Common use of No Material Adverse Change of ESH REIT Clause in Contracts

No Material Adverse Change of ESH REIT. Since the date of the most recent financial statements of ESH REIT included or incorporated by reference in the Registration Statement, the Pricing Disclosure Package and the Prospectus, (i) there has not been any change in the capital stock (other than the issuance of shares of Stock upon exercise of stock options and warrants described as outstanding in, and the grant of options and awards under existing equity incentive plans described in, the Registration Statement, the Pricing Disclosure Package and the Prospectus), total debt of ESH REIT or any of its subsidiaries, or any dividend or distribution of any kind declared, set aside for payment, paid or made by ESH REIT on any class of capital stock, or any material adverse change, or any development involving a prospective material adverse change, in or affecting the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of ESH REIT and its subsidiaries taken as a whole; (ii) there has not been any transaction material to ESH REIT and its subsidiaries, taken as a whole, entered into or any such transaction that is probable of being entered into by ESH REIT and any of its subsidiaries, other than transactions in the ordinary course of business; (iii) neither ESH REIT nor any of its subsidiaries has sustained any loss or interference with its business that is material to ESH REIT and its subsidiaries taken as a whole and that is either from fire, explosion, flood or other calamity, whether or not covered by insurance, or from any labor disturbance or dispute or any action, order or decree of any court or arbitrator or governmental or regulatory authority, except in each case as otherwise disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

No Material Adverse Change of ESH REIT. Since the date of the most recent financial statements of ESH REIT included or incorporated by reference in the Registration Statement, the Pricing Disclosure Package and the Prospectus, (i) there has not been any change in the capital stock (other than the issuance of shares of Stock upon exercise of stock options and warrants described as outstanding in, and the grant of options and awards under existing equity incentive plans described in, the Registration Statement, the Pricing Disclosure Package and the Prospectus), total debt of ESH REIT or any of its subsidiaries, or any dividend or distribution of any kind declared, set aside for payment, paid or made by ESH REIT on any class of capital stock, or any material adverse change, or any development involving a prospective material adverse change, in or affecting the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of ESH REIT and its subsidiaries taken as a whole; (ii) there has not been any transaction material to ESH REIT and its subsidiaries, taken as a whole, entered into or any such transaction that is probable of being entered into by ESH REIT and any of its subsidiaries, other than transactions in the ordinary course of business; (iii) neither ESH REIT nor any of its subsidiaries has sustained any loss or interference with its business that is material to ESH REIT and its subsidiaries taken as a whole and that is either from fire, explosion, flood or other calamity, whether or not covered by insurance, or from any labor disturbance or dispute or any action, order or decree of any court or arbitrator or governmental or regulatory authority, except in each case as otherwise disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

No Material Adverse Change of ESH REIT. Since the date of the most recent financial statements of ESH REIT included or incorporated by reference in the Registration Statement, the Pricing Disclosure Package and the Prospectus, (i) there has not been any change in the capital stock (other than (x) the issuance of shares of Stock upon exercise of stock options and warrants or settlement of awards described as outstanding in, and the grant of options and awards under existing equity incentive plans described in, the Registration Statement, the Pricing Disclosure Package and the Prospectus and (y) the repurchase of shares in accordance with the Corporation’s and ESH REIT’s combined share repurchase program as described in the Pricing Disclosure Package and the Prospectus, including the Concurrent Share Repurchase), total debt of ESH REIT or any of its subsidiaries, or any dividend or distribution of any kind declared, set aside for payment, paid or made by ESH REIT on any class of capital stockstock (other than as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus), or any material adverse change, or any development involving a prospective material adverse change, in or affecting the business, properties, management, financial position, stockholders’ equity, results of operations or prospects of ESH REIT and its subsidiaries taken as a whole; (ii) there has not been any transaction material to ESH REIT and its subsidiaries, taken as a whole, entered into or any such transaction that is probable of being entered into by ESH REIT and any of its subsidiaries, other than transactions in the ordinary course of business; (iii) neither ESH REIT nor any of its subsidiaries has sustained any loss or interference with its business that is material to ESH REIT and its subsidiaries taken as a whole and that is either from fire, explosion, flood or other calamity, whether or not covered by insurance, or from any labor disturbance or dispute or any action, order or decree of any court or arbitrator or governmental or regulatory authority, except in each case as otherwise disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus.