EX-10.20.7



 Exhibit 10.20.7 

SEVENTH AMENDMENT TO LEASE AGREEMENT 

DATED AS OF DECEMBER 8, 2015 
 BY
AND BETWEEN 
 ESA P PORTFOLIO L.L.C., 

ESA P PORTFOLIO MD TRUST, AND 

ESH/TN PROPERTIES L.L.C. 

INDIVIDUALLY AND COLLECTIVELY 
 AS
LANDLORD 
 AND 
 ESA P
PORTFOLIO OPERATING LESSEE LLC 
 AS TENANT 







 SEVENTH AMENDMENT TO LEASE AGREEMENT 

THIS SEVENTH AMENDMENT TO LEASE AGREEMENT (this “Agreement”) is entered into as of December 8, 2015, by and between ESA
P PORTFOLIO L.L.C., a Delaware limited liability company, ESA P PORTFOLIO MD TRUST, a Delaware statutory trust, and ESH/TN PROPERTIES L.L.C., a Delaware limited liability company (individually and collectively, “Landlord”), and ESA
P PORTFOLIO OPERATING LESSEE LLC (f/k/a ESA P Portfolio Operating Lessee Inc.), a Delaware limited liability company (“Tenant”). 

WITNESSETH 
 WHEREAS, Landlord
and Tenant entered into that certain Lease Agreement dated as of October 8, 2010 as amended by (a) that certain First Amendment to Lease Agreement dated as of April 9, 2012, (b) that certain Second Amendment to Lease Agreement
dated as of November 30, 2012, (c) that certain Third Amendment to Lease Agreement dated as of December 13, 2012, (d) that certain Fourth Amendment to Lease Agreement dated as of April 15, 2013, (e) that certain Fifth
Amendment to Lease Agreement (the “Fifth Amendment”) dated as of November 11, 2013 and (f) that certain Sixth Amendment to Lease Agreement (“Sixth Amendment”) dated as of July 28, 2014 (collectively,
as so amended, the “Original Lease Agreement”) pursuant to which Landlord has agreed to lease the Leased Property (as defined in the Original Lease Agreement) to Tenant and Tenant has agreed to lease the Leased Property from
Landlord, all subject to and upon the terms and conditions set forth in the Original Lease Agreement; 
 WHEREAS, in connection with the
sale of the properties listed on Schedule I attached hereto (collectively, the “Hotels”), Landlord and Tenant wish to remove the Hotels from the definitions of Land and Leased Property and to appropriately adjust the Rent to
reflect such sale; and 
 WHEREAS, Landlord and Tenant wish to amend and modify the Original Lease Agreement as hereinafter set forth. 

NOW THEREFORE, in consideration of the mutual covenants herein contained and other good and valuable consideration, the mutual receipt and
legal sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows. 







 1. Amendment. In connection with the sale of the Hotels, 

(a) Article 2 of the Original Lease Agreement is hereby amended by adding Section 2.5, which shall provide as follows: 

“This Agreement shall automatically terminate with respect to any of the Hotels upon the date that such Hotel(s) are sold,
conveyed or otherwise transferred to another party, such that such Hotel(s) are no longer owned or leased, as applicable, by Tenant.” 

(b) Pursuant to Section 1(a) above, it is hereby acknowledged and agreed that the Original Lease Agreement is automatically
terminated with respect to the Hotels listed on Schedule I attached hereteo and such Hotels are automatically released and therefore deleted from Exhibit A of the Original Lease Agreement (as replaced in its entirety by Annex A to the Fifth
Amendment, as amended by Section 1(a) of the Sixth Amendment). 
 (c) Exhibit A of the Original Lease Agreement (as replaced in its
entirety by Annex A to the Fifth Amendment, as amended by Section 1(b) to the Sixth Amendment) is hereby amended by deleting the “Aggregate” row thereof and replacing the same with the following: 

 

																	
	 Address
	 	Minimum Rent
– Through
12/31/2015	 	 	Minimum Rent –
2016	 	 	Minimum Rent –
2017	 	 	Minimum Rent –
2018	 
	Aggregate	 	$	446,452,000.00	  	 	$	459,848,000.00	  	 	$	473,640,000.00	  	 	$	487,851,000.00	  

  

																					
	 Address
	 	Minimum Rent –
2019	 	 	Minimum Rent
– 2020	 	 	Minimum Rent –
2021	 	 	Minimum Rent
– 2022	 	 	Minimum Rent –
2023	 
	Aggregate	 	$	502,487,000.00	  	 	$	517,560,000.00	  	 	$	533,089,000.00	  	 	$	549,078,000.00	  	 	$	565,552,000.00	  

  

																					
	 Address
	 	Minimum Rent
– 2024	 	 	Minimum Rent
– 2025	 	 	Minimum Rent –
2026	 	 	Minimum Rent –
2027	 	 	Minimum Rent –
2028	 
	Aggregate	 	$	582,519,000.00	  	 	$	599,996,000.00	  	 	$	617,993,000.00	  	 	$	636,532,000.00	  	 	$	655,632,000.00	  

 (d) Exhibit C of the Original Lease Agreement (as replaced in its entirety by Annex B to the Fifth Amendment,
as amended by Section 1(c) to the Sixth Amendment) is hereby amended by deleting the definitions of “Tier 1 Threshold”, “Tier 2 Threshold” and “Tier 3 Threshold” therefrom and replacing them with the following:

 (i) “‘Tier 1 Threshold’ means $869,000,000, increasing at a rate of three percent (3%) per
annum compounded annually for each Fiscal Year.” 

  
 2 








 (ii) “‘Tier 2 Threshold’ means $996,000,000, increasing at
a rate of three percent (3%) per annum compounded annually for each Fiscal Year.” 
 (iii) “‘Tier 3
Threshold’ means $1,152,000,000, increasing at a rate of three percent (3%) per annum compounded annually for each Fiscal Year.” 

2. Fiscal Year 2015 Percentage Rent. In calculating Percentage Rent for Fiscal Year 2015, the Thresholds shall be calculated using the
weighted average of the Thresholds set forth in the Original Lease Agreement (weighted by the number of days elapsed in Fiscal Year 2015 prior to the date of this Amendment) and the Thresholds set forth on Exhibit C of the Original Lease Agreement
(as replaced in its entirety by Annex B to the Fifth Amendment, as amended by Section 1(c) to the Sixth Amendment, as amended by Section 1(d) of this Seventh Amendment above) (weighted by the number of days in Fiscal Year 2015 from
and after the date of this Amendment). From and after the date of this Amendment, each Progress Installment in Fiscal Year 2015 shall be calculated (utilizing the weighted average of the Thresholds described above) to reflect the number of months or
partial months remaining in such Fiscal Year. 
 3. Ratification. All provisions of the Original Lease Agreement, as hereby amended,
are hereby ratified and declared to be in full force and effect. All references in the Original Lease Agreement to the “Agreement”, “herein”, “hereunder” or terms of similar import shall be deemed to refer to the
Original Lease Agreement, as amended by this Agreement. 
 4. Applicable Law. This Agreement shall be construed under, and governed
in accordance with, the laws of the State of New York; provided, that the provisions for the enforcement of Landlord’s rights and remedies under the Original Lease Agreement, as modified by this Agreement, shall be governed by the laws of each
of the respective states where the Leased Property is located to the extent necessary for the validity and enforcement thereof. 
 5.
Successors Bound. This Agreement shall be binding upon and inure to the benefit of Lessee, its successors and assigns, and shall be binding and inure to the benefit of Manager and its permitted assigns. 

6. Headings. Headings of sections are inserted only for convenience and are in no way to be construed as a limitation on the scope of
the particular sections to which they refer. 
 7. Incorporation of Recitals. The recitals set forth in the preamble of this
Agreement are hereby incorporated into this Agreement as if fully set forth herein. 
 [SIGNATURE PAGE FOLLOWS] 

  
 3 








 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date above first written.

  

			
	LANDLORD
	
	ESA P PORTFOLIO L.L.C.
		
	By:	 	 /s/ John R. Dent

	Name:	 	John R. Dent
	Title:	 	Vice President and Secretary
	
	ESA P PORTFOLIO MD TRUST
		
	By:	 	 /s/ John R. Dent

	Name:	 	John R. Dent
	Title:	 	Vice President and Secretary
	
	ESH/TN PROPERTIES L.L.C.
		
	By:	 	 /s/ John R. Dent

	Name:	 	John R. Dent
	Title:	 	Vice President and Secretary
	
	TENANT
	
	ESA P PORTFOLIO OPERATING LESSEE LLC
		
	By:	 	 /s/ John R. Dent

	Name:	 	John R. Dent
	Title:	 	Vice President and Secretary



  
 SEVENTH
AMENDMENT TO OPERATING LEASE (P PORTFOLIO) 








 SCHEDULE I 

Hotels 
  

					
	 	  	 Address
	  	 Owner

	 18
	  	4861 W. McDowell Rd., Phoenix, AZ	  	ESA P Portfolio L.L.C.
	 22
	  	4800 S. Butterfield Dr., Tucson, AZ	  	ESA P Portfolio L.L.C.
	 25
	  	2102 West Dunlap Ave, Phoenix, AZ	  	ESA P Portfolio L.L.C.
	 30
	  	11211 N. Black Canyon Hwy, Phoenix, AZ	  	ESA P Portfolio L.L.C.
	 40
	  	11299 Point East Dr., Rancho Cordova, CA	  	ESA P Portfolio L.L.C.
	 58
	  	3460 W. Shaw Ave., Fresno, CA	  	ESA P Portfolio L.L.C.
	 120
	  	4850 Leetsdale Dr., Glendale, CO	  	ESA P Portfolio L.L.C.
	 122
	  	715 Kipling St., Lakewood, CO	  	ESA P Portfolio L.L.C.
	 123
	  	3490 Afternoon Cr, Colorado Springs, CO	  	ESA P Portfolio L.L.C.
	 124
	  	8750 Grant St, Thornton, CO	  	ESA P Portfolio L.L.C.
	 125
	  	3705 N Chambers Rd., Aurora, CO	  	ESA P Portfolio L.L.C.
	 150
	  	3031 West Commercial Blvd., Fort Lauderdale, FL	  	ESA P Portfolio L.L.C.
	 151
	  	12358 E. Colonial Dr., Orlando, FL	  	ESA P Portfolio L.L.C.
	 199
	  	6295 Jimmy Carter Blvd., Norcross, GA	  	ESA P Portfolio L.L.C.
	 200
	  	200 Lawrenceville St., Norcross, GA	  	ESA P Portfolio L.L.C.
	 202
	  	474 W. Pike St., Lawrenceville, GA	  	ESA P Portfolio L.L.C.
	 667
	  	7049 Jimmy Carter Blvd., Norcross, GA	  	ESA P Portfolio L.L.C.
	 232
	  	1177 S Northpoint Blvd., Waukegan, IL	  	ESA P Portfolio L.L.C.


  
 SCH: I-1 









					
	 269
	  	9775 Lenexa Dr, Lenexa, KS	  	ESA P Portfolio L.L.C.
	 275
	  	2750 Gribbin Dr., Lexington, KY	  	ESA P Portfolio L.L.C.
	 278
	  	1401 Browns Lane, Louisville, KY	  	ESA P Portfolio L.L.C.
	 285
	  	3070 E. Texas St., Bossier City, LA	  	ESA P Portfolio L.L.C.
	 286
	  	104 Mallard Rd., Sulphur, LA	  	ESA P Portfolio L.L.C.
	 288
	  	11140 Boardwalk Dr., Baton Rouge, LA	  	ESA P Portfolio L.L.C.
	 324
	  	11808 Middlebelt Rd., Livonia, MI	  	ESA P Portfolio L.L.C.
	 352
	  	155 Chapel Ridge Rd, Hazelwood, MO	  	ESA P Portfolio L.L.C.
	 358
	  	14800 East 42nd St., Independence, MO	  	ESA P Portfolio L.L.C.
	 359
	  	6065 N. Lindbergh Blvd., Hazelwood, MO	  	ESA P Portfolio L.L.C.
	 362
	  	4301 N. Corrington Ave, Kansas City, MO	  	ESA P Portfolio L.L.C.
	 392
	  	5008 NC 55, Durham, NC	  	ESA P Portfolio L.L.C.
	 391
	  	7910 N. Point Blvd., Winston-Salem, NC	  	ESA P Portfolio L.L.C.
	 406
	  	2868 Route 73 North, Maple Shade, NJ	  	ESA P Portfolio L.L.C.
	 425
	  	5020 Ellison NE, Albuquerque, NM	  	ESA P Portfolio L.L.C.
	 430
	  	4240 Boulder Highway, Las Vegas, NV	  	ESA P Portfolio L.L.C.
	 445
	  	11645 Chesterdale Rd., Springdale, OH	  	ESA P Portfolio L.L.C.
	 458
	  	11457 Chester Rd., Sharonville, OH	  	ESA P Portfolio L.L.C.
	 481
	  	520 Harlow Rd., Springfield, OR	  	ESA P Portfolio L.L.C.
	 482
	  	3535 Fisher Rd NE, Salem, OR	  	ESA P Portfolio L.L.C.
	 508
	  	130 Mobile Dr., Spartanburg, SC	  	ESA P Portfolio L.L.C.


  
 SCH: I-2 









					
	 523
	  	1210 Murfreesboro Rd., Nashville, TN	  	ESH/TN Properties L.L.C.
	 526
	  	5885 Shelby Oaks Dr., Memphis, TN	  	ESH/TN Properties L.L.C.
	 542
	  	5959 Guhn Rd, Houston, TX	  	ESA P Portfolio L.L.C.
	 544
	  	2130 Hwy 6 South, Houston, TX	  	ESA P Portfolio L.L.C.
	 546
	  	2544 US Hwy 67, Mesquite, TX	  	ESA P Portfolio L.L.C.
	 549
	  	12621 Hymeadow Rd., Austin, TX	  	ESA P Portfolio L.L.C.
	 552
	  	3440 W. Walnut Hill Dr, Irving, TX	  	ESA P Portfolio L.L.C.
	 569
	  	3804 Tanacross Dr., Fort Worth, TX	  	ESA P Portfolio L.L.C.
	 583
	  	17425 Dallas Pkwy, Dallas, TX	  	ESA P Portfolio L.L.C.
	 605
	  	5683 South Redwood Rd., Salt Lake City, UT	  	ESA P Portfolio L.L.C.
	 639
	  	12803 E. Sprague Ave., Spokane, WA	  	ESA P Portfolio L.L.C.
	 643
	  	25104 Pacific Hwy South, Kent, WA	  	ESA P Portfolio L.L.C.
	 644
	  	2101 N. Meridian, Puyallup, WA	  	ESA P Portfolio L.L.C.
	 645
	  	8801 South Hosmer St., Tacoma, WA	  	ESA P Portfolio L.L.C.


  
 SCH: I-3