REGISTRATION RIGHTS AGREEMENT Dated October 1, 2009 AMONG FELCOR LODGING LIMITED PARTNERSHIP, FELCOR LODGING TRUST INCORPORATED, SUBSIDIARY GUARANTORS NAMED HEREIN, andRegistration Rights Agreement • October 19th, 2009 • FelCor Lodging Trust Inc • Real estate investment trusts • New York
This Agreement is made pursuant to the Purchase Agreement dated as of September 17, 2009, among the Operating Partnership, the Company, the Subsidiary Guarantors and the Initial Purchasers (the “Purchase Agreement”), which provides for the sale by the Operating Partnership to the Initial Purchasers of $636,000,000 aggregate principal amount of Senior Secured Notes due 2014 of the Operating Partnership (the “Notes”) to be issued pursuant to the Indenture (as defined below). Each of the Notes is guaranteed by the Company and the Subsidiary Guarantors (the “Guarantors”) and is entitled to the benefit of the Guarantees under the Indenture and, unless the context otherwise requires, reference in this Agreement to a “Note,” an “Exchange Note,” or a “Registrable Note” shall include a reference to the related Guarantee. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Operating Partnership and the Guarantors have agreed to provide to the Initial Purchasers an
PLEDGE AGREEMENTPledge Agreement • October 19th, 2009 • FelCor Lodging Trust Inc • Real estate investment trusts • New York
This PLEDGE AGREEMENT (this “Agreement”), dated as of October 13, 2009, among FELCOR HOLDINGS TRUST, a Massachusetts business trust (the “LP Assignor”), FELCOR LODGING LIMITED PARTNERSHIP, a Delaware limited partnership (the “Partnership”), FELCOR CANADA HOLDING, L.P., a Delaware limited partnership, FELCOR/CSS HOTELS, L.L.C., a Delaware limited liability company, FELCOR TRS HOLDINGS, L.L.C., a Delaware limited liability company, FELCOR TRS BORROWER GP 1, L.L.C., a Delaware limited liability company, FELCOR HOTEL ASSET COMPANY, L.L.C., a Delaware limited liability company (the “Subsidiary Assignors” and together with the LP Assignor and 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 U.S. BANK NATIONAL ASSOCIATION, in its capacity as Collateral Agent for the Secured Parties (as defined below) (the “Assignee”).
FELCOR ESCROW HOLDINGS, L.L.C., AND as Trustee First Supplemental Indenture Dated as of October12, 2009 Supplemental Indenture to the Indenture dated as of October 1, 2009 with respect to the 10% Senior Secured Notes due 2014FelCor Lodging Trust Inc • October 19th, 2009 • Real estate investment trusts • New York
First Supplemental Indenture (this “First Supplemental Indenture”), dated as of October 12, 2009 among FelCor Escrow Holdings, L.L.C., a Delaware limited liability company (“Escrow Subsidiary”), and U.S. Bank National Association, as trustee and collateral agent under the indenture referred to below (in such capacities, the “Trustee” and the “Collateral Agent”).
FELCOR ESCROW HOLDINGS, L.L.C., FELCOR LODGING LIMITED PARTNERSHIP, FELCOR LODGING TRUST INCORPORATED FELCOR/ST. PAUL HOLDINGS, L.P. FELCOR/CSS HOLDINGS, L.P. FELCOR HOTEL ASSET COMPANY, L.L.C. FELCOR LODGING HOLDING COMPANY, L.L.C. FELCOR CANADA CO....FelCor Lodging Trust Inc • October 19th, 2009 • Real estate investment trusts
In connection with our proposed sale of U.S.$________ aggregate principal amount at maturity of the Notes, we confirm that such sale has been effected pursuant to and in accordance with Regulation S under the Securities Act of 1933, as amended (the “Securities Act”), and, accordingly, we represent that:
