PLAYA HOTELS & RESORTS N.V. Form of Dealer Manager and Solicitation Agent AgreementPlaya Hotels & Resorts N.V. • May 22nd, 2017 • Hotels & motels • New York
Playa Hotels & Resorts N.V., a Dutch public limited liability company (naamloze vennootschap) (the “Company”), plans to commence an offer (as described in the Prospectus, the “Exchange Offer”) pursuant to which the Company will offer to the holders of certain of its outstanding warrants (as set forth in the Prospectus) (the “Warrants”) the opportunity to receive 0.1 of the ordinary shares (“Ordinary Shares”) in the capital of the Company in exchange for each of the Company’s Warrants tendered by a holder and exchanged upon the terms and subject to the conditions set forth in the Exchange Offer and Consent Solicitation Material. The Company has caused the Exchange Offer and Consent Solicitation Material to be prepared and furnished to you on or prior to the date hereof for use in connection with the Exchange Offer and the Consent Solicitation. Certain capitalized terms used herein are defined in Section 17 of this Agreement. Concurrently with the Exchange Offer, the Company will solicit
TENDER AND SUPPORT AGREEMENTTender and Support Agreement • May 22nd, 2017 • Playa Hotels & Resorts N.V. • Hotels & motels
TENDER AND SUPPORT AGREEMENT (this “Agreement”) dated as of May 22, 2017 by and among Playa Hotels & Resorts N.V. (the “Company”) and each of the persons listed on Schedule A hereto (collectively, the “Warrant Holders,” and each a “Warrant Holder”).
SEPARATION AGREEMENTSeparation Agreement • May 22nd, 2017 • Playa Hotels & Resorts N.V. • Hotels & motels
This Separation Agreement (“Agreement”) is entered into May 18, 2017, between Larry K. Harvey (hereinafter referred to as “Executive”) and Playa Resorts Management, LLC, a Delaware limited liability company (hereinafter referred to as the “Company”). Executive and the Company collectively are referred to as the “Parties,” and individually are referred to as a “Party.”
