TERMINATION AND RELEASE AGREEMENTTermination and Release Agreement • October 3rd, 2007 • Key Hospitality Acquisition CORP • Blank checks • Delaware
THIS TERMINATION AND RELEASE AGREEMENT (the “Agreement”) is entered into as of October 2, 2007 by and among KEY HOSPITALITY ACQUISITION CORPORATION, a Delaware corporation (“Key”), CAY CLUBS, INC., a Delaware corporation and a wholly owned subsidiary of Key (“Parent”), KEY MERGER SUB LLC, a Florida limited liability company and a wholly owned subsidiary of Parent (“Key Merger Sub”), KEY MERGER SUB INC., a Delaware corporation and a wholly owned subsidiary of Parent (“New Key Merger Sub” and, together with Key Merger Sub, the “Merger Subs” and each a “Merger Sub”), CAY CLUBS LLC, a Florida limited liability company (the “Company”), and each of the persons listed under the caption “Members” on the signature page hereof, such persons being all of the members of the Company (collectively, the “Members”). Key, Parent, Merger Subs, the Company and Members, hereinafter collectively referred to as, the “Parties”.
