0001140361-10-027583 Sample Contracts

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 30th, 2010 • Hersha Hospitality Trust • Real estate investment trusts • New York

This Amended and Restated Registration Rights Agreement (this “Agreement”), dated as of June 30, 2009, is by and among Real Estate Investment Group L.P., a Bermuda limited partnership (“REIG”), IRSA Inversiones y Representaciones Sociedad Anónima, a stock corporation organized under the laws of the Republic of Argentina (“IRSA”), Dolphin Fund Ltd., a Bermuda exempt company (“Dolphin Fund”), Hersha Hospitality Trust, a Maryland real estate investment trust (the “Company”), and Citibank, N.A., a national banking association organized and existing under the laws of the United States of America (“Citi”). Citi shall be a party to this Agreement for so long as the Pledge Agreement (as hereinafter defined) remains effective in accordance with its terms (provided that the provisions of Article IV shall survive for the benefit of Citi).

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