BY RENAMING IT EXHIBIT A-1.
EXHIBIT A TO THIS AMENDMENT IS
INSERTED AS EXHIBIT A-2 TO THE MANAGEMENT AGREEMENT AFTER SUCH EXHIBIT A-1.
7.
EXHIBIT C TO THE MANAGEMENT AGREEMENT
IS HEREBY DELETED IN ITS ENTIRETY AND REPLACED WITH THE EXHIBIT C ATTACHED
HERETO.
8.
THERE IS ADDED TO THE END OF EXHIBIT D
TO THE MANAGEMENT AGREEMENT THE MAPS SHOWING, OR OTHER DESCRIPTIONS OF, THE
RESTRICTED AREA FOR THE ADDITIONAL HOTEL SET FORTH IN EXHIBIT D HERETO.
9.
AS OF THE DATE HEREOF, NO EVENT HAS
OCCURRED AND IS CONTINUING UNDER THE MANAGEMENT AGREEMENT THAT CONSTITUTES A
MANAGER DEFAULT OR MANAGER EVENT OF DEFAULT.
10.
MANAGER HEREBY CONSENTS TO THE AMENDMENT TO
THE LEASE OF EVEN DATE HEREWITH PURSUANT TO WHICH OWNER LEASES THE ADDITIONAL
HOTEL FROM PURCHASER.
11.
ALL REFERENCES IN THE MANAGEMENT AGREEMENT
TO THE MANAGEMENT AGREEMENT SHALL BE DEEMED TO BE REFERENCES THERETO AS AMENDED
HEREBY.
12.
AS MODIFIED HEREBY, THE MANAGEMENT AGREEMENT
IS IN FULL FORCE AND EFFECT AND IS HEREBY RATIFIED AND CONFIRMED.
13.
THIS AMENDMENT MAY BE EXECUTED IN ONE OR
MORE COUNTERPARTS, ALL OF WHICH COUNTERPARTS SHALL CONSTITUTE BUT ONE AND THE
SAME DOCUMENT.
[Remainder of Page Intentionally Blank]
3
IN WITNESS WHEREOF, the parties hereto have duly executed and delivered this
Amendment effective as of the day and year first above written.
OWNER:
HPT TRS IHG-2, INC.
By:
/s/ John G. Murray
Name:
John G. Murray
Title:
Vice President
4
MANAGER:
IHG MANAGEMENT (MARYLAND) LLC
By:
/s/ Robert J. Chitty
Name:
Robert J. Chitty
Title:
Vice President
INTERCONTINENTAL HOTELS GROUP
(CANADA), INC.
By:
/s/ Robert J. Chitty
Name:
Robert J. Chitty
Title:
Vice President
5
The following exhibits have been omitted and will be supplementally furnished to
the Securities and Exchange Commission upon request:
Exhibits
Document
A
Exhibit A-2 to the Management Agreement: Legal Descriptions
C
Substitute Exhibit C to the Management Agreement: Allocations
D
Restricted Areas for the Additional Hotel
Exhibit B has been reserved and was not used in the document.