LOAN AGREEMENT Dated as of April 9, 2013 Between MOODY NATIONAL HP G-TOWN HOLDING, LLC, as Borrower and LADDER CAPITAL FINANCE LLC, as LenderLoan Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of April 9, 2013 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between LADDER CAPITAL FINANCE LLC, a Delaware limited liability company, having an address at 345 Park Avenue, 8th Floor, New York, New York 10154 (together with its successors and assigns, collectively, “Lender”), MOODY NATIONAL HP G-TOWN HOLDING, LLC, a Delaware limited liability company, having an address at c/o Moody National REIT I, Inc., 6363 Woodway, Suite 110, Houston, Texas 77057 (together with its permitted successors and assigns, “Borrower”.
HOTEL LEASE AGREEMENT EFFECTIVE April 9, 2013 BETWEEN Moody National HP G-Town Holding, LLC, a Delaware limited liability company AS LESSOR AND Moody National HP G-Town MT, LLC, a Delaware limited liability company AS LESSEEHotel Lease Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts
THIS HOTEL LEASE AGREEMENT (hereinafter called “Lease”), effective as of the 9th day of April, 2013, by and between Moody National HP G-Town Holding, LLC, a Delaware limited liability company (hereinafter called “Lessor”), and Moody National HP G-Town MT, LLC, a Delaware limited liability company (hereinafter called “Lessee”), provides as follows:
HOTEL MANAGEMENT AGREEMENT Hyatt Place – Germantown, TennesseeHotel Management Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts • Texas
This Hotel Management Agreement (“Agreement”) is made April 9, 2013 by and between MOODY NATIONAL HP G-TOWN MT, LLC, a Delaware limited liability company, whose principal place of business is 6363 Woodway, Suite 110, Houston, Texas 77057 (“Owner”), and MOODY NATIONAL HOSPITALITY MANAGEMENT, LLC, a Texas limited liability company, whose principal place of business is 6363 Woodway, Suite 110, Houston, Texas 77057 (“Manager”).
AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts
THIS AGREEMENT OF PURCHASE AND SALE (this “Agreement”) is made as of April 23, 2013, by and between NAMAN ASHLEY I, LLC, a South Carolina limited liability company (the “Seller”), and MOODY NATIONAL REIT I, INC., a Maryland corporation (the “Purchaser”).
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts • New York
ENVIRONMENTAL INDEMNITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) made as of the 9th day of April, 2013 by MOODY NATIONAL HP G-TOWN HOLDING, LLC, a Delaware limited liability company, having its principal place of business at c/o Moody National REIT I, Inc., 6363 Woodway, Suite 110, Houston, Texas 77057, (together with its permitted successors and assigns, collectively, “Borrower”), BRETT C. MOODY, a natural person, having an address at 5 Derham Parc, Houston, TX 77024 (the “Principal”; Principal together with Borrower and each of their permitted successors and assigns, collectively, “Indemnitor”), in favor of LADDER CAPITAL FINANCE LLC, a Delaware limited liability company, having an address at 345 Park Avenue, 8th Floor, New York, New York 10154 (together with its successors and assigns, collectively, “Indemnitee”) and other Indemnified Parties (defined below).
GUARANTY AND ASSUMPTION OF OBLIGATIONSGuaranty and Assumption of Obligations • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts
In consideration of, and as an inducement to, the execution of that certain Franchise Agreement (the “Agreement”) on this date by HYATT PLACE FRANCHISING, L.L.C. (“Hyatt”), each of the undersigned personally and unconditionally (a) guarantees to Hyatt and its successors and assigns, for the term of the Agreement (including extensions) and afterward as provided in the Agreement, that Moody National HP G-Town MT, LLC., (“Franchisee”) will punctually pay and perform each and every undertaking, agreement, and covenant set forth in the Agreement (including any amendments or modifications of the Agreement) and (b) agrees to be personally bound by, and personally liable for the breach of, each and every provision in the Agreement (including, without limitation, any amendments or modifications of the Agreement), both monetary obligations and obligations to take or refrain from taking specific actions or to engage or refrain from engaging in specific activities, including the confidentiality, t
ASSIGNMENT OF MANAGEMENT AGREEMENT ANDAssignment of Management Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts • New York
THIS ASSIGNMENT OF MANAGEMENT AGREEMENT AND SUBORDINATION OF MANAGEMENT FEES (this “Assignment”) is made as of the 9th day of April, 2013, by MOODY NATIONAL HP G-TOWN HOLDING, LLC, a Delaware limited liability company, having an address at c/o Moody National REIT I, Inc., 6363 Woodway, Suite 110, Houston, Texas 77057, (together with its permitted successors and assigns, collectively “Borrower”) to LADDER CAPITAL FINANCE LLC, a Delaware limited liability company, having an address at 345 Park Avenue, 8th Floor, New York, New York 10154 (together with its successors and assigns, collectively, “Lender”), and is consented and agreed to by MOODY NATIONAL HOSPITALITY MANAGEMENT, LLC, a Texas limited liability company, having its principal place of business at c/o Moody National REIT I, Inc., 6363 Woodway, Suite 110, Houston, Texas 77057 (together with its permitted successors and assigns, collectively, “Manager”) and by MOODY NATIONAL HP G-TOWN MT, LLC, a Delaware limited liability company,
ASSIGNMENT AND ASSUMPTION OF PURCHASE AGREEMENTAssignment and Assumption of Purchase Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts • Tennessee
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AGREEMENT (this “Assignment”), is made and entered into as of the 9th day of April, 2013, by and between MOODY NATIONAL REIT I, INC., a Maryland corporation (“Assignor”), MOODY NATIONAL HP G-TOWN HOLDING, LLC, a Delaware limited liability company (“Fee Owner”) and MOODY NATIONAL HP G-TOWN MT, LLC, a Delaware limited liability company (“Master Tenant”, Fee Owner and Master Tenant are collectively referred to herein as “Assignee”).
MOODY NATIONAL HP G-TOWN HOLDING, LLC, as assignor (Borrower) to LADDER CAPITAL FINANCE LLC, as assignee (Lender) ASSIGNMENT OF LEASES AND RENTSMoody National REIT I, Inc. • April 24th, 2013 • Real estate investment trusts • New York
THIS ASSIGNMENT OF LEASES AND RENTS (this “Assignment”) made as of the 9th day of April, 2013 by MOODY NATIONAL HP G-TOWN HOLDING, LLC, a Delaware limited liability company, as assignor, having its principal place of business at c/o Moody National REIT I, Inc., 6363 Woodway, Suite 110, Houston, Texas 77057 (and each of its permitted successors and assigns, individually and collectively, “Borrower”), to LADDER CAPITAL FINANCE LLC, as assignee, a Delaware limited liability company, having an address at 345 Park Avenue, 8th Floor, New York, New York 10154 (together with its successors and assigns, collectively, “Lender”).
DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS, SECURITY AGREEMENT AND FIXTURE FILINGMoody National REIT I, Inc. • April 24th, 2013 • Real estate investment trusts • New York
This instrument is also a Uniform Commercial Code Financing Statement which is being filed as a fixture filing in accordance with T.C.A. § 47-9-502(c). Some of the collateral described in this Deed of Trust is, or is to become, fixtures affixed to the real estate described herein. The secured party, to-wit, Ladder Capital Finance LLC, may be contacted at the address shown herein for information regarding the security interest. Pursuant to T.C.A. § 47-28-104, notice is hereby given that this Deed of Trust secures obligatory advances and is
AMENDMENT NO. 3 TO THE AMENDED AND RESTATED ADVISORY AGREEMENTAdvisory Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts • Delaware
This Amendment No. 3 to the Amended and Restated Advisory Agreement (this “Amendment”) is made and entered into as of April 9, 2013 by and among Moody National REIT I, Inc., a Maryland corporation (the “Company”), Moody National Operating Partnership I, L.P., a Delaware limited partnership (the “Operating Partnership”), Moody National Advisor I, LLC, a Delaware limited liability company (the “Advisor”), and, solely in connection with the obligations set forth in Section 13 of the Advisory Agreement (as defined below), Moody National Realty Company, L.P., a Texas limited partnership (“Moody National”). The Company, the Operating Partnership, the Advisor and Moody National are collectively referred to herein as the “Parties.” Capitalized terms used but not defined herein shall have the meaning set forth in the Advisory Agreement (as defined below).
FRANCHISE AGREEMENT between MOODY NATIONAL HP G-TOWN MT, LLC. and HYATT PLACE FRANCHISING, L.L.C.Franchise Agreement • April 24th, 2013 • Moody National REIT I, Inc. • Real estate investment trusts • Illinois
THIS FRANCHISE AGREEMENT is made and entered into as of April 9, 2013 (this “Agreement”) by and between MOODY NATIONAL HP G-TOWN MT, LLC, a Delaware limited liability company (“Franchisee”) and HYATT PLACE FRANCHISING, L.L.C., a Delaware limited liability company (“Hyatt”).
