Common use of Certificate of Non-Foreign Status Clause in Contracts

Certificate of Non-Foreign Status. Section 1445 of the Internal Revenue Code of 1986, as amended, provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. federal income tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform the transferee that withholding of tax is not required upon the disposition of a U.S. real property interest by HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (“Transferor”), pursuant to that certain First Transaction Agreement, dated as of January 16, 2019, among Transferor, HPT TA Properties Trust, HPT TA Properties LLC, HPT PSC Properties Trust, HPT PSC Properties LLC, TravelCenters of America LLC, TravelCenters of America Holdings Company LLC and TA Operating LLC, Transferor hereby certifies to TA Operating LLC (“Transferee”) the following:

Certificate of Non-Foreign Status. Section 1445 of the Internal Revenue Code of 1986, as amended, provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. federal income tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform the transferee that withholding of tax is not required upon the disposition of a U.S. real property interest by HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (“Transferor”), pursuant to that certain First Second Transaction Agreement, dated as of January 16, 2019, among Transferor, HPT TA Properties Trust, HPT TA Properties LLC, HPT PSC Properties Trust, HPT PSC Properties LLC, TravelCenters of America LLC, TravelCenters of America Holdings Company LLC and TA Operating LLC, Transferor hereby certifies to TA Operating LLC (“Transferee”) the following:

Certificate of Non-Foreign Status. Section 1445 of the Internal Revenue Code of 1986, as amended, provides that a transferee of a U.S. real property interest must withhold tax if the transferor is a foreign person. For U.S. federal income tax purposes (including Section 1445), the owner of a disregarded entity (which has legal title to a U.S. real property interest under local law) will be the transferor of the property and not the disregarded entity. To inform the transferee that withholding of tax is not required upon the disposition of a U.S. real property interest by HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (“Transferor”), pursuant to that certain First Third Transaction Agreement, dated as of January 16, 2019, among Transferor, HPT TA Properties Trust, HPT TA Properties LLC, HPT PSC Properties Trust, HPT PSC Properties LLC, TravelCenters of America LLC, TravelCenters of America Holdings Company LLC and TA Operating LLC, Transferor hereby certifies to TA Operating LLC (“Transferee”) the following: