AGREEMENT OF LIMITED PARTNERSHIP OF EHP OPERATING PARTNERSHIP, L.P.Eagle Hospitality Properties Trust, Inc. • July 27th, 2004 • Real estate investment trusts • Maryland
THIS AGREEMENT OF LIMITED PARTNERSHIP OF EHP OPERATING PARTNERSHIP, L.P., dated as of , 2004 (the “Agreement”), is entered into by and among Eagle Hospitality Properties Trust, Inc., a Maryland corporation, as the General Partner, and the Persons whose names are set forth on Exhibit A hereto, as the Limited Partners.
14,583,333 Shares Common Stock ($.01 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts • New York
The undersigned, Eagle Hospitality Properties Trust, Inc., a Maryland real estate investment trust that intends to qualify as a real estate investment trust (“REIT”) for federal income tax purposes (the “Company”), and EHP Operating Partnership, L.P., a Maryland limited partnership (the “Operating Partnership”), hereby address you as the representatives (the “Representatives”) of each of the persons, firms and corporations listed on Schedule I hereto (collectively, the “Underwriters”) and hereby confirm their agreement with the several Underwriters as follows:
EAGLE HOSPITALITY PROPERTIES TRUST, INC. EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts • Kentucky
THIS AGREEMENT is made effective as of the day of , 2004, by and between EAGLE HOSPITALITY PROPERTIES TRUST, INC., a real estate investment trust formed under the laws of the state of Maryland (referred to hereinafter as the “REIT” or the “Company”), and Thomas A. Frederick (“Employee”).
FORM OF MANAGEMENT AGREEMENT HOTEL MANAGEMENT AGREEMENT BETWEEN a Maryland corporation (“Owner”) and COMMONWEALTH HOTELS, INC., a Kentucky corporation (“Management Company”) dated effectiveManagement Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts
This Management Agreement (“Agreement”) is made effective as of the day of , 200 (“Effective Date”) by and between , a Maryland corporation, with its principal place of business at 100 East Rivercenter Boulevard, Suite 480, Covington, Kentucky 41011 (“Owner”) and COMMONWEALTH HOTELS, INC., a Kentucky corporation, with its principal place of business at 50 E. Rivercenter Blvd., Suite 600, Covington, Kentucky 41011 (“Management Company”).
NON-COMPETITION AND RIGHT OF FIRST REFUSAL AGREEMENTNon-Competition and Right of First Refusal Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts • Kentucky
THIS AGREEMENT (the “Agreement”) is entered as of the day of , 2004 by and among EHP Operating Partnership, L.P., a Maryland limited partnership (the “Partnership”), Eagle Hospitality Properties Trust, Inc., a Maryland corporation (the “Company” or the “REIT”), Commonwealth Hotels, Inc., a Kentucky corporation (“Commonwealth”), William P. Butler and Daniel T. Fay.
STRATEGIC ALLIANCE AGREEMENTStrategic Alliance Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts • Kentucky
THIS AGREEMENT (the “Agreement”) is entered as of the day of , 2004 by and among EHP Operating Partnership, L.P., a Maryland limited partnership (the “Partnership”), Eagle Hospitality Properties Trust, Inc., a Maryland corporation (the “REIT”), Corporex Companies, Inc., a Kentucky corporation (“Corporex”), and William P. Butler.
NOMINATION RIGHTS AGREEMENTNomination Rights Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts • Kentucky
THIS AGREEMENT (the “Agreement”) is entered as of the day of , 2004 by and among Eagle Hospitality Properties Trust, Inc., a Maryland corporation (the “REIT”), and Corporex Companies, Inc., a Kentucky corporation (“Corporex”).
EAGLE HOSPITALITY PROPERTIES TRUST, INC. EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts • Kentucky
THIS AGREEMENT is made effective as of the day of , 2004 by and between EAGLE HOSPITALITY PROPERTIES TRUST, INC., a real estate investment trust formed under the laws of the state of Maryland (referred to hereinafter as the “REIT’), and J. William Blackham (“Employee”).
LEASE AGREEMENT DATED AS OFLease Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts
THIS LEASE AGREEMENT (hereinafter called “Lease”), made as of the day of , 2004, by and between , a limited liability company (hereinafter called (“Lessor”), and , a Maryland corporation (hereinafter called “Lessee”), provides as follows.
SUBSCRIPTION AGREEMENT Dated May 5, 2004Subscription Agreement • July 27th, 2004 • Eagle Hospitality Properties Trust, Inc. • Real estate investment trusts
As a material inducement to enter into and consummate the transactions described in a registration statement on Form S-11, to be filed with the Securities and Exchange Commission by Eagle Hospitality Properties Trust, Inc. (the “REIT”) on or after May 6, 2004 (a draft of which has been reviewed by the parties), the REIT hereby agrees to issue to Corporex Companies, Inc. (“Corporex”), and Corporex hereby agrees to subscribe for, 208,332 shares of the $0.01 par value Common Stock (the “Shares”) of the REIT, a corporation organized and existing under the laws of the State of Maryland. The issuance of such Shares shall occur on or about the date of the closing of the offering contemplated by the registration statement (the “Offering”), or on such other date as mutually agreed upon by the parties.
