sixty (60) days so that the hotel owner can take corrective action within ninety (90) days from the date of the notice. The ADA Consultant will provide HWI with a copy of the notice at the same time as it is sent to the hotel owner. If, at the expiration of ninety (90) days, the ADA Consultant determines that the hotel owner has not taken corrective action to meet its plan, the ADA Consultant shall notify the hotel owner and the Parties to this Consent Decree in writing and shall provide supporting documentation to the Parties if either of them requests it.

(i) On each anniversary of the Effective Date, the ADA Consultant shall also file a report with the Court and the Parties summarizing the hotel owners’ compliance efforts, but not identifying any hotel by name or other specific identifying characteristics. The report shall state the number of hotels by Brand (i) that submitted requests for extensions (and their disposition), surveys, plans, and certifications, (ii) whose surveys were verified by an inspection by the ADA Consultant, (iii) that were inspected by the ADA Consultant to verify plan completion, (iv) that submitted surveys that were not properly executed; (v) that failed to submit surveys in a timely manner; and (vi) that failed to timely implement a plan described in subparagraph 16(f) .

(j) The ADA Consultant shall continue to perform the inspections and monitoring described in subparagraphs 16(g) and (h) (to the extent surveys are submitted or plans completed later than four years after the Effective Date) and make annual reports to the Court and the parties as set forth in subparagraph 16(i) until the expiration of eleven (11) years after the Effective Date.Notwithstanding any other provision of this Consent Decree, the Court shall retain jurisdiction solely to enforce this Paragraph 16 during this period.

(k) Permitted Transfers, as defined in Paragraph 13.13, for which HWI does not currently require execution of a new form of franchise agreement, are not considered events for which HWI is consenting to a change in ownership for purposes of this Consent Decree.

17. Guest rooms that are individually-owned and not substantially controlled by the entity that owns, leases, or operates the overall facility and whose interior physical features are controlled by the individual owners (condominium guest rooms) shall not be counted in determining compliance with the items in Paragraph 16(a)(i)-( vi), nor shall they be required to be surveyed for purposes of this Consent Decree. The terms of Paragraph 25(e) regarding telephonic and on-line reservations shall not apply to guest rooms that are individually owned and not substantially controlled by the entity that owns, leases, or operates the overall facility and whose interior physical features are controlled by the individual owners.

18. Upon the Effective Date and continuing for the term of this Consent Decree, the following provisions shall apply to Franchised Hotels, Managed Hotels, and Joint Venture Hotels where construction begins on or after the Effective Date (“Newly Constructed Hotels”):

(a) Hotel owners seeking to construct a Newly Constructed Hotel must, prior to the start of construction, submit to the HWI ADA Compliance Officer (designated pursuant to Paragraph 27) a certification from an architect that includes the following representations:

(i) The architect has professional experience applying the requirements of the ADA and the ADA Standards.

(ii) (S)he has reviewed the plans (including architectural interior design plans if they are available prior to construction).

(iii) The plans comply with the ADA Standards.

(iv) (S)he has specifically determined that the plans provide:

(A) accessible car and van-accessible parking spaces required by the ADA Standards if parking facilities are to be provided;

(B) the number of accessible rooms for guests with mobility disabilities (including the number of accessible rooms with roll-in showers) and guests who are deaf or hard of hearing required under ADA Standards § 9.1;

(C) an inventory of accessible rooms required under ADA Standards § 9.1.2 ( i.e., rooms with features for individuals with mobility disabilities and hearing impairments) that includes at least one suite (if the hotel has more than one suite), one room with one bed, one room with two beds, and one room with a premium view (if the hotel offers more than one room with a premium view at a higher cost), one room on the executive level (if the hotel has an executive level), and one smoking room (if the hotel offers smoking rooms). At hotels where there are two or more premium views offered, the hotel shall not be required to provide an accessible room in a particular view category if fewer than 5% of the rooms at the hotel fall within that particular view category. For hotels that offer more than one category of premium view rooms, the premium view accessible room shall be in the premium view category with the most rooms. Nothing in this subparagraph requires a hotel to have more accessible guest rooms than are required under ADA Standards §9.1.2.

(D) the required number of accessible rooms for individuals who are deaf or hard of hearing as set forth in ADA Standards §§ 9.1.2 and 9.1.3, that comply with ADA Standards § 9.3. Compliance with ADA Standards § 9.3 will be achieved by providing visual alarms connected to the building emergency alarm system, and visual notification devices for incoming telephone calls and door knock or bell, and complying with all other requirements of ADA Standards § 9.3.1 ( i.e., permanently installed telephones that have volume control and an accessible electrical outlet within 4 ft. of a telephone connection).

(E) the required number of accessible rooms for individuals with mobility disabilities that comply with the ADA Standards for maneuvering clearances between and around the beds (ADA Standards §9.2.2(1)), to and within the bathroom (ADA Standards § 9.2.2(6)), thermostat and controls (ADA Standards § 9.2.2(5)), and desks (ADA Standards §§ 9(1), 4.32), and accessible rooms for individuals with mobility disabilities with accessible bathrooms that comply with ADA Standards § 4.23.

(b) Before any Newly Constructed Hotel is open to the public after the Effective Date, HWI will require the hotel owner to provide a certification from an architect that includes the following representations:

(i) The architect has professional experience applying the requirements of the ADA and the ADA Standards.

(ii) (S)he has inspected all areas of the hotel that are open to the public (including accessible guest rooms), and they comply with the ADA Standards.

(iii) (S)he has specifically determined that the hotel, as constructed, provides:

(A) accessible car and van-accessible parking spaces required by the ADA Standards if parking facilities were provided;

(B) the number of accessible rooms for guests with mobility disabilities (including the number of accessible rooms with roll-in showers) and guests who are deaf or hard of hearing required under ADA Standards § 9.1;

(C) an inventory of accessible rooms required under ADA Standards § 9.1.2 ( i.e., rooms with features for individuals with mobility disabilities and hearing impairments) that includes at least one suite (if the hotel has more than one suite), one room with one bed, one room with two beds, and one room with a premium view (if the hotel offers more than one room with a premium view at a higher cost), one room on the executive level (if the hotel has an executive level), and one smoking room (if the hotel offers smoking rooms). At hotels where there are two or more premium views offered, the hotel shall not be required to provide an accessible room in a particular view category if fewer than 5% of the rooms at the hotel fall within that particular view category. For hotels that offer more than one category of premium view rooms, the premium view accessible room shall be in the premium view category with the most rooms. Nothing in this subparagraph requires a hotel to have more accessible guest rooms than are required under ADA Standards §9.1.2.

(D) the required number of accessible rooms for individuals who are deaf or hard of hearing as set forth in ADA Standards §§ 9.1.2 and 9.1.3, that comply with ADA Standards § 9.3. Compliance with ADA Standards § 9.3 will be achieved by providing visual alarms connected to the building emergency alarm system, and visual notification devices for incoming telephone calls and door knock or bell, and complying with all other requirements of ADA Standards § 9.3.1 ( i.e., permanently installed telephones that have volume control and an accessible electrical outlet within 4 ft. of a telephone connection).

(E) the required number of accessible rooms for individuals with mobility disabilities that comply with the ADA Standards for maneuvering clearances between and around the beds (ADA Standards §9.2.2(1)), to and within the bathroom (ADA Standards § 9.2.2(6)), thermostat and controls (ADA Standards § 9.2.2(5)), and desks (ADA Standards §§ 9(1), 4.32), and accessible rooms for individuals with mobility disabilities with accessible bathrooms that comply with ADA Standards § 4.23.

19. Upon the Effective Date and continuing for the term of this Consent Decree, for all Alterations requiring HWI’s consent at Managed Hotels and Joint Venture Hotels constructed for first occupancy after January 26, 1993, HWI shall (to the extent it has the contractual right to do so) (i) require the hotel owner to submit a certification from an architect stating that the architect has professional experience applying the requirements of the ADA and the ADA Standards and that the Alteration plans comply with the ADA; and (ii) upon completion of the Alterations, require the hotel owner to obtain a certification from that architect stating that the altered elements or spaces comply with the ADA. Alternatively, HWI (to the extent it has the contractual right to do so) may require the hotel owner to submit the Alteration plans to an ADA consultant approved by the United States for review and approval.

20. DESIGN AND CONSTRUCTION STANDARDS

(a) Within 60 days of the Consent Decree Date, HWI will submit all existing prototype building plans or designs currently in use to an ADA consultant approved by the United States for review regarding compliance with the ADA. The ADA consultant shall notify HWI in writing of any elements in the plans and designs that the ADA consultant deems non-compliant with the ADA Standards. HWI shall work in good faith with the ADA consultant to correct all such noncompliance in such plans and designs.

(b) For the term of the Consent Decree, to the extent that HWI creates new prototype building plans or designs for accessible rooms or other elements required to be accessible ( e.g., signage, front desk counter) for any Brand, it shall ensure that such designs comply with the ADA Standards. To the extent that the new prototype building plans or designs show elements or spaces required to be accessible under the ADA Standards, they shall specify the measurements required by the ADA Standards for these elements. All such new prototype plans or designs shall be submitted to an ADA consultant who has been approved by the United States for review prior to the new prototype plans or designs being used. Within 30 days of receipt of such plans and designs, the ADA consultant shall notify HWI in writing of any elements in the plans and designs that the ADA consultant deems non-compliant with the ADA Standards. HWI shall work in good faith with the ADA consultant to correct all such noncompliance in such plans and designs.

(c) HWI will continue to specify in the applicable design and construction standards for all Brand Hotels that such hotels shall comply with all federal, state, and local laws. In addition, HWI will, no later than one year after the Consent Decree Date, submit to the United States for review and approval a web-based design guide that identifies the ADA Standards requirements for: (1) registration and other service counters; (2) accessible guest room numbers and dispersion; (3) accessible public restrooms; (4) accessible tables in food and beverage areas; (5) accessible parking; (6) accessible routes to and throughout the hotel; (7) door widths and maneuvering clearances; (8) accessible elements within an accessible guest room, including toilets, tubs, showers, sinks, closets, thermostats and controls, draperies, doorways, and maneuvering spaces around beds; and (9) room dispersion as set forth in Paragraph15(b). Within six months of receiving the United States’ approval of the design guide content, HWI shall distribute the design guide to all Brand Hotels via web-based application. The web-based design guide shall state that the identified ADA Standards requirements are only some of the ADA Standards and shall refer users to the ADA Standards for a complete set of requirements.

21. BRAND STANDARDS, QUALITY ASSURANCE INSPECTIONS.

(a) For the term of this Consent Decree, HWI shall continue to specify that all Brand Hotels comply with the ADA in all of its Brand Standards and, within one year of the Consent Decree Date, will (i) specifically reference the ADA Standards in its Brand Standards, and (ii) state in its Brand Standards that Brand Hotels constructed for first occupancy after January 26, 1993 must have the required number of accessible rooms and the required number of accessible rooms with roll-in showers (ADA Standards § 9.1.2), the required number of removable tub seats (ADA Standards §§ 9(1), 9.1.2 and 4.20.3), the required number of accessible rooms for the hearing impaired (ADA Standards §§ 9.1.2, 9.1.3), and that roll-in showers must comply with ADA Standards § 4.21 and Figure 57(a) or (b).

(b) Within one year of the Consent Decree Date, HWI shall amend all of its Brand Standards to include the following standards for each Brand Hotel:

(i) The ADA Training Program for covered employees as set forth in Paragraph 24.

(ii) The provision of information regarding ADA Contact Person in in-room guest materials as set forth in Paragraph 28.

(iii) The designation of an onsite ADA Contact Person as set forth in Paragraph 28.

(iv) The complaint process described in Paragraph 31(c).

(v) One removable tub seat for each and every accessible tub room in the hotel that does not have a built-in seat.

(vi) The required number of permanent or portable visual alarms and notification devices for incoming telephone calls and door knock or bell to ensure that the hotel can fully equip the number of hearing impaired rooms set forth in ADA Standards § 9.1.3. Hotels in existence as of the Consent Decree Date may use portable visual alarms to meet this requirement. Hotels whose construction begins after the Consent Decree Date shall have permanent visual alarms.

(c) HWI will amend its Quality Assurance Inspection process to include the additions to the Brand Standards set forth in Paragraph 21(b) above. These additional requirements will be assigned point values and will be scored in the same manner as other Brand Standards requirements.

22. POLICIES AND PROCEDURES. For the term of this Consent Decree and effective within one year after the Consent Decree Date, Hilton shall review any existing policies pertaining to Title III of the ADA that are set forth in its Brand Standards Manuals to ensure that they are not inconsistent with Title III of the ADA, and will modify such policies if necessary. Nothing in this Paragraph 22 requires HWI to adopt any new policies relating to Title III of the ADA.

23. ROOM UPGRADE POLICY AT ALL BRAND HOTELS. For the term of this Consent Decree and effective within 90 days of the Consent Decree Date, unless otherwise prohibited by law, it shall be the policy at all Brand Hotels to offer to upgrade guests with disabilities to an accessible room in a more expensive class of room, if available, at no additional charge if the accessible room in the category of room that the guests initially reserved is unavailable at registration. Guests with disabilities may always upgrade to another available room at their own expense on the same basis as other guests.

24. TRAINING FOR OWNED HOTELS, MANAGED HOTELS, AND JOINT VENTURE HOTELS. The United States shall conduct an ADA Training Program for HWI that meets the requirements set forth in this Paragraph 24 within 90 days of the Consent Decree Date. No later than 9 months after the United States conducts the ADA Training Program and for the term of this Consent Decree, all employees working at Owned Hotels, Managed Hotels, and Joint Venture Hotels whose essential job functions require them to interact with hotel guests shall be required to complete a program to educate them on the use of service animals and effective communication with individuals with disabilities. Front desk employees, general managers, and chief building engineers, at Owned Hotels, Managed Hotels, and Joint Venture Hotels shall be required to complete an additional training program that includes the following additional topics: proper assignment of accessible rooms, emergency procedures for guests with disabilities, reasonable modifications of policies and procedures for guests with disabilities, maintenance of accessible features, the provision and use of roll-in showers with fold-down seats, the provision and use of removable tub seats, and operation of communications equipment for individuals with hearing impairments. The training specified in this Paragraph shall be referred to as the “ADA Training Program.” Thereafter, newly-hired employees falling into the categories identified above at Owned Hotels, Managed Hotels, or Joint Venture Hotels shall be required to complete the ADA Training Program that applies to them within three months of hire. All employees required to undergo ADA Training will undergo refresher training every two years for the duration of this Consent Decree.

25. RESERVATIONS SYSTEM. No later than 18 months after the Consent Decree Date and for the term of this Consent Decree, HWI shall take steps to further provide that (1) individuals with disabilities can make reservations for accessible rooms in the United States, including rooms for individuals with mobility disabilities and rooms equipped for individuals who are deaf or hard of hearing, over the Reservations System with the same opportunities to guarantee the reservation for an accessible room that are offered for any other reservation in the system; and (2) the options and amenities identified as available for particular rooms in the reservation process reflect accurately the inventory and availability of accessible guestrooms at all Brand Hotels. The Parties agree that HWI satisfies its obligations under this Paragraph 25 by implementing subsections (a) through (e) below:

(a) HWI will require that each Brand Hotel update the room inventory information that it supplies to the Reservations System to identify by room type which rooms are accessible, and for each such room type, which of the following accessibility or other features it has:

(i) Number of beds

(ii) Size of bed(s)

(iii) Roll-in shower or accessible tub

(iv) Visual alarms

(v) Executive level

(vi) Suite

(vii) Kitchen/kitchenette

(viii) View, if a particular hotel charges more for a room based on the view.

HWI will require that each hotel update the information collected in subparagraph 25(a) upon any material reconfiguration of room types and, in any event, no less than once every two years.

(b) HWI will configure the Reservations System such that users of the Reservations System will be able to determine, for any Brand Hotel, the current availability of accessible rooms by room type and which of the features set forth in subparagraph 25(a) above each such room type has.

(c) HWI will provide its Franchised Hotels with instructions and checklists to assist the hotels in accurately compiling the information described in subparagraph 25(a) above. HWI may rely in good faith on the information provided by the hotel owner of a Franchised Hotel described in subparagraph 25(a) above.

(d) The Parties recognize that the Reservations System currently accommodates only a limited number of room types due to capacity limits of the software, and that the inventory information prescribed by subparagraph 25(a) above may, for certain hotels, result in the hotel exceeding the room types number limitation. Accordingly, for any Brand Hotel for which the above-described process would cause the individual hotel to exceed 94 percent of its available computer capacity for room types, HWI may instead indicate (on the Reservations System) that the availability and reservation of some accessible rooms with some of the specific features described in subparagraph 25(a) above can be determined by calling the specific hotel, which HWI will facilitate by having a telephone Reservations System agent contact the Help Desk and/or call the hotel directly on behalf of the customer, obtain the requested information, and, if appropriate, make the reservation for the customer. For each Brand Hotel for which the room type limitations will be exceeded, HWI and the United States will reach agreement on those accessible features that will be categorized on the Reservations System. Under no circumstances will the limitations on capacity prevent a guest from using the Reservations System to complete a reservation for an accessible room, although some details about the features may not be displayed on the system at the time of the reservation. In addition, a guest who cannot make an online reservation because of the computer system’s limitation on capacity for room types shall receive the price offered through HWI’s online reservations system (on the date of booking) for the room that (s)he reserves, if that price is lower.

(e) HWI’s policy shall be that in assigning guestrooms upon check-in, each Brand Hotel shall hold available at least two non-premium accessible rooms for guests requesting accessible rooms (if the hotel is required to have two or more accessible rooms and provided that there are two such rooms that have not been previously reserved by a guest requesting an accessible room) until those rooms are the last non-premium rooms available. If a hotel has accessible rooms with one bed and accessible rooms with two beds, the hotel will be required to hold available at least one accessible room in each category. Once the two non-premium accessible rooms are the only two rooms left in inventory, the hotel may sell the rooms to any guest. When a guest checks in for a reserved accessible room, hotel staff may ask if the guest needs the accessible features of that room for a disability. If the guest does not need the accessible features of that room for a disability, the hotel shall substitute a comparable available non-accessible room for that guest. Unless rooms designated as accessible are the last of their room type(s) available at any given time (in which case, any guest may reserve the room(s)), rooms designated as accessible shall be rented only to persons specifically requesting such rooms for disability-related reasons, based on self-identification by the person(s) seeking to reserve the rooms. HWI shall facilitate self-identification by advising each guest who requests an accessible room by telephone that accessible rooms have features that are required by guests with disabilities and directing guests who do not need the room for a disability-related reason to select a non-accessible room if one is available. If a guest seeks to reserve a room on-line, HWI shall facilitate self-identification by advising guests by a pop-up notification that accessible rooms have features that are required by guests with physical disabilities and directing guests who do not need the room for a disability-related reason to select a non-accessible room if one is available.

(f) If and when a customer reserves an available accessible room type at a property in the United States through the Reservations System, a room of that room type will be placed in reserve for that customer and will be taken out of the available inventory for that hotel. The room may be released back into available inventory if the reservation is cancelled or the customer fails to check in by the specified check-in deadline time. This Consent Decree does not require that a reserved accessible room or room type be made available if the room becomes unavailable for reasons beyond the reasonable control of the hotel, specifically including but not limited to the following: the occupant of the room has not checked out or vacated the room and the hotel has asked (by calling the guest room and leaving a voicemail message and putting a note on hotel letterhead under the guest room door if no one is there) whether the occupant would be willing to move to a non-accessible room, if one is available; the room is undergoing maintenance, or is otherwise not in a condition to be made available to a guest; or the hotel is closed, in whole or in part. For those occasions when the room is or has become unavailable for these or any other reasons, the hotel will attempt to identify and reserve an appropriate equivalent accessible accommodation for the guest at that hotel or another hotel.

(g) To the extent necessary to implement this Paragraph 25, HWI will amend its Brand Standards.

26. WEBSITES.

(a) By no later than August 30, 2011 and for the term of this Consent Decree, the www.hilton.com website and the websites for the Brands that are constructed on the www.hilton.com domain shall comply with the Worldwide Web Consortium’s Web Content Accessibility Guidelines (WCAG) version 2.0, Level A success criteria. The foregoing requirement shall not apply to any advertising provided by third parties that appears on the www.hilton.com domain, or links to other domains that can be accessed from the www.hilton.com domain. If, during the term of this Consent Decree, the United States Department of Justice issues regulations setting standards for the accessibility of websites of public accommodations after the Effective Date, HWI will comply with such regulations and any effective dates therein.

(b) If, after August 30, 2011, the United States determines that HWI has not complied with subparagraph (a) above, it shall notify HWI of the specific instances of non-compliance. HWI will have 180 days from the receipt of such notification to address the alleged non-compliance. If the parties are unable to agree on HWI’s compliance with subparagraph (a) above, the dispute resolution mechanism of Paragraph 35 shall apply.

27. ADA COMPLIANCE OFFICER(S). No later than 180 days after the Consent Decree Date and for the term of this Consent Decree, HWI shall designate or hire one national ADA Compliance Officer who will be identified to all Brand Hotels. The ADA Compliance Officer shall serve as HWI’s primary administrative contact on disability issues for all Brand Hotels for the public, and for the Parties to this Consent Decree. Any person appointed under this Paragraph 27 shall be a regular employee of HWI and shall complete the ADA Training Program once a year. The designated ADA Compliance Officer shall have authority to implement the requirements of this Consent Decree. HWI shall give the ADA Compliance Officer responsibility for HWI’s compliance with Title III of the ADA and for implementing and administering HWI’s obligations under this Consent Decree, including compliance with all reporting requirements herein.

28. ADA ON-SITE CONTACT. No later than 180 days after the Consent Decree Date and for the term of this Consent Decree, every Brand Hotel that is an Owned Hotel, Managed Hotel, or Joint Venture Hotel shall identify one on-site ADA Contact Person to the ADA Compliance Officer. These designated ADA Contact Persons shall have authority to resolve complaints at the local level. Any person appointed under this Paragraph 28 shall have a background in customer service. HWI shall place a notice in the in-room written hotel directory of services identifying the on-site ADA Contact Person as the person to contact for any questions or complaints regarding the services, amenities, accommodations, or facilities provided to persons with disabilities. The notice will identify the on-site ADA Contact Person and the telephone numbers and website address (www.ada.gov) for filing complaints of disability discrimination with the U.S. Department of Justice. This notice shall also be provided to guests checking into accessible rooms at the front desk. The information in this document shall be effectively communicated to guests with disabilities as needed. Each on-site ADA Contact Person shall be responsible for handling and documenting disability‑related complaints at his or her hotel in the same manner in which other guest complaints are handled. No later than one year after the Consent Decree Date, HWI shall amend its Brand Standards to require the implementation of a similar complaint process for every Brand Hotel that is a Franchised Hotel.

29. The ADA Compliance Officer and each on-site ADA Contact Person referenced in Paragraphs 27 and 28 above shall receive the required ADA training no later than 90 days after appointment, and annually thereafter.

30. No later than 120 days after the Consent Decree Date and for the term of this Consent Decree, HWI shall require that any employee of an Owned Hotel, Managed Hotel, or Joint Venture Hotel who receives a disability-related complaint (as described below) must refer the complaint to the ADA Contact Person for such hotel or, if the ADA Contact Person is unavailable, the manager on duty. If the complaint involves an alleged denial of service or accommodations to a person with disabilities, the ADA Contact Person or the manager on duty shall document the nature and outcome of the ADA-related complaint, specifying the name of the complainant(s), the name and location of the hotel, the date of the complaint, and the subject of the complaint, to ensure that any services or accommodations required by the ADA are provided within 24 hours of receipt of the complaint. If the complaint involves an allegedly non-compliant aspect of the design or construction of the hotel, within ten (10) business days of receiving the complaint the ADA Contact Person shall notify (i) the ADA Compliance Officer and ii) if the hotel is a Managed Hotel or Joint Venture Hotel, the owner of the hotel.

31. By one year after the Consent Decree Date and for the term of this Consent Decree, HWI shall specify that Franchised Hotels in the United States take the following actions, within 120 days after the requirement is imposed:

(a) Designate an onsite ADA Contact Person who shall have authority to resolve complaints at the local level as specified in Paragraph 30 above. Any person appointed as an ADA Contact Person shall have a background in customer service.

(b) Place a notice in the in-room written hotel directory of services advising guests to contact the ADA Contact Person with any questions or complaints regarding the services, amenities, accommodations or facilities provided to persons with disabilities. The notice will identify the on-site ADA Contact Person and the telephone numbers and website address (www.ada.gov) for filing complaints of disability discrimination with the U.S. Department of Justice. This notice shall also be provided to guests checking into accessible rooms at the front desk. The information in this document shall be effectively communicated to guests with disabilities as needed.

(c) Document (by the ADA Contact Person) the nature and outcome of all ADA-related complaints, specifying the name of the complainant(s), the name and location of the hotel, the date of the complaint, and the subject of the complaint. A summary of ADA complaints received and the outcome of each complaint shall be maintained at each hotel for one year.

(d) Implement an ADA Training Program as specified in Paragraph 24 above. All categories of employees of Franchised Hotels who must complete an ADA Training Program (as specified in Paragraph 24) hired after the expiration of the 120-day period referenced at the beginning of Paragraph 31 shall do so within 90 days of hire. HWI will make available its ADA Training Program to Franchised Hotels but such hotels may use their own ADA training program provided that it meets the requirements set forth in Paragraph 24. If a Franchised Hotel chooses to use its own ADA training program, the contents of that training program shall be provided to HWI’s ADA Compliance Officer and made available to the United States upon written request.

32. REPORTING AND CONFIDENTIALITY.

(a) During the term of this Consent Decree, HWI will provide reports to the United States, six months, one year, 18 months, and three years after the Consent Decree Date, regarding HWI’s progress with respect to the completion of its responsibilities pursuant to Paragraphs 15-31 of this Consent Decree. Each such report shall identify the modifications that HWI made under the terms of this Consent Decree and the United States shall have the right to request documents and evidence in sufficient detail for the United States to independently confirm that all modifications have been made in conformance with the ADA and the Parties’ agreement. HWI will provide such documents and evidence within thirty days of a written request by the United States.

(b) The Parties agree that all information or communications generated in connection with this Consent Decree is voluntarily provided commercial information obtained from a person and is privileged and confidential as those terms are used in Title 5, United States Code, Section 552(b)(4). The Parties further agree that disclosure of the information would likely cause substantial competitive harm to HWI. The Parties and any ADA consultants, inspectors, or other persons retained specifically to effectuate the provisions of this Consent Decree are prohibited from disclosing to third parties (other than (1) the hotel owners whose respective hotels are the subject of the information or communications or (2) ADA consultants, inspectors, or other persons retained specifically to effectuate the provisions of this Consent Decree), and shall treat as privileged and confidential, all information or communications generated or obtained in connection with this Consent Decree. No information or communications generated or obtained in connection with this Consent Decree shall be subject to discovery by any third party or used in any manner in any legal proceeding other than as necessary to implement the provisions of this Consent Decree or in an enforcement action brought by the United States.

33. Within ninety (90) days of the Consent Decree Date, HWI will pay a civil penalty in the amount of $50,000, as authorized by 42 U.S.C. § 12188(b)(2)(c), to vindicate the public interest.

34. UNITED STATES’ MONITORING RESPONSIBILITIES.

(a) If the United States receives a complaint covered by Title III of the ADA against any Post-1993 Owned Hotel or Post-1993 Joint Venture Hotel, HWI shall cooperate with the United States to provide relevant information about the hotel for the United States' investigation. The United States shall describe the substance of the complaint to HWI. If the United States and HWI cannot agree on what information is relevant, the dispute resolution provisions of Paragraph 35shall [sic] apply.

(b) If the United States receives a complaint covered by Title III of the ADA against any Post-1993 Managed Hotel, HWI shall, upon written request, provide the United States with the names and addresses of the owner(s) of the hotel, and information on whether that hotel has experienced, or will experience during the term of this Consent Decree, one of the events specified in Paragraph 16(a). If the United States chooses to make a request for the information described in the preceding sentence, the United States shall describe in writing the substance of the complaint to HWI. The United States may also seek by written request copies of any relevant records that the ADA Consultant is required to maintain pursuant to this Consent Decree about the hotel in question. If the United States makes such a written request of the ADA Consultant, it shall simultaneously notify HWI. Upon request by HWI, the ADA Consultant shall permit HWI to inspect the requested records within five days of HWI’s request in order to verify that the records are relevant to the complaint received by the United States. The ADA Consultant shall not produce the requested records for a period of fifteen (15) days after the date on which (s)he receives the written request from the United States. If HWI does not notify the United States and the ADA Consultant in writing during this fifteen-day period that it considers some or all of the requested records not to be relevant to the complaint, the ADA Consultant shall immediately provide the requested records to the United States. If, during the fifteen-day period, HWI notifies the United States and the ADA Consultant in writing that it objects to production of some or all of the requested records to the United States and stating the reasons therefor, the Parties shall follow the dispute resolution procedures of Paragraph 35. HWI shall have the right to notify the hotel owner of any requests for information or records made by the United States under this Paragraph 34(b).

(c) If the United States receives a complaint covered by Title III of the ADA against any Post-1993 Franchised Hotel, HWI shall, upon written request delivered to HWI by overnight delivery service, provide the United States with the names and addresses of the owner(s) of the hotel, and information on whether that hotel has experienced, or will experience during the term of this Consent Decree, one of the events specified in Paragraph 16(a). The United States may also seek by written request copies of any relevant records the ADA Consultant is required to maintain pursuant to this Consent Decree about the hotel in question. If the United States makes such a written request of the ADA Consultant, it shall simultaneously notify HWI by means of overnight delivery service. HWI shall notify the owner of the hotel in question about the request within five (5) business days of receiving the notification from the United States. The ADA Consultant shall not produce the requested records prior to the expiration of twenty (20) days from receipt of the written request from the United States.