0001558370-16-003466 Sample Contracts

POOLING AGREEMENT
Pooling Agreement • February 24th, 2016 • Hospitality Properties Trust • Real estate investment trusts • Massachusetts

THIS POOLING AGREEMENT (this “Agreement”) is made as of April 23, 2012, by and among Sonesta International Hotels Corporation (“Manager”) and the parties listed on Schedule A (each an “Owner” and collectively, “Owners”).

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Contract
Management Agreement • February 24th, 2016 • Hospitality Properties Trust • Real estate investment trusts

There are 26 management agreements with Sonesta International Hotels Corporation for limited service hotels, a representative form of which is filed herewith. The other 25 management agreements, with the respective parties and applicable to the respective hotels listed below, are substantially identical in all material respects to the representative form of management agreement filed herewith.

FIRST AMENDMENT TO POOLING AGREEMENT
Pooling Agreement • February 24th, 2016 • Hospitality Properties Trust • Real estate investment trusts

THIS FIRST AMENDMENT TO POOLING AGREEMENT, dated May 31, 2012, is entered into by CAMBRIDGE TRS, INC. ("Company") and SONESTA INTERNATIONAL HOTELS CORPORATION ("Manager").

SECOND AMENDMENT TO MANAGEMENT AGREEMENT
Management Agreement • February 24th, 2016 • Hospitality Properties Trust • Real estate investment trusts

THIS SECOND AMENDMENT TO MANAGEMENT AGREEMENT (this “Amendment”) is made and entered into as of February 11, 2016 by and among HPT TRS IHG-2, INC. (“Owner”), a Maryland corporation (successor by merger to HPT TRS IHG-1, Inc. and HPT TRS IHG-3, Inc.), and INTERCONTINENTAL HOTELS GROUP RESOURCES, INC. (“Resources”), a Delaware corporation, IHG MANAGEMENT (MARYLAND) LLC (“Maryland”), a Maryland limited liability company, and INTERCONTINENTAL HOTELS GROUP (CANADA), INC. (“Canada”), a corporation under the laws of Ontario, Canada (Resources, Maryland and Canada, collectively, “Manager”).

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