It sounds like Marriott basically met the terms of the original contract in that they said she could write in that the 2008 maintenance fee would be prorated based on usage (I'd want that to be defined that if the sale doesn't get consummated by 1/1/08 and the seller doesn't use the week, then the seller doesn't pay any of the 2008 MF), not based on time (i.e. calendar days). It kind of sounds like Marriott wants that to be in the contract to make it clear the seller doesn't get to use the 2008 week without paying the 2008 MF if the deal doesn't close by 1/1/08. I may be giving Marriott the benefit of the doubt on it. However, if there were other special terms to the original sale, then Marriott would need to meet them to exercise the ROFR. My guess is the seller would not have to sue them to get them to do this, but would probably have to go up the chain of command 2-3 levels and maybe talk to Bill Marriott's office to get it done. It would be a big hassle to say the least and would involve spending probably hours on the phone with 10+ people in their organization. I've been thru this with other big companies before, and if you keep going up the chain of command, you usually get what you need. However, they make it such a pain to do that very few people are willing to go thru this to get them to do what they should do in the first place.
I agree that you wouldn't want to transfer the deed to the buyer without that waiver. The real transfer occurs on Marriott's computer system and if they won't transfer it there, you've got a problem. I think this deed stuff for TS's is mainly a marketing ploy - the real recording office on something like this is Marriott because they determine who owns it and who can use it.
