Cooperative Housing Federation of Canada

attributable to the Group’s or its guests’, invitees’, agents’, delegates’ or representatives

negligence.

This indemnification provision shall survive the termination or expiration of this Contract.

Alternative

CHF - CO-OPERATIVE HOUSING FEDERATION OF CANADA shall indemnify and hold

FAIRMONT HOTEL MACDONALD forever harmless from, and against, any and all direct

damages including, but not limited to, personal injury, property damage, loss, liability or claim of

liability, expenses, fines and penalties including reasonable legal fees caused by any

negligence or wilful misconduct of CHF - CO-OPERATIVE HOUSING FEDERATION OF

CANADA, except to the extent and percentage attributable to the Fairmont Hotel Macdonald’s

negligence.

FAIRMONT HOTEL MACDONALD shall indemnify and hold CHF - CO-OPERATIVE HOUSING

FEDERATION OF CANADA, its affiliates, officers, directors, employees, agents and

representatives forever harmless from and against, any and all direct damages, including but

not limited to, personal injury, property damage, loss, liability or claim of liability, expenses, fines

and penalties including reasonable legal fees caused by any negligence or wilful misconduct by

FAIRMONT HOTEL MACDONALD, its agents, employees or representatives, except to the

extent and percentage attributable to CHF - CO-OPERATIVE HOUSING FEDERATION OF

CANADA’s negligence.

Re-sell Clause

If Group pays the cancellation damages as provided in this Contract at the time of cancellation,

Fairmont Hotel Macdonald will provide a refund to Group proportionate to the amount of

damages paid, to the extent that Fairmont Hotel Macdonald is able to resell all or part of the

cancelled sleeping rooms and/or, food and beverage events. For purposes of this paragraph,

sleeping rooms will be considered “resold” to the extent that the Fairmont Hotel Macdonald is

able to sell more sleeping rooms on any night than it could have sold if Group had fully occupied

its reserved block. The resale refund will equal the average daily rate received by the Fairmont

Hotel Macdonald for the nights on which rooms are resold times the number of rooms resold,

times the damage percentage paid by group. Food and beverage events will be considered

“resold” to the extent that Fairmont Hotel Macdonald holds a food and beverage event that it

could not have held if Group had not cancelled its event. The refund will be equal to the

revenue actually received from the replacement event(s) times the damage percentage paid by

Group

Re-booking Clause

If the cancellation damages set forth above are paid with notice of cancellation, the Fairmont

Hotel Macdonald agrees that 50%

of the damages paid will be applied as a credit toward the

Master Account of a replacement meeting booked, actualized and paid for by your group no

later than two (2) year

12 months

from the date of cancellation. This credit may be applied only

to group events and is based upon date and rate availability at the Fairmont Hotel Macdonald.

Any unused credit will be retained by the Fairmont Hotel Macdonald. If the replacement