Exhibit 4.1 AMENDMENT NO. 1 TO RIGHTS AGREEMENT This AMENDMENT NO. 1 TO THE RIGHTS AGREEMENT (the "Amendment") is made this 25 day of June, 1999 by and between CRESTLINE CAPITAL CORPORATION, a Maryland corporation (the "Company") and THE BANK OF NEW...Rights Agreement • July 15th, 1999 • Crestline Capital Corp • Hotels & motels
RECITALS:Operating Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels
ii - 1.42 Hotel Mortgage.................................................. 7 1.43 Hotel Mortgagee................................................. 7 1.44 Immediate Family................................................ 7 1.45...Lease Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 20th, 2001 • Crestline Capital Corp • Hotels & motels • Maryland
EXHIBIT 10.1 LEASE AGREEMENT DATED AS OF _____________, 199___ BY AND BETWEENLease Agreement • November 20th, 1998 • Crestline Capital Corp • Hotels & motels
RECITALSIndemnity Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels
pursuant to the terms of any such plan to the extent, and only to the extent, of such shares so held. Notwithstanding the foregoing, no Person shall become an "Acquiring Person" as the result of an acquisition of shares of Common Stock by the Company...Rights Agreement • December 17th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
RESIDENCE INNManagement Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels
Accountants Section 13.7 Additional Personalty Article 1(c) Agreement Introduction Amended Agreement Section 14.7 Apportionment Date Section 13.1 Appurtenances Article 1(a) Assignment of Management Agreement Section 9.5 Assignment of Meriden Lease...Purchase Agreement • October 1st, 2001 • Crestline Capital Corp • Hotels & motels • Maryland
ARTICLE ONE DEFINITIONSNoncompetition Agreement • December 30th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
ARTICLE I Definitions; Original Agreement Amended ---------------------------------------Purchase Agreement • October 1st, 2001 • Crestline Capital Corp • Hotels & motels
Exhibit 10.14 TAX SHARING AGREEMENT TAX SHARING AGREEMENT, dated as of December ___, 1998, among Host Marriott Corporation, a Delaware corporation, and any successor thereto ("Host Marriott"), Crestline Capital Corporation, a Maryland corporation, as...Tax Sharing Agreement • November 20th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
Exhibit 10.21 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
WHEREAS, Owner and Lessee have entered into a lease of the Hotel on __________, 1998, with a commencement date specified therein (the "Lease"), a copy of which is attached hereto as Exhibit A;] ---------Management Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels
Exhibit 10.4 "LGA" STANDARD FORM MANAGEMENT AGREEMENT (9/13/96) MANAGEMENT AGREEMENTManagement Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels
BETWEEN [HOST OWNING ENTITY] ("OWNER") ANDOperating Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
Exhibit 10.18 EMPLOYEE BENEFITS AND OTHER EMPLOYMENT MATTERS ALLOCATION AGREEMENT BETWEEN HOST MARRIOTT CORPORATION, HOST MARRIOTT, L.P. AND CRESTLINE CAPITAL CORPORATION TABLE OF CONTENTSAllocation Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
RECITALS --------Distribution Agreement • December 30th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
RECITALSAsset Management Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
Exhibit 10.20 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made this 6/th/ day of March, 2000, by Crestline Hotels & Resorts, Inc. ("CHRI"), a corporation formed under the laws of the State of Delaware and a wholly owned...Employment Agreement • March 29th, 2001 • Crestline Capital Corp • Hotels & motels • Georgia
ARTICLE I DEFINITIONSAgreement and Plan of Merger • March 28th, 2002 • Crestline Capital Corp • Hotels & motels • Maryland
ARTICLE I Definitions; Original Agreement Amended ---------------------------------------Purchase Agreement • October 1st, 2001 • Crestline Capital Corp • Hotels & motels
RECITALS --------Noncompetition Agreement • November 20th, 1998 • Crestline Capital Corp • Hotels & motels
a) "Acquiring Person" shall mean any Person (as defined herein) who or which, together with all Affiliates and Associates (as such terms are hereinafter defined) of such Person, shall be the Beneficial Owner (as defined herein) of 10% or more of the...Rights Agreement • March 28th, 2002 • Crestline Capital Corp • Hotels & motels
This TAX MATTERS AGREEMENT is being entered into as of June 21, 1997 by and among MARRIOTT INTERNATIONAL, INC., a Delaware corporation ("Seller Parent"), MARRIOTT SENIOR LIVING SERVICES, INC., a Delaware corporation ("Transferor"), HOST MARRIOTT...Matters Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
Exhibit 10.17 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is made this 23/rd/ day of June, 1999, by Crestline Capital Corporation, a corporation formed under the laws of the State of Maryland with its principal place of business...Employment Agreement • March 29th, 2001 • Crestline Capital Corp • Hotels & motels • Maryland
BETWEENAgreement and Articles of Merger • November 20th, 1998 • Crestline Capital Corp • Hotels & motels
Exhibit 10.3 AGREEMENT OF SUBLEASE --------------------- THIS AGREEMENT OF SUBLEASE ("SUBLEASE") is entered into this _____ day of ____________, 1998, but effective for all purposes as of January 1, 1999, by and between ________________, a ___________...Agreement of Sublease • November 12th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
BY AND AMONG CRESTLINE CAPITAL CORPORATION,Pooling and Security Agreement • November 20th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
AGREEMENT OF SUBLEASE --------------------- (Residence Inn)Agreement of Sublease • November 20th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
THIS POOL GUARANTEE (this "GUARANTEE") is made as of ____________________, 199_____ by Crestline Capital Corporation, a Maryland corporation ("CCC"), and _____________________, a Delaware corporation ("POOL PARENT") (individually a "GUARANTOR" and...Pool Guarantee • November 20th, 1998 • Crestline Capital Corp • Hotels & motels
FORM OF]Capital Note and Agreement • November 12th, 1998 • Crestline Capital Corp • Hotels & motels • Maryland
ARTICLE 1 AGREEMENT FOR LEASE OF EQUIPMENTE Lease Agreement • November 20th, 1998 • Crestline Capital Corp • Hotels & motels
Exhibit 10.19 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment, dated December 4, 2000, is entered into between Crestline Hotels & Resorts, Inc. ("CHRI") and David Durbin ("Mr. Durbin") for the purpose of amending the Employment Agreement between them...Employment Agreement • March 29th, 2001 • Crestline Capital Corp • Hotels & motels
