Exhibit 10.5
December 22, 1999
Apple Suites, Inc.
000 Xxxx Xxxx Xxxxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Xx. Xxxxx X. Xxxxxx
Re: Closing of Buyer's Purchase of Jackson, Mississippi Homewood
Suites' Hotel pursuant to Agreement of Sale dated as of
November 22, 1999 by and between the undersigned and you (the
"Purchase Agreement"; capitalized terms not otherwise defined
herein shall have the meanings ascribed to such terms in the
Purchase Agreement)
Gentlemen:
Each of the undersigned and you hereby agree that (i) the
Management Agreement of even date herewith, or any other Management Agreements
hereafter entered into pursuant to the Purchase Agreement, in each case between
Promus and Lessee, shall not be interpreted to require any proceeds of financing
or refinancing of the respective Property to be included in the "Gross Revenues"
of such Property for purposes of deposits into the Reserve Fund, or amounts that
may be spent by Manager for capital expenditures in the event of disputes
regarding Capital Budgets, pursuant to such Management Agreements, and (ii) the
Purchase Agreement is hereby amended so to provide. All capitalized terms used
in the foregoing sentence and not otherwise defined herein are used therein as
defined in such Management Agreements.
Except as expressly provided herein, the Purchase Agreement
shall continue in full force and effect among the parties hereto.
Please indicate your agreement to the foregoing by signing in
the space provided below.
Very truly yours,
HAMPTON INNS, INC. , successor-by-
merger to Homewood Suites Equity
Development Corp.
By /s/ Xxxxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxxxx X. Xxxxxxxxx
Title: Vice President
PROMUS HOTELS FLORIDA, INC.
By /s/ W. Xxxxxx Xxxxxxxxx
-------------------------------------
Name: W. Xxxxxx Xxxxxxxxx
Title: Vice President and Assistant Treasurer
PROMUS HOTELS, INC.
By /s/ Xxxxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxxxx X. Xxxxxxxxx
Title: Vice President
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Accepted and agreed to this ______
day of December, 1999.
APPLE SUITES, INC.,
a Virginia corporation
By: /s/ Xxxxx X. Xxxxxx
---------------------------------
Name: Xxxxx X. Xxxxxx
Title: President
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