FORM OF PROPERTY ACQUISITION/DISPOSITION AGREEMENTProperty Acquisition/Disposition Agreement • January 27th, 2005 • Orange Hospitality, INC • Hotels & motels • New Jersey
THIS AGREEMENT is made and entered into as of the , 2004, by and between ORANGE HOSPITALITY, INC., a Maryland corporation (hereinafter referred to as the “Company”), and ORANGE REALTY GROUP, LLC, a New Jersey limited liability company (hereinafter referred to as the “Advisor”).
Common Shares ORANGE HOSPITALITY, INC. SELECTED DEALER AGREEMENTSelected Dealer Agreement • January 27th, 2005 • Orange Hospitality, INC • Hotels & motels
Bergen Capital Incorporated (“Bergen”), Maxim Group LLC (“Maxim”) and McGinn Smith & Company, Inc. (“McGinn” and together with Bergen and Maxim, the “Managing Dealers”) have agreed to use their best efforts to sell shares of common stock, $0.01 par value (the “Shares”), in Orange Hospitality, Inc., a Maryland corporation (the “Company”), in a public offering (the “Offering”) for a minimum of 842,106 Shares and up to a maximum of 33,375,439 Shares, in each case as described in the enclosed prospectus (the “Prospectus”). The Shares are being offered by the Managing Agents, with Maxim acting as lead agent, on a “best efforts” basis pursuant to an amended and restated agency agreement (the “Agency Agreement”) between the Managing Agents and the Company. This Selected Dealer Agreement shall be effective when the registration statement relating to the Shares (and including the Prospectus) (the “Registration Statement”) filed by the Company under the Securities Act of 1933, as amended (the “A
