EXHIBIT 10.39 MANAGEMENT AGREEMENTManagement Agreement • May 15th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
EXHIBIT 10.40 PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 14th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
EXHIBIT 10.32 CANDLEWOOD HOTEL COMPANY FUND I, LLC, Borrower LOAN AGREEMENT Dated as of June 1, 1999 BOSTON CAPITAL INSTITUTIONAL ADVISORS LLC, Lender TABLE OF CONTENTSLoan Agreement • November 14th, 2002 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
EXHIBIT 10.42 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED LEASE AGREEMENT (this "First Amendment") is made and entered into as of July 21, 2003 by and between HPT CW PROPERTIES...Lease Agreement • August 14th, 2003 • Candlewood Hotel Co Inc • Hotels & motels
BY AND AMONGAsset Purchase Agreement • October 28th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Delaware
1 Exhibit 4.2 STOCKHOLDERS AGREEMENT STOCKHOLDERS AGREEMENT (this "Agreement") dated as of September 30, 1996 among Doubletree Corporation, a Delaware corporation (together with its subsidiaries, "Doubletree"), Jack P. DeBoer ("DeBoer"), an...Stockholders Agreement • October 30th, 1996 • Candlewood Hotel Co Inc • Hotels & motels • Delaware
OFLimited Liability Company Agreement • November 14th, 2002 • Candlewood Hotel Co Inc • Hotels & motels • Delaware
GUARANTYGuaranty • November 14th, 2002 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
1 Exhibit 10.1 CANDLEWOOD HOTEL COMPANY, INC. Series A Cumulative Convertible Preferred Stock STOCK PURCHASE AGREEMENT Dated as of August 27, 1997 TABLE OF CONTENTS (NOT PART OF AGREEMENT) ----------------------------------------------...Stock Purchase Agreement • October 8th, 1997 • Candlewood Hotel Co Inc • Hotels & motels
by and among CANDLEWOOD HOTEL COMPANY, INC. AND CERTAIN OF ITS AFFILIATES, as Sellers, andPurchase and Sale Agreement • October 28th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
SECOND AMENDED AND RESTATED SECURITY AGREEMENT THIS SECOND AMENDED AND RESTATED SECURITY AGREEMENT (this "Agreement") is entered into as of this 11th day of April, 2002, by and between CANDLEWOOD LEASING NO. 1, INC., a Delaware corporation (the...Security Agreement • April 26th, 2002 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
2 3 this Agreement shall mean: (i) the prospectus relating to the Common Shares in the form in which it is first filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations; (ii) if a Term Sheet is not used and no filing pursuant to...Underwriting Agreement • October 30th, 1996 • Candlewood Hotel Co Inc • Hotels & motels • California
INTERIM LOAN NO. 01-1035672 LOAN AGREEMENTLoan Agreement • March 31st, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Pennsylvania
BACKGROUNDRegistration Rights Agreement • August 10th, 1998 • Candlewood Hotel Co Inc • Hotels & motels • Delaware
WITNESSETH:Stockholders Agreement • August 10th, 1998 • Candlewood Hotel Co Inc • Hotels & motels • Delaware
1 EXHIBIT 10.1 CANDLEWOOD HOTEL COMPANY, INC. SECURITIES PURCHASE AGREEMENT Dated as of June 30, 1998 TABLE OF CONTENTS (Not Part of Agreement)Securities Purchase Agreement • August 10th, 1998 • Candlewood Hotel Co Inc • Hotels & motels • New York
HPT CW PROPERTIES TRUST, AS LANDLORD, AND CANDLEWOOD LEASING NO. 1, INC., AS TENANTLease Agreement • April 26th, 2002 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
AMENDMENT NO. 1 TO AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • November 14th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Delaware
1 EXHIBIT 10.4 CANDLEWOOD HOTEL COMPANY, L.L.C. DEVELOPMENT AGREEMENT CANDLEWOOD HOTEL COMPANY, L.L.C. DEVELOPMENT AGREEMENT TABLE OF CONTENTSDevelopment Agreement • October 30th, 1996 • Candlewood Hotel Co Inc • Hotels & motels • Kansas
HPT CW PROPERTIES TRUST, AS LANDLORD, AND CANDLEWOOD LEASING NO. 1, INC., AS TENANTLease Agreement • January 7th, 1998 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
1 EXHIBIT 10.12 FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND AGREEMENT TO LEASE AND FOURTH AMENDMENT TO LEASE AGREEMENT AND INCIDENTAL DOCUMENTS THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT AND AGREEMENT TO LEASE AND FOURTH AMENDMENT TO...Purchase and Sale Agreement • March 30th, 1999 • Candlewood Hotel Co Inc • Hotels & motels
55,000,000.00 April 12, 2002 FOR VALUE RECEIVED, CANDLEWOOD PORTFOLIO I, LLC, a Delaware limited liability company, as successor by merger to (i) Candlewood Detroit, MI-Auburn Hills, LLC, (ii) Candlewood Cary, LLC, (iii) Candlewood Ft. Worth,...Promissory Note • March 31st, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Pennsylvania
VOTING AGREEMENTVoting Agreement • November 14th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Delaware
RECITALSCredit Facility Agreement • March 28th, 1997 • Candlewood Hotel Co Inc • Hotels & motels • California
EXHIBIT 10.23 AMENDED AND RESTATED LEASE AGREEMENT Dated as of August 10, 2001 by and betweenLease Agreement • November 14th, 2001 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
1 EXHIBIT 10.26 LEASE AGREEMENT BY AND BETWEEN VANTAGE POINT PROPERTIES, INC.Lease Agreement • March 30th, 1999 • Candlewood Hotel Co Inc • Hotels & motels • Kansas
1 EXHIBIT 10.2 INDEMNIFICATION AGREEMENT SCHEDULE Each of the following Directors and Officers of Candlewood Hotel Company, Inc. (the "Company") are a party to an Indemnification Agreement with the Company:Indemnification Agreement • March 30th, 1999 • Candlewood Hotel Co Inc • Hotels & motels
1 EXHIBIT 10.4 GUARANTY AGREEMENT ------------------ THIS GUARANTY AGREEMENT (this "Agreement") is made and given as of this 14th day of May, 1998, by CANDLEWOOD HOTEL COMPANY, INC., a Delaware corporation (the "Guarantor"), for the benefit of HPT CW...Guaranty Agreement • June 9th, 1998 • Candlewood Hotel Co Inc • Hotels & motels • Maryland
EXHIBIT 10.43 THIRD AMENDED AND RESTATED GUARANTY AGREEMENT THIS THIRD AMENDED AND RESTATED GUARANTY AGREEMENT (this "Agreement") is made and given as of this 21st day of July, 2003, by CANDLEWOOD HOTEL COMPANY, INC., a Delaware corporation (the...Guaranty Agreement • August 14th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Maryland
1 Exhibit 10.4 GUARANTY AGREEMENT THIS GUARANTY AGREEMENT (this "Agreement") is made and given as of this 24th day of December, 1997, by CANDLEWOOD HOTEL COMPANY, INC., a Delaware corporation (the "Guarantor"), for the benefit of HP CW PROPERTIES...Guaranty Agreement • January 7th, 1998 • Candlewood Hotel Co Inc • Hotels & motels • Maryland
RECITALS:Security Agreement • October 30th, 1996 • Candlewood Hotel Co Inc • Hotels & motels • Texas
RECITALSTermination Agreement • October 28th, 2003 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
EXHIBIT 10.25 AMENDED AND RESTATED GUARANTY AGREEMENT THIS AMENDED AND RESTATED GUARANTY AGREEMENT (this "Agreement") is made and given as of this 10th day of August, 2001, by CANDLEWOOD HOTEL COMPANY, INC., a Delaware corporation (the "Guarantor"),...Guaranty Agreement • November 14th, 2001 • Candlewood Hotel Co Inc • Hotels & motels • Maryland
EXHIBIT 10.41 FIFTH AMENDMENT TO AGREEMENT TO LEASE THIS FIFTH AMENDMENT TO AGREEMENT TO LEASE (this "Amendment") is made and entered into as of July 21, 2003 by and between HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust...Agreement to Lease • August 14th, 2003 • Candlewood Hotel Co Inc • Hotels & motels
EXHIBIT 10.20 AMENDED AND RESTATED STOCK PLEDGE AGREEMENT THIS AMENDED AND RESTATED STOCK PLEDGE AGREEMENT (this "Agreement") is made and given as of this 10th day of August, 2001, by CANDLEWOOD HOTEL COMPANY, INC., a Delaware corporation (the...Stock Pledge Agreement • November 14th, 2001 • Candlewood Hotel Co Inc • Hotels & motels • Massachusetts
