Standard Contracts
ASHFORD INC. and COMPUTERSHARE TRUST COMPANY, N.A. (Rights Agent) Rights Agreement Dated as of August 8, 2018Rights Agreement • August 8th, 2018 • Ashford Inc. • Services-management consulting services • New York
This Rights Agreement (this “Agreement”) dated as of August 8, 2018 is between Ashford Inc. (formerly known as Ashford Holding Corp.), a Maryland corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Rights Agent”).
MASTER PROJECT MANAGEMENT AGREEMENT by and among ASHFORD TRS CORPORATION a Delaware corporation and RI MANCHESTER TENANT CORPORATION a Delaware corporation and CY MANCHESTER TENANT CORPORATION a Delaware corporation and PROJECT MANAGEMENT, LLC a...Master Project Management Agreement • August 8th, 2018 • Ashford Inc. • Services-management consulting services • Texas
THIS MASTER PROJECT MANAGEMENT AGREEMENT is made and entered into on this 8th day of August, 2018, by and among ASHFORD TRS CORPORATION, a Delaware corporation, RI MANCHESTER TENANT CORPORATION, a Delaware corporation, and CY MANCHESTER TENANT CORPORATION, a Delaware corporation (together with any taxable REIT subsidiaries of the Partnership hereafter existing, hereinafter referred to as “Lessee”), PROJECT MANAGEMENT LLC, a Maryland limited liability company (hereinafter referred to as “Manager”), Ashford Hospitality Limited Partnership, a Delaware limited partnership (“Partnership”) and for the limited purposes of Article VIII herein, the Landlords (defined below).
MUTUAL EXCLUSIVITY AGREEMENTMutual Exclusivity Agreement • August 8th, 2018 • Ashford Inc. • Services-management consulting services • Maryland
THIS MUTUAL EXCLUSIVITY AGREEMENT (this “Agreement”) is entered as of the 8th day of August, 2018 by and among ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a Delaware limited partnership (the “Partnership”), ASHFORD HOSPITALITY TRUST, INC., a Maryland corporation (the “REIT”), and PROJECT MANAGEMENT LLC, a Maryland limited liability company (“Manager”).
ASHFORD INC. AMENDED AND RESTATED MUTUAL EXCLUSIVITY AGREEMENTMutual Exclusivity Agreement • August 8th, 2018 • Ashford Inc. • Services-management consulting services • Texas
THIS ASHFORD INC. AMENDED AND RESTATED MUTUAL EXCLUSIVITY AGREEMENT (this “Agreement”) is entered as of the 8th day of August, 2018 by and among ASHFORD HOSPITALITY ADVISORS LLC, a Delaware limited liability corporation (“Ashford LLC”), ASHFORD INC., a Maryland corporation (“Ashford Inc.”), and REMINGTON LODGING & HOSPITALITY, LLC, a Delaware limited liability company (“Manager”), and is consented and agreed to by MONTY J. BENNETT as a Remington Affiliate.
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • August 8th, 2018 • Ashford Inc. • Services-management consulting services • Maryland
INVESTOR RIGHTS AGREEMENT (this “Agreement”) is entered into as of August 8, 2018, by and among Ashford Holding Corp., a Maryland corporation (the “Company”), Archie Bennett, Jr., Monty J. Bennett, MJB Investments, LP (each a “Remington Holder” and collectively, the “Remington Holders”), Mark A. Sharkey (“Sharkey”), and any other Persons that become parties to this Agreement by joinder as provided in this Agreement. Capitalized terms used in this Agreement and not otherwise defined have the meanings given such terms in Article 1 or in the applicable Section cross-referenced in Article 1.
MERGER AND REGISTRATION RIGHTS AGREEMENT Dated as of August 8, 2018 By and among ASHFORD INC., ASHFORD HOLDING CORP. and ASHFORD MERGER SUB INC. and, solely for purposes of Article V hereof, ARCHIE BENNETT, JR., MJB INVESTMENTS, LP and MARK A. SHARKEYMerger Agreement • August 8th, 2018 • Ashford Inc. • Services-management consulting services • Maryland
MERGER AND REGISTRATION RIGHTS AGREEMENT dated as of August 8, 2018 (this “Agreement”), by and among Ashford Inc., a Maryland corporation (“AINC”), Ashford Holding Corp., a Maryland corporation (“New Holdco”), and Ashford Merger Sub Inc., a Maryland corporation (“Merger Sub” and, together with AINC and New Holdco, the “Merger Parties”), and, solely for the purposes of Article V hereof, Archie Bennett, Jr., MJB Investments, LP and Mark A. Sharkey (collectively, the “Investors”).
