EXHIBIT 99.3
WYNDHAM
WORLDWIDE CORPORATION
OFFER TO EXCHANGE
$800,000,000 AGGREGATE PRINCIPAL AMOUNT OF
6.00% SENIOR SECURED NOTES DUE 2016 (CUSIP NOS. 98310W
AA 6 AND U98340 AA 7)
FOR
$800,000,000 AGGREGATE PRINCIPAL AMOUNT OF
6.00% SENIOR SECURED NOTES DUE 2016 (CUSIP
NO. 98310W AB 4)
THAT HAVE BEEN REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED,
PURSUANT TO THE PROSPECTUS, DATED APRIL ,
2007
To Our Clients:
Enclosed for your consideration is a Prospectus, dated
April , 2007 (the Prospectus), and
the related Letter of Transmittal (the Letter of
Transmittal), relating to the offer of Wyndham Worldwide
Corporation (the Company) to exchange (the
Exchange Offer) their 6.00% Senior Secured
Notes due 2016 that have been registered under the Securities
Act of 1933, as amended, for its outstanding 6.00% Senior
Secured Notes due 2016 (the Original Notes), upon
the terms and subject to the conditions described in the
Prospectus and the Letter of Transmittal. The Exchange Offer is
being made in order to satisfy certain obligations of the
Company contained in the Registration Rights Agreement, dated
December 5, 2006, among the Company, as issuer, the
guarantors from time to time party thereto and the initial
purchasers of the Original Notes.
This material is being forwarded to you as the beneficial owner
of the Original Notes held by us for your account but not
registered in your name. A TENDER OF SUCH ORIGINAL
NOTES MAY ONLY BE MADE BY US AS THE HOLDER OF RECORD AND
PURSUANT TO YOUR INSTRUCTIONS.
Accordingly, we request instructions as to whether you wish us
to tender on your behalf the Original Notes held by us for your
account, pursuant to the terms and conditions set forth in the
enclosed Prospectus and Letter of Transmittal.
Your instructions should be forwarded to us as promptly as
possible in order to permit us to tender the Original Notes on
your behalf in accordance with the provisions of the Exchange
Offer. The Exchange Offer will expire at 5 p.m., New York
City time,
on ,
2007, unless extended by the Company. Any Original Notes
tendered pursuant to the Exchange Offer may be withdrawn at any
time before the Expiration Date.
Your attention is directed to the following:
1. The Exchange Offer is for any and all Original Notes.
2. The Exchange Offer is subject to certain conditions set
forth in the Prospectus in the section captioned The
Exchange Offer Conditions to the Exchange
Offer.
3. Any transfer taxes incident to the transfer of Original
Notes from the holder to the Company will be paid by the
Company, except as otherwise provided in the Instructions in the
Letter of Transmittal.
4. The Exchange Offer expires at 5 p.m., New York City
time,
on ,
2007, unless extended by the Company.
If you wish to have us tender your Original Notes, please so
instruct us by completing, executing and returning to us the
instruction form on the back of this letter. THE LETTER OF
TRANSMITTAL IS FURNISHED TO YOU FOR INFORMATION ONLY AND MAY NOT
BE USED DIRECTLY BY YOU TO TENDER ORIGINAL NOTES.
INSTRUCTIONS WITH
RESPECT TO
THE EXCHANGE OFFER
The undersigned acknowledge(s) receipt of your letter and the
enclosed material referred to therein relating to the Exchange
Offer made by Wyndham Worldwide Corporation with respect to its
Original Notes.
This will instruct you to tender the Original Notes held by you
for the account of the undersigned, upon and subject to the
terms and conditions set forth in the Prospectus and the related
Letter of Transmittal.
The undersigned expressly agrees to be bound by the enclosed
Letter of Transmittal and that such Letter of Transmittal may be
enforced against the undersigned.
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Please tender the Original Notes held by you for my account as
indicated below:
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6.00% Senior
Secured Notes due 2016
$
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(Aggregate
Principal Amount of Original Notes)
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Please do not tender any Original Notes held by you for my
account.
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Dated:
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2007
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Area Code and Telephone Number(s): |
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Tax Identification or Social Security Number(s): |
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None of the Original Notes held by us for your account will be
tendered unless we receive written instructions from you to do
so. Unless a specific contrary instruction is given in the space
provided, your signature(s) hereon shall constitute an
instruction to us to tender all the Original Notes held by us
for your account.