0001104659-03-026266 Sample Contracts

AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 13th, 2003 • La Quinta Properties Inc • Hotels & motels • New York

This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is dated as of November 12, 2003 and entered into by and among LA QUINTA PROPERTIES, INC. (formerly known as Meditrust Corporation), a Delaware corporation, as borrower (“Borrower”), LA QUINTA CORPORATION (formerly known as Meditrust Operating Company), a Delaware corporation, as a guarantor (“Holdings”), THE FINANCIAL INSTITUTIONS LISTED ON THE SIGNATURE PAGES HEREOF (each individually referred to herein as a “Lender” and collectively as “Lenders”), CANADIAN IMPERIAL BANK OF COMMERCE, acting through one or more of its agencies, branches or affiliates (“CIBC”), as administrative agent for Lenders (in such capacity, “Administrative Agent”), Fleet Securities Inc., acting through one or more of its branches or affiliates (“Fleet”), as syndication agent (in such capacity, “Syndication Agent”), and Credit Lyonnais New York Branch, as documentation agent (in such capacity, “Documentation Agent”).

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AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT
Pledge and Security Agreement • November 13th, 2003 • La Quinta Properties Inc • Hotels & motels • New York

This AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is dated as of November 12, 2003 and entered into by and among La Quinta Properties, Inc., a Delaware corporation (“Borrower”), La Quinta Corporation, a Delaware corporation (“Holdings”), each of THE UNDERSIGNED DIRECT AND INDIRECT SUBSIDIARIES of Borrower and Holdings (each of such undersigned Subsidiaries being a “Subsidiary Grantor” and collectively “Subsidiary Grantors”) and each ADDITIONAL GRANTOR that may become a party hereto after the date hereof in accordance with Section 18 hereof (Borrower, Holdings, each Subsidiary Grantor, and each Additional Grantor being a “Grantor” and collectively the “Grantors”) and Canadian Imperial Bank of Commerce, as collateral agent for and representative of Lenders (in such capacity herein called “Collateral Agent”) the Lenders (as hereinafter defined) party to the Credit Agreement referred to below, any Hedge Exchangers (as hereinafter defined) and any holders of the Sen

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