EXHIBIT 10.1
January 19, 1996
Portfolio C Investors, L.P.
3200 Texas Commerce Tower
000 Xxxx Xxxxxx
Xxxx Xxxxx, Xxxxx 00000
Re: 610,000 Shares (the "Shares") of the Common Stock, par value
$.10 per share, of La Quinta Inns Inc.
Gentlemen:
This letter will confirm our agreement regarding the purchase and
sale of the Shares.
The undersigned will sell the Shares to Portfolio C Investors, L.P.
("Investors") at a price per share in cash of $23.00. The purchase and sale
of the Shares shall occur on the earliest practicable date after the
expiration or early termination of the applicable waiting period under the
Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, or on such later date as
the parties may agree (the "Closing Date"). On the Closing Date, Investors
shall transfer the aggregate purchase price for the Shares in immediately
available or clearinghouse funds to an account or accounts specified by the
undersigned against receipt by Investors of the Shares. The delivery of the
Shares will be effected by book entry transfer thereof to the account of
Investors through the facilities of one or more brokerage firms or clearing
agencies, as specified by Investors.
The undersigned represents that it will transfer to Investors on the
Closing Date good and marketable title to the Shares, free and clear of all
liens, claims, security interests and encumbrances whatsoever.
If this letter accurately reflects our agreement with respect to the
purchase and sale of the Shares, please sign this letter in the place provided
below, at which time this letter shall become a binding agreement between
Investors and the undersigned.
Very truly yours,
THE AIRLIE GROUP L.P.
By: EBD L.P., General Partner
By: TMT-FW, Inc., General Partner
By: /s/ Xxxxxxx X. Xxxxxxx
Xxxxxxx X. Xxxxxxx, Vice President
ACCEPTED AND AGREED:
PORTFOLIO C INVESTORS, L.P.
By: Portfolio Associates, Inc., General Partner
By: /s/ X. X. Xxxxxx
X. X. Xxxxxx, Vice President
