Exhibit 4.8

EXECUTION VERSION

Joinder Agreement

HILTON ESCROW ISSUER LLC

HILTON ESCROW ISSUER CORP.

$1,000,000,000 of 4.250% Senior Notes due 2024

WHEREAS, Hilton Escrow Issuer LLC, a Delaware limited liability company (the “Escrow Issuer”), Hilton Escrow Issuer Corp., a Delaware corporation (the “Escrow Co-Issuer,” and together with the Issuer, the “Escrow Issuers”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Representative”), for itself and the other Initial Purchasers described in the Registration Rights Agreement referenced below (the “Initial Purchasers”), heretofore executed and delivered a Registration Rights Agreement, dated as of August 18, 2016 (the “Registration Rights Agreement”), pursuant to which each of the Escrow Issuers and the Guarantors agreed, under certain circumstances, to file a registration statement with the SEC registering an exchange offer for the Notes and/or the resale of the Escrow Issuers’ 4.250% Senior Notes due 2024 under the Securities Act; and

WHEREAS, in connection therewith, Hilton Worldwide Holdings Inc., a Delaware corporation (the “Company”), Hilton Domestic Operating Company Inc., a Delaware corporation (the “Surviving Issuer”) and each Subsidiary Guarantor (as defined in the Registration Rights Agreement) that was originally not a party thereto has agreed to join in the Registration Rights Agreement pursuant to this agreement (this “Joinder Agreement”) on the Completion Date.

Capitalized terms used herein and not otherwise defined herein shall have the respective meanings ascribed to such terms in the Registration Rights Agreement.

NOW, THEREFORE, the Company, the Surviving Issuer and each Subsidiary Guarantor hereby agrees for the benefit of the Initial Purchasers, as follows:

1. Joinder. Each of the undersigned hereby acknowledges that it has received a copy of the Registration Rights Agreement and acknowledges and agrees with the Initial Purchasers that by its execution and delivery hereof it shall: (i) join and become a party to the Registration Rights Agreement; (ii) be bound by all covenants, agreements and acknowledgements applicable to the Company, the Surviving Issuer or a Subsidiary Guarantor, as applicable, in the Registration Rights Agreement as if made by, and with respect to, such party as set forth in and in accordance with the terms of the Registration Rights Agreement; and (iii) perform all obligations and duties of the Company, the Surviving Issuer, or a Subsidiary Guarantor, as applicable, in accordance with the Registration Rights Agreement.

2. Representations and Warranties. The undersigned hereby represents and warrants to and agrees with the Initial Purchasers that it has all requisite corporate, limited liability company or partnership power and authority to execute, deliver and perform its obligations under this Joinder Agreement and it has duly and validly taken all necessary action for the consummation of the transactions contemplated hereby and by the Registration Rights Agreement.

3. Counterparts. This Joinder Agreement may be executed in two or more counterparts each one of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. Delivery of an executed counterpart of a signature page to this Joinder Agreement by telecopier, facsimile or other electronic transmission (i.e., a “pdf” or “tif”) shall be effective as delivery of a manually executed counterpart thereof.

4. Amendments. No amendment, modification or waiver of any provision of this Joinder Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by all of the parties thereto.

5. Headings. The section headings herein are for the convenience of the parties only and shall not affect the construction or interpretation of this Joinder Agreement.

6. GOVERNING LAW. THIS JOINDER AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

[Remainder of Page Intentionally Blank]

IN WITNESS WHEREOF, the undersigned has executed this agreement this 22^nd day of September 2016.

COMPANY:
HILTON WORLDWIDE HOLDINGS INC.
By:	/s/ Sean M. Dell’Orto
	Name:	Sean M. Dell’Orto
	Title:	Senior Vice President and Treasurer

[Signature Page to Joinder to Registration Rights Agreement]

SURVIVING ISSUER:
HILTON DOMESTIC OPERATING COMPANY INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON WORLDWIDE FINANCE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

SUBSIDIARY GUARANTORS:
90210 BILTMORE MANAGEMENT, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

90210 DESERT RESORTS MANAGEMENT CO., LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

90210 GRAND WAILEA MANAGEMENT CO., LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

90210 LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

90210 MANAGEMENT COMPANY, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

ANDIAMO’S O’HARE, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

BALLY’S GRAND PROPERTY SUB I, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

BLUE BONNET SECURITY, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

CHESTERFIELD VILLAGE HOTEL, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

COMPRIS HOTEL LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

CONRAD INTERNATIONAL (BELGIUM) LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

CONRAD INTERNATIONAL (EGYPT) RESORTS CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

CONRAD INTERNATIONAL (INDONESIA) CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

CONRAD INTERNATIONAL INVESTMENT (JAKARTA) CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

CONRAD INTERNATIONAL MANAGE (CIS) LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

CONRAD MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DESTINATION RESORTS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DOUBLETREE DTWC LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DOUBLETREE HOTEL SYSTEMS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DOUBLETREE HOTELS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DOUBLETREE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DOUBLETREE MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DT MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DT REAL ESTATE, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTM ATLANTA/LEGACY, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTM CAMBRIDGE, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTM COCONUT GROVE, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTM LARGO, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTM MARYLAND, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTM SANTA CLARA LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTM WALNUT CREEK, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTR FCH HOLDINGS, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTR PAH HOLDING, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTR SAN ANTONIO, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

DTR TM HOLDINGS, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EJP LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY DEVELOPMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY EQUITY DEVELOPMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY MEMPHIS CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY SUITES (ISLA VERDE), INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY SUITES CLUB NO. 1, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY SUITES CLUB NO. THREE, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY SUITES CLUB NO. TWO, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY SUITES MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EMBASSY SYRACUSE DEVELOPMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

EPAM CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

FLORIDA CONRAD INTERNATIONAL CORP.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

GRAND VACATIONS REALTY, LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement GRAND VACATIONS REALTY, LLC]

GRAND VACATIONS SERVICES LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement – GRAND VACATIONS SERVICES LLC]

GRAND VACATIONS TITLE, LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement – GRAND VACATIONS TITLE, LLC]

HAMPTON INNS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HAMPTON INNS MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HAPEVILLE INVESTORS, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HHC BC ORLANDO, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HHC ONE PARK BOULEVARD, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC FIRST LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC GAMING CALIFORNIA, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC HOLDINGS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC HOTELS U.S.A. LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC RACING CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC SAN PABLO LIMITED, INC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC SAN PABLO, L.P.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIC SECOND LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON BEVERAGE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON CHICAGO BEVERAGE I LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON CHICAGO BEVERAGE II LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON CHICAGO BEVERAGE III LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON CHICAGO BEVERAGE IV LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON CORPORATE DIRECTOR LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON EL CON MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON EL CON OPERATOR LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON ELECTRONIC DISTRIBUTION SYSTEMS, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON FRANCHISE HOLDING LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON GARDEN INNS MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON GRAND VACATIONS CLUB, LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement – HILTON GRAND VACATIONS CLUB, LLC]

HILTON GRAND VACATIONS COMPANY, LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement – HILTON GRAND VACATIONS COMPANY, LLC]

HILTON GRAND VACATIONS FINANCING, LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement – HILTON GRAND VACATIONS FINANCING, LLC]

HILTON GRAND VACATIONS MANAGEMENT, LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement – HILTON GRAND VACATIONS MANAGEMENT, LLC]

HILTON HAWAII CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON HHONORS WORLDWIDE, L.L.C.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON HOLDINGS, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON HOSPITALITY, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON ILLINOIS, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON ILLINOIS HOLDINGS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON INNS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON INTERNATIONAL HOLDING LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON KINGSLAND 1, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON NEW JERSEY SERVICE CORP.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON OPB, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON ORLANDO PARTNERS III, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON RECREATION LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON RESORTS CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON RESORTS MARKETING CORP.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON SAN DIEGO LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON SPRING CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON SUPPLY MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON SYSTEMS SOLUTIONS, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON SYSTEMS, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON WORLDWIDE FINANCE CORP.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PARK HOTELS & RESORTS INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON-OCCC HOTEL, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HILTON-OCCC MEZZ LENDER, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT AUDUBON LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT CA HILTON LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT CONRAD DOMESTIC LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT CONRAD GP LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT DOMESTIC JV HOLDINGS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT DOMESTIC OWNER LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT ESP INTERNATIONAL FRANCHISE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT ESP INTERNATIONAL FRANCHISOR CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT ESP INTERNATIONAL MANAGE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT ESP INTERNATIONAL MANAGEMENT CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT ESP MANAGE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT EXISTING FRANCHISE HOLDING LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT FRANCHISE II BORROWER LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT HQ SPE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT HSM HOLDING LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT HSS HOLDING LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT JV ACQUISITION LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT LIFESTYLE INTERNATIONAL FRANCHISE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT LIFESTYLE INTERNATIONAL FRANCHISOR CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT LIFESTYLE INTERNATIONAL MANAGEMENT CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT LIFESTYLE INTERNATIONAL MANAGE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT LIFESTYLE MANAGE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT MEMPHIS DATA LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT O’HARE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT OPERATE DTWC LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT OWNED II HOLDING LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT OWNED II-A BORROWER LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HLT PALMER LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HOMEWOOD SUITES MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HOTEL CLUBS OF CORPORATE WOODS, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HOTELS STATLER COMPANY, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HIT HOTELS USA, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HPP INTERNATIONAL LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

HRC ISLANDER LLC
By:	/s/ Mark Wang
	Name:	Mark Wang
	Title:	President

[Signature Page to Joinder to Registration Rights Agreement – HRC ISLANDER LLC]

HTGV, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

INNVISION, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

INTERNATIONAL RIVERCENTER LESSEE L.L.C.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

LOCKWOOD PALMER HOUSE, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

MERITEX, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PEACOCK ALLEY SERVICE COMPANY, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

POTTER’S BAR PALMER HOUSE, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PROMUS HOTEL SERVICES, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PROMUS HOTELS FLORIDA LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PROMUS HOTELS LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PROMUS HOTELS MINNEAPOLIS, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PROMUS HOTELS PARENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PROMUS OPERATING LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

PROMUS/KINGSTON DEVELOPMENT CORPORATION
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

SALC, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

SAMANTHA HOTEL LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

SUITE LIFE LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

TEX HOLDINGS, INC.
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

WALDORF=ASTORIA MANAGEMENT LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

WA COLLECTION INTERNATIONAL, LLC
By:	/s/ W. Steven Standefer
	Name:	W. Steven Standefer
	Title:	Senior Vice President

[Signature Page to Joinder to Registration Rights Agreement]

The foregoing Joinder Agreement is hereby confirmed and accepted by the Initial Purchasers as of the date first above written.

MERRILL LYNCH, PIERCE, FENNER & SMITH

                           INCORPORATED

Acting on behalf of itself and as the Representative of the several Initial Purchasers
By:	Merrill Lynch, Pierce, Fenner & Smith                      Incorporated
By:	/s/ Anand Melvani
	Name:	Anand Melvani
	Title:	Managing Director

[Signature Page to Joinder to Registration Rights Agreement]