COMBINATION AGREEMENTCombination Agreement • June 3rd, 2019 • Ashford Inc. • Services-management consulting services • Maryland
THIS COMBINATION AGREEMENT (this “Agreement”), dated as of May 31, 2019, is entered into among Archie Bennett, Jr. and Monty J. Bennett (collectively, the “Bennetts”); Remington Holdings, L.P., a Delaware limited partnership (“Remington”); Remington Holdings GP, LLC, a Delaware limited liability company and the general partner of Remington (the “General Partner”); MJB Investments, LP (“MJB Investments”); Ashford Inc., a Maryland corporation (“AINC”); solely for the purpose of conveying his Marietta Class B Interests and for purposes of Article VII, James L. Cowen (“Cowen”); solely for the purpose of conveying his Marietta Class B Interests and for purposes of Article VII, Jeremy J. Welter (“Welter”); Ashford Nevada Holding Corp., a Nevada corporation and wholly owned Subsidiary of AINC (“New Holdco”); and Ashford Merger Sub Inc., a Maryland corporation and wholly owned Subsidiary of New Holdco (“Merger Sub”). Capitalized terms used in this Agreement have the meanings given such terms i
