DIAMONDROCK HOSPITALITY COMPANY (a Maryland corporation) 16,100,000 Shares of Common Stock PURCHASE AGREEMENTPurchase Agreement • March 23rd, 2006 • DiamondRock Hospitality Co • Real estate investment trusts • New York
DiamondRock Hospitality Company, a Maryland corporation (the "Company") and DiamondRock Hospitality Limited Partnership, a Delaware limited partnership (the "Partnership") confirm their respective agreements with Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch"), Friedman, Billings, Ramsey & Co., Inc. ("FBR"), Wachovia Capital Markets, LLC ("Wachovia") and each of the other Underwriters named in Schedule A hereto (collectively, the "Underwriters," which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, FBR and Wachovia are acting as representatives (in such capacity, the "Representatives"), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 14,000,000 shares of common stock, par value $0.01 per share, of the Company ("Common Stock") and (ii) the grant by the Company to the Underwriters, acting severally and
