UNDERWRITING AGREEMENTUnderwriting Agreement • March 7th, 2017 • Ashford Hospitality Prime, Inc. • Real estate investment trusts • New York
THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ASHFORD HOSPITALITY PRIME LIMITED PARTNERSHIP Dated: March 7, 2017Limited Partnership Agreement • March 7th, 2017 • Ashford Hospitality Prime, Inc. • Real estate investment trusts • Delaware
WHEREAS, Ashford Hospitality Prime Limited Partnership (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware by the filing of a Certificate of Limited Partnership with the Secretary of State of Delaware on April 5, 2013;
ASHFORD HOSPITALITY PRIME, INC. (a Maryland corporation) 5,750,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 7th, 2017 • Ashford Hospitality Prime, Inc. • Real estate investment trusts • New York
Ashford Hospitality Prime, Inc., a Maryland corporation (the “Company”), Ashford Hospitality Prime Limited Partnership, a Delaware limited partnership and the Company’s operating partnership (the “Operating Partnership”), and Ashford Hospitality Advisors LLC, a Delaware limited liability company (the “Advisor”), confirm their respective agreements with UBS Securities LLC (“UBS”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) and each of the 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 UBS and Morgan Stanley 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 the respective numbers of shares of Common Stock, par value $0.01 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) t
