OFFER TO PURCHASE FOR CASH 450 OUTSTANDING UNITS OF LIMITED PARTNERSHIP INTEREST OF MARRIOTT HOTEL PROPERTIES LIMITED PARTNERSHIP AT $80,000 NET PER UNIT BY MHP ACQUISITION CORP. A WHOLLY OWNED DIRECT SUBSIDIARY OF HOST MARRIOTT CORPORATION...Host Marriott Corp/Md • November 19th, 1996 • Retail-eating places
3. Agreements to Sell and Purchase. On the basis of the ------------------------------- representations and warranties contained in this Agreement, and subject to its terms and conditions, the Company agrees to issue and sell to each of the U.S....Underwriting Agreement • March 26th, 1996 • Host Marriott Corp/Md • Retail-eating places • New York
EXHIBIT 4.2 ----------- AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • November 20th, 1998 • Host Marriott Corp/Md • Hotels & motels • Delaware
Exhibit 99.6 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the ''Agreement'') is made and entered into as of December 28, 1995, by and between Host Marriott Corporation (''HM Corporate'') and Host Marriott Services...Assignment and Assumption Agreement • January 16th, 1996 • Host Marriott Corp/Md • Retail-eating places • Maryland
NAME OF ISSUER] as issuer ------------------------- FORM OF INDENTURE Dated as of _________, 199_ ------------------------------ [NAME OF TRUSTEE] as TrusteeHost Marriott Corp/Md • June 15th, 1998 • Hotels & motels • New York
RECITALSStock Purchase Agreement • July 7th, 1997 • Host Marriott Corp/Md • Hotels & motels • Maryland
ARTICLE 2 TRUST INDENTURE ACTGuarantee Agreement • January 16th, 1997 • Host Marriott Corp/Md • Retail-eating places • New York
toHost Marriott Corp/Md • January 16th, 1997 • Retail-eating places • New York
amongCredit Agreement • March 27th, 1998 • Host Marriott Corp/Md • Hotels & motels
EXHIBIT 4.3 ----------- AMENDMENT NO. 3 TO RIGHTS AGREEMENTRights Agreement • December 10th, 1998 • Host Marriott Corp/Md • Hotels & motels • Delaware
AMONGTrust Agreement • January 16th, 1997 • Host Marriott Corp/Md • Retail-eating places
RECITALSHost Marriott Corp/Md • December 11th, 1998 • Hotels & motels • New York
Exhibit 4.1 AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 11th, 1998 • Host Marriott Corp/Md • Hotels & motels • New York
9,000,000 6 3/4% Convertible Quarterly Income Preferred Securities ("QUIPS/SM//*/") (Liquidation Amount $50 Per Preferred Security)Host Marriott Corp/Md • January 16th, 1997 • Retail-eating places • New York
The Offer to Purchase and the Letter of Transmittal contain important information which should be read carefully before any decision is made with respect to the Offer. As an update to our previous disclosure, the holder of a .5 Unit, who is an officer...Host Marriott Corp/Md • December 23rd, 1996 • Retail-eating places
PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS Dated as of June 30, 1997Purchase and Sale Agreement and Joint Escrow Instructions • September 2nd, 1997 • Host Marriott Corp/Md • Hotels & motels • California
Exhibit 4.2 IRREVOCABLE TRUST AGREEMENT --------------------------- Irrevocable Trust Agreement, dated as of December 21, 1995 (the "Agreement"), between Host Marriott Corporation (the "Company") and The First National Bank of Chicago, a banking...Irrevocable Trust Agreement • January 16th, 1996 • Host Marriott Corp/Md • Retail-eating places • New York
Section 1. Capitalized Terms. All capitalized terms used herein, and ----------------- not defined herein, shall have the meanings ascribed to them in the Warrant Agreement.First Supplemental Warrant Agreement • January 16th, 1996 • Host Marriott Corp/Md • Retail-eating places
BetweenSale - Purchase Agreement • January 10th, 1996 • Host Marriott Corp/Md • Retail-eating places • New York
Exhibit 99.4 EMPLOYEE BENEFITS & OTHER EMPLOYMENT MATTERS ALLOCATION AGREEMENT BETWEEN HOST MARRIOTT CORPORATION AND HOST MARRIOTT SERVICES CORPORATIONHost Marriott Corp/Md • January 16th, 1996 • Retail-eating places • Maryland
BETWEEN --------Transitional Corporate Services Agreement • January 16th, 1996 • Host Marriott Corp/Md • Retail-eating places • Maryland
AMENDMENT NO. 2 TO REVOLVING CREDIT LINE AND GUARANTEE REIMBURSEMENT AGREEMENTHost Marriott Corp/Md • March 27th, 1998 • Hotels & motels • Maryland
MARRIOTT HOTEL PROPERTIES LIMITED PARTNERSHIP____________________________________________________________ DEPARTMENT 924.25 301/380-2070 10400 FERNWOOD ROAD BETHESDA, MARYLAND 20817 November 19, 1996 Re: Tender Offer for Units of Marriott Hotel...Host Marriott Corp/Md • November 19th, 1996 • Retail-eating places
Exhibit 99.3 AMENDMENT TO THE NON-COMPETITION AGREEMENT BETWEEN -------------------------------------------------- MARRIOTT INTERNATIONAL, INC. AND HOST MARRIOTT CORPORATION ---------------------------------------------------------- Marriott...Non-Competition Agreement • January 16th, 1996 • Host Marriott Corp/Md • Retail-eating places
EXHIBIT 2 PURCHASE AGREEMENT AMONG 1028796 ONTARIO LIMITED AND MARRIOTT CORPORATION OF CANADA, LTD., AS SELLERS, AND HMC TORONTO EC, INC. AS PURCHASERExhibit 2 Purchase Agreement • November 20th, 1995 • Host Marriott Corp/Md • Retail-eating places • Ontario
Exhibit 99.5 TAX SHARING AGREEMENTSharing Agreement • January 16th, 1996 • Host Marriott Corp/Md • Retail-eating places • Maryland
Exhibit 2.2 AMENDMENT NO. 1 DATED AS OF DECEMBER 29, 1995 TO DISTRIBUTION AGREEMENT DATED AS OF SEPTEMBER 15, 1993 BETWEEN HOST MARRIOTT CORPORATION AND MARRIOTT INTERNATIONAL, INC. Host Marriott Corporation (f/k/a Marriott Corporation, "Host...Non-Competition Agreement • January 16th, 1996 • Host Marriott Corp/Md • Retail-eating places
