0001193125-09-042565 Sample Contracts

THIRD AMENDMENT TO CREDIT AGREEMENT Dated February 25, 2009 By and Among STRATEGIC HOTEL FUNDING, L.L.C., as Borrower, VARIOUS FINANCIAL INSTITUTIONS, as Lenders, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent
Credit Agreement • March 2nd, 2009 • Strategic Hotels & Resorts, Inc • Real estate investment trusts • New York

THIS THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of February 25, 2009 (this “Third Amendment”), by and among STRATEGIC HOTEL FUNDING, L.L.C., a Delaware limited liability company (“Borrower”), DEUTSCHE BANK TRUST COMPANY AMERICAS (“DBTCA”), as the administrative agent (in such capacity, “Administrative Agent”), and the various financial institutions as are or may become parties hereto (together with DBTCA, collectively “Lenders” and individually, a “Lender”).

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AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • March 2nd, 2009 • Strategic Hotels & Resorts, Inc • Real estate investment trusts • Delaware

This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of December 17, 2008, by and among Laurence S. Geller (the “Executive”) and Strategic Hotels & Resorts, Inc. (the “Company”).

AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT
Employment Agreement • March 2nd, 2009 • Strategic Hotels & Resorts, Inc • Real estate investment trusts • Delaware

This AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into as of December 17, 2008, by and among James E. Mead (the “Executive”) and Strategic Hotels & Resorts, Inc. a Maryland corporation (“SHRI”) and Strategic Hotel Funding, L.L.C., a Delaware limited liability company (together with SHRI, the “Company”).

MODIFICATION OF PROMISSORY NOTE, DEED OF TRUST, SECURITY AGREEMENT AND FIXTURE FILING, ASSIGNMENT OF LEASES AND OTHER LOAN DOCUMENTS
Other Loan Documents • March 2nd, 2009 • Strategic Hotels & Resorts, Inc • Real estate investment trusts • California

THIS MODIFICATION OF PROMISSORY NOTE, DEED OF TRUST, SECURITY AGREEMENT AND FIXTURE FILING, ASSIGNMENT OF LEASES AND OTHER LOAN DOCUMENTS (this “First Amendment”) is executed as of January 21, 2009 (the “Effective Date”), by SHR St. Francis, L.L.C., a Delaware limited liability company (“Borrower”), DTRS St. Francis, L.L.C., a Delaware limited liability company (“Operating Lessee”) and Metropolitan Life Insurance Company, a New York corporation ( “Lender”), with reference to the following facts and circumstances:

MODIFICATION OF PROMISSORY NOTE, MORTGAGE, SECURITY AGREEMENT AND FIXTURE FILING, ASSIGNMENT OF LEASES AND OTHER LOAN DOCUMENTS
Other Loan Documents • March 2nd, 2009 • Strategic Hotels & Resorts, Inc • Real estate investment trusts • Illinois

THIS MODIFICATION OF PROMISSORY NOTE, MORTGAGE, SECURITY AGREEMENT AND FIXTURE FILING, ASSIGNMENT OF LEASES AND OTHER LOAN DOCUMENTS (this “First Amendment”) is executed as of January 21, 2009 (the “Effective Date”), by SHC Columbus Drive, LLC, a Delaware limited liability company (“Borrower”), DTRS Columbus Drive, LLC, a Delaware limited liability company (“Operating Lessee”) and Metropolitan Life Insurance Company, a New York corporation ( “Lender”), with reference to the following facts and circumstances:

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