FORM OF UNDERWRITING AGREEMENT HERSHA HOSPITALITY TRUST (a Maryland real estate investment trust) [ ] Priority Class A Common Shares ($0.01 Par Value)Underwriting Agreement • October 14th, 2003 • Hersha Hospitality Trust • Real estate investment trusts • New York
Hersha Hospitality Trust, a Maryland real estate investment trust (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representative(s), an aggregate of [ ] shares (the “Firm Shares”) of Priority Class A common shares, $ 0.01 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional [ ] shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below.
