CREDIT AGREEMENT among ESH HOSPITALITY, INC., as Borrower, The Several Lenders from Time to Time Parties Hereto, DEUTSCHE BANK AG NEW YORK BRANCH, GOLDMAN SACHS LENDING PARTNERS LLC, CITIBANK, N.A., BANK OF AMERICA, N.A., BARCLAYS BANK PLC, MORGAN...Credit Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
CREDIT AGREEMENT (this “Agreement”), dated as of , 2013, among ESH HOSPITALITY, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), DEUTSCHE BANK AG NEW YORK BRANCH, GOLDMAN SACHS LENDING PARTNERS LLC, CITIBANK, N.A., BANK OF AMERICA, N.A., BARCLAYS BANK PLC, MORGAN STANLEY SENIOR FUNDING, INC. AND MACQUARIE CAPITAL (USA) INC. as syndication agents (in such capacities, the “Syndication Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.
LEASE AGREEMENT DATED AS OF OCTOBER 8, 2010 BY AND BETWEEN ESA P PORTFOLIO L.L.C., ESA P PORTFOLIO MD TRUST, AND ESH/TN PROPERTIES L.L.C. INDIVIDUALLY AND COLLECTIVELY AS LANDLORD AND ESA P PORTFOLIO OPERATING LESSEE INC. AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS LEASE AGREEMENT (this “Lease”) is entered into as of October 8, 2010, by and between ESA P PORTFOLIO L.L.C., a Delaware limited liability company, ESA P PORTFOLIO MD TRUST, a Delaware statutory trust, and ESH/TN PROPERTIES L.L.C., a Delaware limited liability company (individually and collectively, “Landlord”), and ESA P PORTFOLIO OPERATING LESSEE INC., a Delaware corporation (“Tenant”).
FIRST AMENDMENT TO LEASE AGREEMENT DATED AS OF , 2013 BY AND BETWEEN ESA UD PROPERTIES L.L.C. AS LANDLORD AND ESA 2007 OPERATING LESSEE INC. AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of , 2013, by and between ESA UD PROPERTIES L.L.C., a Delaware limited liability company (“Landlord”), and ESA 2007 OPERATING LESSEE INC., a Delaware corporation (“Tenant”).
Extended Stay America, Inc. ESH Hospitality, Inc. [ ] Shares Underwriting AgreementUnderwriting Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
Extended Stay America, Inc., a Delaware corporation (the “Corporation”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] shares of common stock, par value $0.01 per share (“Corporation Stock”), of the Corporation (the “Corporation Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] shares of Corporation Stock solely to cover over-allotments (the “Corporation Option Shares”). ESH Hospitality, Inc., a Delaware corporation (“ESH REIT”), proposes to issue and sell to the several Underwriters an aggregate of [ ] shares of Class B common stock, par value $0.01 per share (“ESH REIT Stock”), of ESH REIT (the “ESH REIT Underwritten Shares,” and, once paired with the Corporation Underwritten Shares, the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [ ] shares of ESH REIT Stock solely
FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Agreement”) is entered into as of April 9, 2012, by and between ESA P PORTFOLIO L.L.C., a Delaware limited liability company, ESA P PORTFOLIO MD TRUST, a Delaware statutory trust, and ESH/TN PROPERTIES L.L.C., a Delaware limited liability company (individually and collectively, “Landlord”), and ESA P PORTFOLIO OPERATING LESSEE INC., a Delaware corporation (“Tenant”).
FIFTH AMENDMENT TO LEASE AGREEMENT DATED AS OF , 2013 BY AND BETWEEN ESA P PORTFOLIO L.L.C., ESA P PORTFOLIO MD TRUST, AND ESH/TN PROPERTIES L.L.C. INDIVIDUALLY AND COLLECTIVELY AS LANDLORD AND ESA P PORTFOLIO OPERATING LESSEE LLC AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS FIFTH AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of , 2013, by and between ESA P PORTFOLIO L.L.C., a Delaware limited liability company, ESA P PORTFOLIO MD TRUST, a Delaware statutory trust, and ESH/TN PROPERTIES L.L.C., a Delaware limited liability company (individually and collectively, “Landlord”), and ESA P PORTFOLIO OPERATING LESSEE LLC (f/k/a ESA P Portfolio Operating Lessee, Inc.), a Delaware limited liability company (“Tenant”).
THIRD AMENDMENT TO LEASE AGREEMENT DATED AS OF DECEMBER 13, 2012 BY AND BETWEEN ESA P PORTFOLIO L.L.C., ESA P PORTFOLIO MD TRUST, AND ESH/TN PROPERTIES L.L.C. INDIVIDUALLY AND COLLECTIVELY AS LANDLORD AND ESA P PORTFOLIO OPERATING LESSEE INC. AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS THIRD AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of December 13, 2012, by and between ESA P PORTFOLIO L.L.C., a Delaware limited liability company, ESA P PORTFOLIO MD TRUST, a Delaware statutory trust, and ESH/TN PROPERTIES L.L.C., a Delaware limited liability company (individually and collectively, “Landlord”), and ESA P PORTFOLIO OPERATING LESSEE INC., a Delaware corporation (“Tenant”).
FOURTH AMENDMENT TO LEASE AGREEMENT DATED AS OF APRIL 15, 2013 BY AND BETWEEN ESA P PORTFOLIO L.L.C., ESA P PORTFOLIO MD TRUST, AND ESH/TN PROPERTIES L.L.C. INDIVIDUALLY AND COLLECTIVELY AS LANDLORD AND ESA P PORTFOLIO OPERATING LESSEE INC. AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS FOURTH AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of April 15, 2013, by and between ESA P PORTFOLIO L.L.C., a Delaware limited liability company, ESA P PORTFOLIO MD TRUST, a Delaware statutory trust, and ESH/TN PROPERTIES L.L.C., a Delaware limited liability company (individually and collectively, “Landlord”), and ESA P PORTFOLIO OPERATING LESSEE INC., a Delaware corporation (“Tenant”).
FIRST AMENDMENT TO LEASE AGREEMENT DATED AS OF NOVEMBER 30, 2012 EFFECTIVE AS OF JANUARY 1, 2012 BY AND BETWEEN ESA CANADA ADMINISTRATOR L.L.C. AS LANDLORD, ESA CANADA PROPERTIES TRUST AS BENEFICIAL OWNER, AND ESA CANADA OPERATING LESSEE INC. AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS FIRST AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of November 30, 2012, is be effective as of January 1, 2012 (the “Effective Date”) by and between ESA CANADA ADMINISTRATOR L.L.C., a Delaware limited liability company (“Landlord”), in its capacity as registered owner of the Land and administrator of Beneficial Owner, ESA CANADA PROPERTIES TRUST, a Delaware statutory trust (“Beneficial Owner”), and ESA CANADA OPERATING LESSEE INC., an Ontario corporation (“Tenant”).
SECOND AMENDMENT TO LEASE AGREEMENT DATED AS OF , 2013 BY AND BETWEEN ESA CANADA ADMINISTRATOR L.L.C. AS LANDLORD ESA CANADA PROPERTIES TRUST AS BENEFICIAL OWNER, AND ESA CANADA OPERATING LESSEE ULC AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of , 2013, by and between ESA CANADA ADMINISTRATOR L.L.C., a Delaware limited liability company (“Landlord”), in its capacity as registered owner of the Land and administrator of Beneficial Owner, ESA CANADA PROPERTIES TRUST, a Delaware statutory trust (“Beneficial Owner”) and ESA CANADA OPERATING LESSEE ULC (f/k/a ESA Canada Operating Lessee, Inc.), a British Columbia unlimited liability company (“Tenant”).
SECOND AMENDMENT TO LEASE AGREEMENT DATED AS OF NOVEMBER 30, 2012 BY AND BETWEEN ESA P PORTFOLIO L.L.C., ESA P PORTFOLIO MD TRUST, AND ESH/TN PROPERTIES L.L.C. INDIVIDUALLY AND COLLECTIVELY AS LANDLORD AND ESA P PORTFOLIO OPERATING LESSEE INC. AS TENANTLease Agreement • October 31st, 2013 • ESH Hospitality LLC • Hotels & motels • New York
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of November 30, 2012, by and between ESA P PORTFOLIO L.L.C., a Delaware limited liability company, ESA P PORTFOLIO MD TRUST, a Delaware statutory trust, and ESH/TN PROPERTIES L.L.C., a Delaware limited liability company (individually and collectively, “Landlord”), and ESA P PORTFOLIO OPERATING LESSEE INC., a Delaware corporation (“Tenant”).
