OF BORROWING
EXHIBIT G
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FORM OF NOTICE OF CONVERSION OR CONTINUATION
EXHIBIT H
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RESERVED
EXHIBIT I
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RESERVED
EXHIBIT J
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FORM OF PLEDGE AND SECURITY AGREEMENT
SCHEDULES:
SCHEDULE 1.01(A)
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COMMITMENTS
SCHEDULE 1.01(B)
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EXISTING PROPERTIES
SCHEDULE 1.01(C)
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GUARANTORS
SCHEDULE 1.01(D)
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QUALIFIED GROUND LEASES
SCHEDULE 4.01
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SUBSIDIARIES
SCHEDULE 4.08
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LITIGATION
SCHEDULE 4.17
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LEGAL REQUIREMENTS; ZONING; UTILITIES; ACCESS
SCHEDULE 4.18
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EXISTING INDEBTEDNESS
SCHEDULE 5.07
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INSURANCE
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AMENDED & RESTATED SENIOR UNSECURED TERM LOAN AGREEMENT
This AMENDED & RESTATED TERM LOAN AGREEMENT, dated as of January 10, 2017, is
among LASALLE HOTEL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership,
as the Borrower, LASALLE HOTEL PROPERTIES, a Maryland trust, as the Parent, the
Guarantors from time to time party hereto, the Banks from time to time party
hereto, CITIBANK, N.A., as Administrative Agent, BANK OF MONTREAL and U.S. BANK
NATIONAL ASSOCIATION, as Co‐Syndication Agents, BANK OF AMERICA, N.A., PNC BANK,
NATIONAL ASSOCIATION, SUMITOMO MITSUI BANKING CORPORATION, TD BANK, N.A., WELLS
FARGO BANK, NATIONAL ASSOCIATION, RAYMOND JAMES BANK, N.A., REGIONS BANK, BRANCH
BANKING AND TRUST COMPANY, and CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as
Co-Documentation Agents, CITIGROUP GLOBAL MARKETS INC., BMO CAPITAL MARKETS,
U.S. BANK NATIONAL ASSOCIATION, MERRILL LYNCH, PIERCE, FENNER & SMITH
INCORPORATED, PNC CAPITAL MARKETS LLC, N.A., SUMITOMO MITSUI BANKING
CORPORATION, and TD BANK, N.A., as Joint Lead Arrangers, CITIGROUP GLOBAL
MARKETS INC., BMO CAPITAL MARKETS, and U.S. BANK NATIONAL ASSOCIATION, as Joint
Bookrunners.
The Borrower has requested, and the Banks have agreed to extend, certain credit
facilities on the terms and conditions of this Agreement. In consideration of
the mutual agreements contained in this Agreement, the parties hereto do hereby
agree as follows:
WITNESSETH THAT:
(1)
Pursuant to that certain Senior Unsecured Term Loan Agreement dated as of
November 5, 2015 ("Existing Agreement") among the Borrower, the Parent, the
guarantors party thereto, the banks described therein, Citibank, N.A., as
administrative agent, and the other parties from time to time party thereto,
such banks made certain loans to the Borrower.
(2)
The Borrower, the Guarantors, the Administrative Agent, and the banks
party to the Existing Agreement desire to amend and restate the Existing
Agreement to make certain amendments to the Existing Agreement.
NOW, THEREFORE, in consideration of the recitals set forth above, which by this
reference are incorporated into this Agreement set forth below, and for other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged and subject to the terms and conditions hereof and on the basis of
the representations and warranties herein set forth, the parties hereto hereby
agree to amend and restate the Existing Agreement, which shall read in its
entirety as follows:
ARTICLE I
DEFINITIONS AND ACCOUNTING TERMS
Section 1.01
Certain Defined Terms. As used in this Agreement, the following
terms shall have the following meanings (unless otherwise indicated, such
meanings to be equally applicable to both the singular and plural forms of the
terms defined):
"2022 TL Facility" means, at any time,