PARI PASSU INTERCREDITOR AGREEMENTPari Passu Intercreditor Agreement • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
PARI PASSU INTERCREDITOR AGREEMENT dated as of June 23, 2014, (this “Agreement”), among ESH HOSPITALITY, INC., a Delaware corporation (the “Borrower”), each of the other Grantors, JPMORGAN CHASE BANK, N.A. (“JPM”), as administrative agent under the Revolving Credit Agreement (together with its successors and assigns, in such capacity, the “Revolving Agent”), GOLDMAN SACHS BANK USA, as administrative agent under the Term Loan Agreement (together with its successors and assigns, in such capacity, the “Term Loan Agent”), and each ADDITIONAL AGENT from time to time party hereto as administrative agent and/or collateral agent for any Additional Pari Passu Lien Obligations of any other Class.
SEVENTH AMENDMENT TO LEASE AGREEMENT DATED AS OF DECEMBER 8, 2015 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 • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
THIS SEVENTH AMENDMENT TO LEASE AGREEMENT (this “Agreement”) is entered into as of December 8, 2015, 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”).
EIGHTH AMENDMENT TO LEASE AGREEMENT DATED AS OF FEBRUARY 22, 2016 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 • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
THIS EIGHTH AMENDMENT TO LEASE AGREEMENT (this “Agreement”) is entered into as of February 22, 2016, 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 FEBRUARY 22, 2016 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 • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
THIS THIRD AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of February 22, 2016, 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”).
GUARANTY AGREEMENTGuaranty Agreement • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
THIS GUARANTY AGREEMENT (the “Guaranty”) is executed as of November 13, 2013, by ESH HOSPITALITY, INC. (f/k/a ESH Hospitality LLC), a Delaware corporation, having its principal place of business at 11525 N. Community House Rd., Suite 100, Charlotte, NC 28277 (together with its successors and assigns, “Guarantor”) for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION as trustee for the Extended Stay America Trust 2013-ESH Commercial Mortgage Pass-Through Certificates, Series 2013-ESH (together with its successors and assigns, “Lender”).
RIGHT OF CONTRIBUTION AGREEMENT dated as of November 11, 2013, among ESH Hospitality, Inc., a Delaware corporation (“ESH REIT”) and Extended Stay America, Inc., a Delaware corporation (the “Company”).Right of Contribution Agreement • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
Reference is made to the Loan Agreement dated as of November 30, 2012, by and among ESA P Portfolio L.L.C., ESA P Portfolio MD Borrower L.L.C., ESA Canada Properties Borrower L.L.C., ESH/TN Properties L.L.C., ESA P Portfolio MD Trust, ESA Canada Administrator L.L.C., ESA Canada Properties Trust (each a subsidiary of ESH REIT), ESA P Portfolio Operating Lessee LLC (f/k/a ESA P Portfolio Operating Lessee Inc.), ESA Canada Operating Lessee ULC (f/k/a ESA Canada Operating Lessee Inc.), New ESA P Portfolio Operating Lessee LLC and New ESA Canada Operating Lessee LLC, and JPMorgan Chase Bank, National Association, German American Capital Corporation, Citigroup Global Markets Realty Corp., Bank of America, N.A., and Goldman Sachs Mortgage Company (together the “Lenders”) (the “Mortgage Loan Agreement”); the Mezzanine A Loan Agreement dated as of November 30, 2012, by and among ESH Mezzanine A LLC, ESH Mezzanine A-2 LLC, ESH Canada Mezzanine A LLC and ESH Canada Mezzanine A-2 LLC, and the Lend
AGREEMENT REGARDING MANAGEMENT AGREEMENT between ESA P PORTFOLIO OPERATING LESSEE LLC (LESSEE) and ESA MANAGEMENT, LLC (MANAGER) December 8, 2015Management Agreement • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
THIS AGREEMENT REGARDING MANAGEMENT AGREEMENT (this “Agreement”) is made as of December 8, 2015 by and between ESA P PORTFOLIO OPERATING LESSEE LLC (f/k/a ESA P Portfolio Operating Lessee Inc. (f/k/a BRE/ESA P Portfolio Operating Lessee Inc.)), a Delaware limited liability company (“Lessee”), and ESA MANAGEMENT, LLC, a Delaware limited liability company (“Manager”).
SECOND AMENDMENT TO LEASE AGREEMENT DATED AS OF FEBRUARY 22, 2016 BY AND BETWEEN ESA UD PROPERTIES L.L.C. AS LANDLORD AND ESA 2007 OPERATING LESSEE INC. AS TENANTLease Agreement • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels • New York
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of February 22, 2016, 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”).
FOURTH AMENDMENT TO TRADEMARK LICENSE AGREEMENTTrademark License Agreement • February 23rd, 2016 • ESH Hospitality, Inc. • Hotels & motels
THIS FOURTH AMENDMENT TO TRADEMARK LICENSE AGREEMENT (this “Amendment”), entered into and effective as of December 8, 2015 (the “Amendment Effective Date”), by and between ESH STRATEGIES BRANDING LLC, a Delaware limited liability company (“Licensor”), and ESA P PORTFOLIO OPERATING LESSEE LLC, a Delaware limited liability company (“Licensee”).
