CONSENT AND SETTLEMENT AGREEMENTConsent and Settlement Agreement • May 10th, 2011 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
This Consent and Settlement Agreement (“Agreement”) is effective as of March 10, 2011 (the “Effective Date”), and is entered into by and between Ashford Hospitality Finance, L.P. (together with any and all of its affiliates and subsidiaries, collectively, “Ashford”) and Wells Fargo Bank, N.A., as successor by merger to Wachovia Bank, National Association (together with any and all of its affiliates and subsidiaries, collectively, “Wells”). Ashford and Wells are each a “Party” and collectively “the Parties.”
LIMITED LIABILITY COMPANY AGREEMENT OF PIM HIGHLAND HOLDING LLC (a Delaware Limited Liability Company) as of March 10, 2011Limited Liability Company Agreement • May 10th, 2011 • Ashford Hospitality Trust Inc • Real estate investment trusts • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT of PIM HIGHLAND HOLDING LLC, a Delaware limited liability company (the “Company”), is made and entered into to be effective for all purposes as of March 10, 2011, by and between PRISA III Investments, LLC, a Delaware limited liability company (“PRISA III”), and Ashford Hospitality Limited Partnership, a Delaware limited partnership (“Ashford”), whose signatures appear below as Members of the Company and each Person admitted as a Member of the Company after the date hereof pursuant to the provisions of this Agreement. All capitalized terms used in this Agreement which are not otherwise defined have the meanings set forth in Article I.
INDEMNITY AGREEMENTIndemnity Agreement • May 10th, 2011 • Ashford Hospitality Trust Inc • Real estate investment trusts • Texas
THIS INDEMNITY AGREEMENT (this “Agreement”) is executed as of March 10, 2011, by REMINGTON LODGING & HOSPITALITY, LLC, a Delaware limited liability company (“Indemnitor”), for the benefit of ASHFORD HOSPITALITY LIMITED PARTNERSHIP (“Ashford”).
