LOAN AND SECURITY AGREEMENT (Intermediate Mezzanine Loan)Loan and Security Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
become due under or pursuant to Owner Organizational Documents, (ii) all rights of Borrower to receive proceeds of any insurance, indemnity, warranty or guaranty with respect to Owner Organizational Documents, (iii) all claims of Borrower for damages arising out of or for breach of or default under Owner Organizational Documents, and (iv) any right of Borrower to perform thereunder and to compel performance and otherwise exercise all rights and remedies thereunder; and (i) all Proceeds. The inclusion of Proceeds in the Agreement does not authorize Borrower to sell, dispose of or otherwise use the Collateral in any manner not specifically authorized hereby.
LOAN AGREEMENT Dated as of October 13, 2005 by and among ASHFORD CRYSTAL CITY LIMITED PARTNERSHIP NEW CLEAR LAKE HOTEL LIMITED PARTNERSHIP and NEW INDIANAPOLIS DOWNTOWN HOTEL LIMITED PARTNERSHIP (collectively, as Borrower) and MERRILL LYNCH MORTGAGE...Loan Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS LOAN AGREEMENT, made as of October 13, 2005, is by and between (i) MERRILL LYNCH MORTGAGE LENDING, INC., a Delaware corporation (in such capacity, and together with its successors and assigns “Lender”), and (ii) ASHFORD CRYSTAL CITY LIMITED PARTNERSHIP, NEW CLEAR LAKE HOTEL LIMITED PARTNERSHIP and NEW INDIANAPOLIS DOWNTOWN HOTEL LIMITED PARTNERSHIP, each a Delaware limited partnership (individually and collectively, as the context may require, together with each Borrower’s successors and assigns, “Borrower”).
MEZZANINE 1 GUARANTY AND INDEMNITY AGREEMENTGuaranty and Indemnity Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS MEZZANINE 1 GUARANTY AND INDEMNITY AGREEMENT (this “Guaranty”) is executed as of March 10, 2011, by ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a Delaware limited partnership (“Ashford Guarantor”), and PRISA III REIT OPERATING LP, a Delaware limited partnership (“Prudential Guarantor”; Prudential Guarantor and Ashford Guarantor, whether one or more, collectively, together with their successors and assigns, referred to as “Guarantor”), for the benefit of BRE/HH ACQUISITIONS L.L.C., a Delaware limited liability company and BARCLAYS CAPITAL REAL ESTATE FINANCE INC., a Delaware corporation (each, a “Co-Lender” and, collectively, “Lender”).
GUARANTY (Intermediate Mezzanine Loan)Guaranty • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS GUARANTY (“Guaranty”) is executed as of April 11, 2007, by ASHFORD HOSPITALITY LIMITED PARTNERSHIP and ASHFORD HOSPITALITY TRUST INC. (hereinafter collectively referred to as “Guarantor”), for the benefit of WACHOVIA BANK, NATIONAL ASSOCIATION (“Lender”).
GUARANTY OF RECOURSE OBLIGATIONSGuaranty of Recourse Obligations • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS GUARANTY OF RECOURSE OBLIGATIONS (this “Guaranty”) is executed as of November 14, 2005, by ASHFORD HOSPITALITY TRUST, INC., a Maryland corporation, having an address at 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254 (“Guarantor”), for the benefit of UBS REAL ESTATE INVESTMENTS INC., a Delaware corporation, having an address at 1285 Avenue of the Americas, 11th Floor, New York, New York 10019 (together with its successors and assigns, “Lender”).
AMENDED AND RESTATED MEZZANINE 3 LOAN AGREEMENT Dated as of March 10, 2011 Between THE ENTITIES SET FORTH ON SCHEDULE I(a) ATTACHED HERETO, collectively, as Borrower and BRE/HH ACQUISITIONS L.L.C., and BARCLAYS CAPITAL REAL ESTATE FINANCE INC. each,...Mezzanine Loan Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS AMENDED AND RESTATED MEZZANINE 3 LOAN AGREEMENT, dated as of March 10, 2011 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between BRE/HH ACQUISITIONS L.L.C., a Delaware limited liability company, having an address at c/o the Blackstone Group, 345 Park Avenue, New York, New York 10154 (“Blackstone”), and BARCLAYS CAPITAL REAL ESTATE FINANCE INC., a Delaware corporation, having an address at 745 Seventh Avenue, New York, New York 10019 (“Barclays”; each of Barclays and Blackstone, together with their respective successors and assigns, is referred to herein as a “Co-Lender” and, collectively, together with their respective successors and assigns, as “Lender”); THE ENTITIES SET FORTH ON SCHEDULE I(a) ATTACHED HERETO, each having its respective principal place of business c/o Ashford Hospitality Trust, 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254, attn: David Brooks, (together with their respective successors and/or a
NONRECOURSE EXCEPTIONS GUARANTY Boston Back Bay Hilton Boston, MassachusettsNonrecourse Exceptions Guaranty • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • Massachusetts
This NONRECOURSE EXCEPTIONS GUARANTY (this “Guaranty”) is made and entered into as of March 10,2011 by ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a Delaware limited partnership (“Ashford”), and PRISA III REIT OPERATING LP, a Delaware limited partnership (“PRISA III”; together with Ashford, “Guarantor,” whether one or more), for the benefit of CONNECTICUT GENERAL LIFE INSURANCE COMPANY, a Connecticut corporation (together with its successors and assigns, “Lender”).
MATURITY DATE EXTENSION, AMENDMENT TO LOAN DOCUMENTS AND REAFFIRMATION AGREEMENTMaturity Date Extension, Amendment to Loan Documents and Reaffirmation Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
This MATURITY DATE EXTENSION, AMENDMENT TO LOAN DOCUMENTS AND REAFFIRMATION AGREEMENT (this “Amendment”) is made as of the 9th day of December, 2011 (the “Effective Date”), by and between WELLS FARGO BANK, N.A., AS TRUSTEE FOR BEAR STEARNS COMMERCIAL MORTGAGE SECURITIES TRUST 2007-BBA8, in its capacity as owner of the Loan (as defined below) (“Lender”), and ASHFORD PHILLY LP, ASHFORD ANCHORAGE LP, ASHFORD MINNEAPOLIS AIRPORT LP, ASHFORD MV SAN DIEGO LP and ASHFORD WALNUT CREEK LP, each a Delaware limited partnership (collectively, the “Borrower”).
CROSS-COLLATERALIZATION AND COOPERATION AGREEMENTCross-Collateralization and Cooperation Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS CROSS-COLLATERALIZATION AND COOPERATION AGREEMENT (this “Agreement”) is made as of the 13th day of October, 2005, by and between the Borrowers listed on the signature page hereof (collectively, the “Pool 2 Borrowers”) and MERRILL LYNCH MORTGAGE LENDING, INC., in its capacity as mortgage lender (“Lender”).
LOAN AGREEMENT among THE ENTITIES LISTED ON SCHEDULE 1 ATTACHED HERETO, collectively as Borrowers and USB REAL ESTATE INVESTMENTS INC., as Lender Dated as of November 14, 2005 Ashford Hotel Portfolio, Pool 2Loan Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of November 14, 2005 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), is among UBS REAL ESTATE INVESTMENTS INC., a Delaware corporation, having an address at 1285 Avenue of the Americas, 11th Floor, New York, New York 10019 (together with its successors and assigns, collectively, “Lender”), and the entities listed on Schedule 1 attached hereto and by this reference incorporated herein, each a Delaware limited partnership and each having its principal place of business at 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254 (referred to herein individually as a “Borrower” and collectively as “Borrowers”), jointly and severally.
LOAN AGREEMENT Dated as of December 7, 2006 by and among ASHFORD PHILLY LP, ASHFORD ANCHORAGE LP, ASHFORD MINNEAPOLIS AIRPORT LP, ASHFORD MV SAN DIEGO LP, ASHFORD WALNUT CREEK LP, ASHFORD TRUMBULL LP, and ASHFORD IOWA CITY LP (collectively, as...Loan Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • California
THIS LOAN AGREEMENT, made as of December 7, 2006, is by and among COUNTRYWIDE COMMERCIAL REAL ESTATE FINANCE, INC., a California corporation (in such capacity, and together with its successors and assigns “Note Holder” and “Lender”), and ASHFORD PHILLY LP, ASHFORD ANCHORAGE LP, ASHFORD MINNEAPOLIS AIRPORT LP, ASHFORD MV SAN DIEGO LP, ASHFORD WALNUT CREEK LP, ASHFORD TRUMBULL LP, AND ASHFORD IOWA CITY LP, each a Delaware limited partnership (each, a “Borrower”, and collectively with each Borrower’s successors and assigns, “Borrowers”).
CONSENT AND SETTLEMENT AGREEMENTConsent and Settlement Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
This Consent and Settlement Agreement (“Agreement”) is effective as of March 10, 2011 (the “Effective Date”), and is entered into by and between Ashford Hospitality Finance, L.P. (together with any and all of its affiliates and subsidiaries, collectively, “Ashford”) and Wells Fargo Bank, N.A., as successor by merger to Wachovia Bank, National Association (together with any and all of its affiliates and subsidiaries, collectively, “Wells”). Ashford and Wells are each a “Party” and collectively “the Parties.”
AMENDED AND RESTATED CROSS-COLLATERALIZATION AND COOPERATION AGREEMENTCross-Collateralization and Cooperation Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS AMENDED AND RESTATED CROSS-COLLATERALIZATION AND COOPERATION AGREEMENT (this “Agreement”) is made as of the 13th day of October, 2005, by and between (i) ASHFORD FT. LAUDERDALE WESTON I LLC, ASHFORD FT. LAUDERDALE WESTON II LLC and ASHFORD FT. LAUDERDALE WESTON III LLC, as tenants-in-common, ASHFORD CENTERVILLE LIMITED PARTNERSHIP, ASHFORD CRYSTAL CITY LIMITED PARTNERSHIP, ASHFORD OVERLAND PARK LIMITED PARTNERSHIP and ASHFORD ALPHARETTA LIMITED PARTNERSHIP (collectively, the “Original Borrowers”), (ii) ASHFORD FT. LAUDERDALE WESTON I LLC, ASHFORD FT. LAUDERDALE WESTON II LLC and ASHFORD WESTON III LLC, as tenants-in-common, ASHFORD GAITHERSBURG LIMITED PARTNERSHIP, ASHFORD CENTERVILLE LIMITED PARTNERSHIP, NEW FORT TOWER I HOTEL LIMITED PARTNERSHIP, NEW FORT TOWER II HOTEL LIMITED PARTNERSHIP and NEW BEVERLY HILLS HOTEL LIMITED PARTNERSHIP (collectively, the “Pool 3 Borrowers”) and (iii) MERRILL LYNCH MORTGAGE LENDING, INC., in its capacity as mortgage lender (“Lender”).
AMENDED AND RESTATED CROSS-COLLATERALIZATION AND COOPERATION AGREEMENTCross-Collateralization and Cooperation Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS AMENDED AND RESTATED CROSS-COLLATERALIZATION AND COOPERATION AGREEMENT (this “Agreement”) is made as of the 13th day of October, 2005, by and between (i) ASHFORD ORLANDO SEA WORLD LIMITED PARTNERSHIP, ASHFORD SALT LAKE LIMITED PARTNERSHIP, ASHFORD RUBY PALM DESERT I LIMITED PARTNERSHIP and ASHFORD CHARLOTTE LIMITED PARTNERSHIP (collectively, the “Original Borrowers”), (ii) ASHFORD CHARLOTTE LIMITED PARTNERSHIP, ASHFORD ORLANDO SEA WORLD LIMITED PARTNERSHIP, ASHFORD OVERLAND PARK LIMITED PARTNERSHIP, ASHFORD RALEIGH LIMITED PARTNERSHIP, ASHFORD RUBY DESERT I LIMITED PARTNERSHIP, ASHFORD SALT LAKE LIMITED PARTNERSHIP, KEY WEST FLORIDA HOTEL LIMITED PARTNERSHIP, MINNETONKA MINNESOTA HOTEL LIMITED PARTNERSHIP and ANNAPOLIS MARYLAND HOTEL LIMITED PARTNERSHIP (collectively, the “Pool 1 Borrowers”) and (iii) MERRILL LYNCH MORTGAGE LENDING, INC., in its capacity as mortgage lender (“Lender”).
HOTEL MASTER MANAGEMENT AGREEMENT by and between LESSEES: HHC TRS LC PORTFOLIO LLC, a Delaware limited liability company; HHC TRS PORTSMOUTH LLC, a Delaware limited liability company; HHC TRS TAMPA LLC, a Delaware limited liability company; HHC TRS...Hotel Master Management Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS HOTEL MASTER MANAGEMENT AGREEMENT is made and entered into on this 10th day of March, 2011, by and between HHC TRS LC PORTFOLIO LLC, a Delaware limited liability company, HHC TRS PORTSMOUTH LLC, a Delaware limited liability company, HHC TRS TAMPA LLC, a Delaware limited liability company, HHC TRS BALTIMORE LLC, a Delaware limited liability company, HHC TRS FP PORTFOLIO LLC, a Delaware limited liability company, HHC TRS MELROSE LLC, a Delaware limited liability company, HHC TRS CHICAGO LLC, a Delaware limited liability company, HHC TRS HIGHLAND LLC, a Delaware limited liability company, HHC TRS AUSTIN LLC, a Delaware limited liability company, and HHC TRS PRINCETON LLC, a Delaware limited liability company, (collectively hereinafter referred to as “Lessee”), and REMINGTON LODGING & HOSPITALITY, LLC, a Delaware limited liability company (hereinafter referred to as “Manager”).
AMENDED AND RESTATED MORTGAGE LOAN AGREEMENT Dated as of March 10, 2011 Between THE ENTITIES SET FORTH ON SCHEDULE I AND SCHEDULE II, EACH ATTACHED HERETO, collectively, as Borrower and WELLS FARGO BANK, NATIONAL ASSOCIATION and BARCLAYS CAPITAL REAL...Mortgage Loan Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS AMENDED AND RESTATED MORTGAGE LOAN AGREEMENT, dated as of March 10, 2011 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Wells”), successor by merger to Wachovia Bank, National Association (“Wachovia”), and having an address at 375 Park Avenue, New York, New York 10022, and BARCLAYS CAPITAL REAL ESTATE INC., a Delaware corporation (“Barclays”), having an address at 745 Seventh Avenue, New York, New York 10019 (each of Wells and Barclays, together with their respective successors and assigns, is referred to herein as a “Co-Lender” and, collectively, together with their respective successors and assigns, as “Lender”), THE ENTITIES SET FORTH ON SCHEDULE I ATTACHED HERETO (together with their respective successors and/or assigns, individually an “Individual Owner” and collectively, “Property Owners”), each having its principal place of business at
AMENDED AND RESTATED CROSS-COLLATERALIZATION AND COOPERATION AGREEMENTCross-Collateralization and Cooperation Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS AMENDED AND RESTATED CROSS-COLLATERALIZATION AND COOPERATION AGREEMENT (this “Agreement”) is made as of the 13th day of October, 2005, by and between (i) ASHFORD FALLS CHURCH LIMITED PARTNERSHIP, ASHFORD GAITHERSBURG LIMITED PARTNERSHIP, ASHFORD MIRA MESA SAN DIEGO LIMITED PARTNERSHIP, ASHFORD IRVINE SPECTRUM FOOTHILL RANCH LIMITED PARTNERSHIP and ASHFORD RALEIGH LIMITED PARTNERSHIP (collectively, the “Original Borrowers”), (ii) NEW HOUSTON HOTEL LIMITED PARTNERSHIP, ASHFORD IRVINE SPECTRUM FOOTHILL RANCH LIMITED PARTNERSHIP, ASHFORD MIRA MESA SAN DIEGO LIMITED PARTNERSHIP, ASHFORD FALLS CHURCH LIMITED PARTNERSHIP and ASHFORD ALPHARETTA LIMITED PARTNERSHIP (the “Pool 7 Borrowers”) and (iii) MERRILL LYNCH MORTGAGE LENDING, INC., in its capacity as mortgage lender (“Lender”).
MEZZANINE 2 GUARANTY AND INDEMNITY AGREEMENTMezzanine Guaranty and Indemnity Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • New York
THIS MEZZANINE 2 GUARANTY AND INDEMNITY AGREEMENT (this “Guaranty”) is executed as of March 10, 2011, by ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a Delaware limited partnership (“Ashford Guarantor”), and PRISA III REIT OPERATING LP, a Delaware limited partnership (“Prudential Guarantor”; Prudential Guarantor and Ashford Guarantor, whether one or more, collectively, together with their successors and assigns, referred to as “Guarantor”), for the benefit of BRE/HH ACQUISITIONS L.L.C., a Delaware limited liability company and BARCLAYS CAPITAL REAL ESTATE FINANCE INC., a Delaware corporation (each, a “Co-Lender” and, collectively, “Lender”).
CONTRIBUTION AGREEMENT between ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a Delaware limited partnership (the “Partnership”) and EADS ASSOCIATES LIMITED PARTNERSHIP, a Virginia limited partnership (the “Contributor”) Property: Marriott Crystal City GatewayContribution Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts • Texas
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of this 18th day of May, 2006, between ASHFORD HOSPITALITY LIMITED PARTNERSHIP, a Delaware limited partnership (the “Partnership”), and EADS ASSOCIATES LIMITED PARTNERSHIP, a Virginia limited partnership (“Contributor”).
HOTEL MASTER MANAGEMENT AGREEMENT by and between ASHFORD TRS CORPORATION, a Delaware corporation and REMINGTON MANAGEMENT, L.P., a Delaware limited partnershipHotel Master Management Agreement • February 28th, 2012 • Ashford Hospitality Trust Inc • Real estate investment trusts
THIS HOTEL MASTER MANAGEMENT AGREEMENT is made and entered into on this 6th day of October , 2006,effective as of September 29, 2006 by and between ASHFORD TRS CORPORATION, a Delaware corporation (hereinafter referred to as “Lessee”), REMINGTON MANAGEMENT, L.P., a Delaware limited partnership (hereinafter referred to as “Manager”), and for the limited purposes of Article VIII herein, the Landlords (defined below).
