0001232582-14-000099 Sample Contracts

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF AIM MANAGEMENT HOLDCO, LLC
Limited Liability Company Operating Agreement • November 6th, 2014 • Ashford Hospitality Trust Inc • Real estate investment trusts • Delaware

This Second Amended and Restated Limited Liability Company Operating Agreement of AIM Management Holdco, LLC (this “Agreement”), a Delaware limited liability company (the “Company”), is dated effective as of November 5, 2014 (the “Effective Date”), and is made by and among the Persons listed as the Class A Members and the Class B Members on Schedule 1, attached hereto. This Agreement amends and restates in its entirety the Amended and Restated Limited Liability Company Agreement of the Company dated effective as of September 10, 2014, as set forth below.

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THIRD AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF AIM PERFORMANCE HOLDCO, LP
Limited Partnership Agreement • November 6th, 2014 • Ashford Hospitality Trust Inc • Real estate investment trusts • Delaware

This Third Amended and Restated Limited Partnership Agreement (this “Agreement”) of AIM Performance Holdco, LP, a Delaware limited partnership (the “Partnership”), is dated effective as of November 5, 2014 (the “Effective Date”), and is made by and among AIM General Partner, LLC, a Delaware limited liability company, as General Partner, and the Persons listed as the Class A Limited Partners and Class B Limited Partners on Schedule 1, attached hereto. This Agreement amends and restates in its entirety the Second Amended and Restated Limited Partnership Agreement of the Partnership dated effective as of September 10, 2014, as set forth below.

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