EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 2008 • Ashford Hospitality Trust Inc • Real estate investment trusts • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of March 21, 2008, effective as of January 1, 2008 (the “Effective Date”), is between ASHFORD HOSPITALITY TRUST, INC., a corporation organized under the laws of the State of Maryland and having its principal place of business at Dallas, Texas (hereinafter, the “REIT”), ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a limited partnership organized under the laws of the State of Delaware and having its principal place of business at Dallas, Texas (the “Operating Partnership”), and MARK NUNNELEY, an individual residing in Dallas, Texas (the “Executive”).
ASHFORD HOSPITALITY TRUST, INC. AMENDED AND RESTATED 2003 STOCK INCENTIVE PLAN LTIP UNIT AWARD AGREEMENTLtip Unit Award Agreement • March 27th, 2008 • Ashford Hospitality Trust Inc • Real estate investment trusts • Maryland
common units of the Partnership (“Common Units”) and the potential redemption of such Common Units for shares of common stock in the Company (“Shares”), has such knowledge, sophistication and experience in financial and business matters and in making investment decisions of this type that the Grantee (I) is capable of evaluating the merits and risks of an investment in the Partnership and potential investment in the Company and of making an informed investment decision, (II) is capable of protecting his or her own interest or has engaged representatives or advisors to assist him or her in protecting his or her its interests, and (III) is capable of bearing the economic risk of such investment.
NON-COMPETE/SERVICES AGREEMENTNon-Compete/Services Agreement • March 27th, 2008 • Ashford Hospitality Trust Inc • Real estate investment trusts • Texas
THIS NON-COMPETE/SERVICES AGREEMENT (the “Agreement”), dated March 21, 2008, effective as of January 1, 2008, is between ASHFORD HOSPITALITY TRUST, INC., a corporation organized under the laws of the State of Maryland and having its principal place of business at Dallas, Texas (hereinafter, the “REIT”), ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a limited partnership organized under the laws of the State of Delaware and having its principal place of business at Dallas, Texas (the Operating Partnership”), and ARCHIE BENNETT, JR., an individual residing in Dallas, Texas (the “Director”).
ASHFORD HOSPITALITY TRUST, INC. AMENDED AND RESTATED 2003 STOCK INCENTIVE PLAN LTIP UNIT AWARD AGREEMENTLtip Unit Award Agreement • March 27th, 2008 • Ashford Hospitality Trust Inc • Real estate investment trusts • Maryland
common units of the Partnership (“Common Units”) and the potential redemption of such Common Units for shares of common stock in the Company (“Shares”), has such knowledge, sophistication and experience in financial and business matters and in making investment decisions of this type that the Grantee (I) is capable of evaluating the merits and risks of an investment in the Partnership and potential investment in the Company and of making an informed investment decision, (II) is capable of protecting his or her own interest or has engaged representatives or advisors to assist him or her in protecting his or her its interests, and (III) is capable of bearing the economic risk of such investment.
AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ASHFORD HOSPITALITY LIMITED PARTNERSHIPAshford Hospitality Trust Inc • March 27th, 2008 • Real estate investment trusts • Delaware
This Amendment No. 3 to Third Amended and Restated Agreement of Limited Partnership of Ashford Hospitality Limited Partnership (this “Amendment”) is made as of the date first set forth above by Ashford OP General Partner, LLC, a Delaware limited liability company, as general partner (the “General Partner”) of Ashford Hospitality Limited Partnership, a Delaware limited partnership (the “Partnership”), pursuant to the authority granted to the General Partner in the Third Amended and Restated Agreement of Limited Partnership of Ashford Hospitality Limited Partnership, dated as of May 7, 2007, as amended by Amendment No. 1 to the Third Amended and Restated Agreement of Limited Partnership of Ashford Hospitality Limited Partnership, dated as of July 18, 2007, and Amendment No. 2 to the Third Amended and Restated Agreement of Limited Partnership, dated as of February 6, 2008 (as so amended, the “Partnership Agreement”), for the purpose of issuing additional Partnership Units in the form of L
ASHFORD HOSPITALITY TRUST, INC. AMENDED AND RESTATED 2003 STOCK INCENTIVE PLAN LTIP UNIT AWARD AGREEMENT2003 Stock Incentive Plan Ltip Unit Award Agreement • March 27th, 2008 • Ashford Hospitality Trust Inc • Real estate investment trusts
common units of the Partnership (“Common Units”) and the potential redemption of such Common Units for shares of common stock in the Company (“Shares”), has such knowledge, sophistication and experience in financial and business matters and in making investment decisions of this type that the Grantee (I) is capable of evaluating the merits and risks of an investment in the Partnership and potential investment in the Company and of making an informed investment decision, (II) is capable of protecting his or her own interest or has engaged representatives or advisors to assist him or her in protecting his or her its interests, and (III) is capable of bearing the economic risk of such investment.
EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 2008 • Ashford Hospitality Trust Inc • Real estate investment trusts • Texas
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of March 21, 2008, effective as of January 1, 2008 (the “Effective Date”), is between ASHFORD HOSPITALITY TRUST, INC., a corporation organized under the laws of the State of Maryland and having its principal place of business at Dallas, Texas (hereinafter, the “REIT”), ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a limited partnership organized under the laws of the State of Delaware and having its principal place of business at Dallas, Texas (the “Operating Partnership”), and DAVID KIMICHIK, an individual residing in Dallas, Texas (the “Executive”).
