0001193125-13-409854 Sample Contracts

WARRANT REDEMPTION AGREEMENT
Warrant Redemption Agreement • October 24th, 2013 • Sotherly Hotels Inc. • Real estate investment trusts • New York

THIS WARRANT REDEMPTION AGREEMENT (this “Agreement”) is entered into as of October 23, 2013, by and among Sotherly Hotels Inc., a Maryland corporation formerly known as MHI Hospitality Corporation (the “Company”), as issuer of the Warrant (as hereinafter defined), and Essex Illiquid, LLC, a Delaware limited liability company (“Essex Illiquid”), and Richmond Hill Capital Partners, LP, a Delaware limited partnership (“Richmond Hill”, and together with Essex Illiquid, the “Initial Holders”), as the initial holders of the Warrant. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Warrant.

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