INDEMNIFICATION AGREEMENTIndemnification Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 31st day of December, 2014, by and between American Realty Capital Hospitality Trust, Inc., a Maryland corporation (the “Company”), and William M. Kahane, Stanley R. Perla, Abby M. Wenzel, Robert H. Burns, Nicholas S. Schorsch, P. Sue Perrotty, Jonathan P. Mehlman, Edward T. Hoganson, Nicholas Radesca, American Realty Capital Hospitality Advisors, LLC, AR Capital, LLC and RCS Capital Corporation (each, an “Indemnitee”).
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS ENVIRONMENTAL INDEMNITY AGREEMENT (this “Agreement”) is made as of February 27, 2015, by AMERICAN REALTY CAPITAL HOSPITALITY OPERATING PARTNERSHIP, L.P., a Delaware limited partnership, having an office at c/o American Realty Capital, 405 Park Avenue, New York, New York 10022, AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC., a Maryland corporation, having an office at c/o American Realty Capital, 405 Park Avenue, New York, New York 10022, Nicholas S. Schorsch, an individual, William M. Kahane, an individual, Edward M. Weil, Jr., an individual, and Peter M. Budko, an individual (each of the foregoing, an “Indemnitor”, and together with their respective permitted successors and assigns, collectively, “Indemnitors”), in favor of W2007 EQUITY INNS SENIOR MEZZ, LLC, a Delaware limited liability company, having an office at c/o Goldman Sachs Realty Management, L.P., 6011 Connection Drive, Irving, Texas 75039 (together with its successors and/or assigns, “Indemnitee”) and the other Indem
BAD BOY GUARANTYBad Boy Guaranty • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
This BAD BOY GUARANTY (this “Guaranty”) is executed as of February 27, 2015, by American Realty Capital Hospitality Operating Partnership, L.P., a Delaware limited partnership, AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC., a Maryland corporation, having an office at c/o American Realty Capital, 405 Park Avenue, New York, New York 10022, Nicholas S. Schorsch, an individual, William M. Kahane, an individual, Edward M. Weil, Jr., an individual, and Peter M. Budko, an individual (each of the foregoing, a “Guarantor”, and collectively, “Guarantors”), for the benefit of W2007 EQUITY INNS PARTNERSHIP, L.P., a Tennessee limited partnership, and W2007 EQUITY INNS TRUST, a Maryland trust, each having an office at c/o Goldman Sachs Realty Management, L.P., 6011 Connection Drive, Irving, Texas 75039 (collectively, and together with their respective successors and/or assigns, the “Class A Member”).
MANDATORY REDEMPTION GUARANTYMandatory Redemption Guaranty • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
This MANDATORY REDEMPTION GUARANTY (this “Guaranty”) is executed as of February 27, 2015, by AMERICAN REALTY CAPITAL HOSPITALITY OPERATING PARTNERSHIP, L.P., a Delaware limited partnership, AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC., a Maryland corporation, having an office at c/o American Realty Capital, 405 Park Avenue, New York, New York 10022, Nicholas S. Schorsch, an individual, William M. Kahane, an individual, Edward M. Weil, Jr., an individual, and Peter M. Budko, an individual (each of the foregoing, a “Guarantor”, and collectively, “Guarantors”), for the benefit of W2007 EQUITY INNS PARTNERSHIP, L.P., a Tennessee limited partnership, and W2007 EQUITY INNS TRUST, a Maryland trust, each having an office at c/o Goldman Sachs Realty Management, L.P., 6011 Connection Drive, Irving, Texas 75039 (collectively, and together with their respective successors and/or assigns, the “Class A Member”).
LOAN AGREEMENT Dated as of February 27, 2015 between The Borrowers listed on Schedule II attached hereto individually and collectively, as Borrower(s) and LADDER CAPITAL FINANCE LLC and DEUTSCHE BANK AG, NEW YORK BRANCH, individually and collectively,...Loan Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of February 27, 2015 (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 (“Ladder”) and DEUTSCHE BANK AG, NEW YORK BRANCH, a branch of Deutsche Bank AG, a German Bank, having an address at 60 Wall Street, New York, New York 10005 (“DBNY”; together with their respective successors and assigns, individually or collectively as the context may require, “Lender”) and the Borrowers listed on Schedule II, each having an address at c/o American Realty Capital, 405 Park Avenue, New York, New York 10022 (together with their successors and permitted assigns, individually or collectively as the context may require, “Borrower” or “Borrowers”).
ASSUMPTION AND RELEASE AGREEMENTAssumption and Release Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS ASSUMPTION AND RELEASE AGREEMENT (this “Agreement”) is entered into and made effective as of the 27th day of February, 2015 (the “Effective Date”), by and among W2007 Equity Inns Realty, LLC, a Delaware limited liability company (“LLC Original Borrower”), and W2007 Equity Inns Realty, L.P., a Delaware limited partnership (“LP Original Borrower”; LLC Original Borrower and LP Original Borrower are individually and collectively, as the context may require, referred to as “Original Borrower”), each with a mailing address at c/o Goldman Sachs & Co., 200 West Street, New York, New York 10282, ARC Hospitality Portfolio I Owner, LLC, a Delaware limited liability company (“LLC New Borrower”), ARC Hospitality Portfolio I BHGL Owner, LLC, a Delaware limited liability company (“BHGL New Borrower”), ARC Hospitality Portfolio I PXGL Owner, LLC, a Delaware limited liability company (“PXGL New Borrower”), ARC Hospitality Portfolio I GBGL Owner, LLC, a Delaware limited liability company (“GBGL New
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ARC HOSPITALITY PORTFOLIO II HOLDCO, LLC AMONG AMERICAN REALTY CAPITAL HOSPITALITY PORTFOLIO MEMBER, LP, W2007 Equity Inns PARTNERSHIP, L.P., W2007 EQUITY INNS TRUST and WILLIAM G. POPEO...Limited Liability Company Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of February 27, 2015, is made by and among AMERICAN REALTY CAPITAL HOSPITALITY PORTFOLIO MEMBER, LP, a Delaware limited partnership (together with its successors and permitted assigns each in such Person’s capacity as a member of the Company, the “Class B Member”), W2007 EQUITY INNS PARTNERSHIP, L.P., a Tennessee limited partnership, and W2007 EQUITY INNS TRUST, a Maryland trust (collectively, and together with their respective successors and permitted assigns each in such Person’s capacity as a member of the Company, the “Class A Member”), and WILLIAM G. POPEO, as the initial Special Member.
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ARC HOSPITALITY PORTFOLIO I HOLDCO, LLC AMONG AMERICAN REALTY CAPITAL HOSPITALITY PORTFOLIO MEMBER, LP, W2007 Equity Inns Senior Mezz, LLC and WILLIAM G. POPEO Dated: February 27, 2015Limited Liability Company Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT, dated as of February 27, 2014, is made by and among AMERICAN REALTY CAPITAL HOSPITALITY PORTFOLIO MEMBER, LP, a Delaware limited partnership (together with its successors and permitted assigns each in such Person’s capacity as a member of the Company, the “Class B Member”), W2007 Equity Inns Senior Mezz, LLC, a Delaware limited liability company (together with its successors and permitted assigns each in such Person’s capacity as a member of the Company, the “Class A Member”), and WILLIAM G. POPEO, as the initial Special Member.
payment GUARANTY AgreementPayment Guaranty Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
This PAYMENT GUARANTY AGREEMENT (the “Agreement”), dated as of February 27, 2015 is made by American Realty Capital Hospitality Trust, Inc., a Maryland corporation (“Guarantor”), to and for the benefit of U.S. Bank National Association, as Trustee for the Registered Holders of EQTY 2014-INNS Mortgage Trust, Commercial Mortgage Pass-Through Certificates (“Lender”), with a mailing address at c/o Berkadia Commercial Mortgage LLC, 323 Norristown Road, Suite 300, Ambler, Pennsylvania 19002 (“Berkadia”).
ASSUMPTION AND RELEASE AGREEMENT (MEZZANINE)Assumption and Release Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS ASSUMPTION AND RELEASE AGREEMENT (MEZZANINE) (this “Agreement”) is entered into and made effective as of the 27th day of February, 2015 (the “Effective Date”), by and among WNT Mezz I, LLC, a Delaware limited liability company, with a mailing address at c/o Goldman Sachs & Co., 200 West Street, New York, New York 10282 (“Original Borrower”), ARC Hospitality Portfolio I Mezz, LP, a Delaware limited partnership, with a mailing address at c/o American Realty Capital, 405 Park Avenue, New York, New York 10022 (“New Borrower”), U.S. Bank National Association, as Trustee for the Registered Holders of EQTY 2014-MZ Mezzanine Trust, Commercial Mezzanine Pass-Through Certificates (“Lender”), with a mailing address at c/o Berkadia Commercial Mortgage LLC, 323 Norristown Road, Suite 300, Ambler, Pennsylvania 19002 (“Berkadia”), Whitehall Street Global Real Estate Limited Partnership 2007, a Delaware limited partnership (“Whitehall Street Global”), and Whitehall Parallel Global Real Estate Lim
SUPPLEMENTAL AGREEMENTSupplemental Agreement • March 31st, 2015 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
This Supplemental Agreement (this “Agreement”), is made and entered into as of the 27th day of February, 2015, by and among each of the purchasers listed on Schedule 2 attached hereto (collectively, “Purchaser”), American Realty Capital Hospitality Operating Partnership, L.P., a Delaware limited partnership (“ARC OP”), American Realty Capital Hospitality Trust, Inc., a Maryland corporation (“ARC REIT”), Nicholas S. Schorsch, an individual (“NSS”), William M. Kahane, an individual (“WMK”), Edward M. Weil, Jr., an individual (“MW”), and Peter M. Budko, an individual (“PMB”, and together with NSS, WMK and MW, the “Individual Indemnitors”, and the Individual Indemnitors, together with ARC OP and ARC REIT, the “ARC Indemnitors”), Whitehall Street Global Real Estate Limited Partnership 2007, a Delaware limited partnership (“Whitehall Street”), Whitehall Parallel Global Real Estate Limited Partnership 2007, a Delaware limited partnership (“Whitehall Parallel”, and together with Whitehall Stre
