as Collateral Agent, Registrar and Paying Agent INDENTURE Dated as of May 10, 2011 6.75% Senior Secured Notes due 2019Indenture • May 27th, 2011 • FelCor Lodging Trust Inc • Real estate investment trusts • New York
INDENTURE, dated as of May 10, 2011, between FelCor Escrow Holdings, L.L.C., a Delaware limited liability company (“Escrow Subsidiary”), and Wilmington Trust Company, a federal savings bank, as trustee (the “Trustee”) and Deutsche Bank Trust Company Americas, a New York banking corp oration, as collateral agent (“Collateral Agent”) registrar (“Registrar”) and paying agent (“Paying Agent”). For purposes of this Indenture, prior to the Assumption (as defined herein), references to FelCor LP, FelCor and the Guarantors, individually or collectively shall be deemed to refer to Escrow Subsidiary (unless the context otherwise requires). From and after the Assumption, references to FelCor LP, FelCor and the Guarantors, individually or collectively shall be deemed to be references to such entities.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 27th, 2011 • FelCor Lodging Trust Inc • Real estate investment trusts • New York
This Agreement is made pursuant to the Purchase Agreement dated as of April 26, 2011, among Escrow Subsidiary, the Operating Partnership, the Company, the Subsidiary Guarantors and the Initial Purchasers (the “Purchase Agreement”), which provides for the sale by Escrow Subsidiary to the Initial Purchasers of $525,000,000 aggregate principal amount of 6.75% Senior Secured Notes due 2019 of Escrow Subsidiary (the “Notes”) to be issued pursuant to the Indenture (as defined below). Upon satisfaction of the Release Conditions (as defined in the Purchase Agreement), the Operating Partnership, the Company, the Subsidiary Guarantors (and together with the Company, the “Guarantors”) the Trustee and the Collateral Agent will execute a supplemental indenture substantially in the form set forth in the indenture (the “Supplemental Indenture”), the Operating Partnership will assume Escrow Subsidiary's rights and obligations under the Indenture and the Notes will be unconditionally guaranteed (the “G
PLEDGE AGREEMENTPledge Agreement • May 27th, 2011 • FelCor Lodging Trust Inc • Real estate investment trusts • New York
This PLEDGE AGREEMENT (this “Agreement”), dated as of May 23, 2011, among FELCOR LODGING LIMITED PARTNERSHIP, a Delaware limited partnership (the “Partnership”), FELCOR/LAX HOLDINGS, L.P., a Delaware limited partnership, FELCOR/LAX HOTELS, L.L.C., a Delaware limited liability company (the “Subsidiary Assignors” and together with the Partnership each an “Assignor” and collectively, the “Assignors”), and FELCOR LODGING TRUST INCORPORATED, a Maryland corporation (“FelCor” and together with the Partnership, the “Companies”), in favor of DEUTSCHE BANK TRUST COMPANY AMERICAS, in its capacity as Collateral Agent for the Secured Parties (as defined below) (the “Assignee”).
FEE AND] LEASEHOLD MORTGAGE, ASSIGNMENT OF LEASES AND RENTS,Fee and Leasehold Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing • May 27th, 2011 • FelCor Lodging Trust Inc • Real estate investment trusts
THIS [FEE AND] LEASEHOLD MORTGAGE, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILING (this “Security Instrument”) is entered into this [__] day of [________], 2011 to be effective as of [__] day of [________], 2011, to be effective as of May [17], 2011 (the “Effective Date”), by [____________] a [________] [_________] (“Owner”), and [______________], a [_________] [_______] (“Operator”) (Owner and Operator are collectively and together with their permitted successors and assigns, individually or collectively (as the context requires) referred to herein as “Mortgagor”), whose address is c/o FelCor Lodging Trust Incorporated, 545 E. John Carpenter Freeway, Suite 1300, Irving, Texas 75062, Attention: General Counsel, as mortgagor, to DEUTSCHE BANK TRUST COMPANY AMERICAS (“Deutsche Bank”), as Collateral Agent (“Collateral Agent”) under the Indenture for its benefit and the benefit of the Secured Parties (as hereinafter defined) (Collateral Agent, in such capacity, toget
FELCOR ESCROW HOLDINGS, L.L.C., FELCOR LODGING LIMITED PARTNERSHIP, FELCOR LODGING TRUST INCORPORATED, and the other parties named herein and WILMINGTON TRUST COMPANY, as Trustee and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Collateral Agent, Registrar...First Supplemental Indenture • May 27th, 2011 • FelCor Lodging Trust Inc • Real estate investment trusts • New York
You are entitled to rely upon this letter and are irrevocably authorized to produce this letter or a copy hereof to any interested party in any administrative or legal proceedings or official inquiry with respect to the matters covered hereby.
as Trustee and Collateral Agent Fourth Supplemental Indenture Dated as of March 3, 2011Fourth Supplemental Indenture • May 27th, 2011 • FelCor Lodging Trust Inc • Real estate investment trusts • New York
This Fourth Supplemental Indenture (this “Fourth Supplemental Indenture”), dated as of March 3, 2011, is by and among FelCor Lodging Limited Partnership, a Delaware limited partnership (“FelCor LP”), FelCor Lodging Trust Incorporated, a Maryland corporation (“FelCor”), FelCor Hotel Asset Company, L.L.C., a Delaware limited liability company, FelCor Lodging Holding Company, L.L.C., a Delaware limited liability company, FelCor Canada Co., a Nova Scotia unlimited liability company, FelCor TRS Borrower 4, L.L.C., a Delaware limited liability company, FelCor/CSS Holdings, L.P., a Delaware limited partnership, FelCor/St. Paul Holdings, L.P., a Delaware limited partnership, FelCor TRS Holdings, L.L.C., a Delaware limited liability company, FelCor TRS Borrower 1, L.P., a Delaware limited partnership (collectively, the “Subsidiary Guarantors,” and together with FelCor, the “Guarantors”), FelCor Holdings Trust, a Massachusetts business trust as a pledgor (the “Pledgor”), and U.S. Bank National A
