Exhibit 3.5 FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP This FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP (the "Agreement") is entered into as of June 23, 1998 by and among Beacon Capital Partners, Inc., a Maryland corporation (the...Beacon Capital Partners Inc • August 21st, 1998 • Real estate investment trusts • Delaware
Exhibit 99.2 LOAN AGREEMENT BETWEEN ONE KENDALL LLC AND CAMBRIDGE ATHENAEUM LLC AS BORROWERS AND SECORE FINANCIAL CORPORATION AS LENDER LOAN AGREEMENT Dated as of April 14, 2000Loan Agreement • April 24th, 2000 • Beacon Capital Partners Inc • Real estate investment trusts • New York
CAMEZZ LLC BORROWERLoan Agreement • April 24th, 2000 • Beacon Capital Partners Inc • Real estate investment trusts • New York
BY AND AMONGStockholders' Agreement • July 13th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts • Delaware
EXHIBIT 1Joint Filing Agreement • July 13th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts
In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons listed below on behalf of each of them of a Statement on Schedule 13D (including any amendments thereto) with respect to the common stock, par value $0.01 per share, of Wyndham International, Inc., a Delaware corporation. The undersigned further consent and agree to the inclusion of this Agreement as an Exhibit to such Schedule 13D. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
Exhibit 10.1 BEACON CAPITAL PARTNERS, INC. MANAGEMENT AGREEMENT Management Agreement ("Agreement") made as of January 2, 2002, by and among Beacon Capital Partners, Inc., a corporation organized under the laws of the State of Maryland, Beacon Capital...Management Agreement • February 27th, 2002 • Beacon Capital Partners Inc • Real estate investment trusts • Massachusetts
Exhibit 10.4Indemnity Agreement • June 16th, 1998 • Beacon Capital Partners Inc • Maryland
OFBeacon Capital Partners Inc • March 23rd, 2001 • Real estate investment trusts • Delaware
Exhibit 5 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 13th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts • Delaware
EXHIBIT 10.1Limited Partnership Agreement • November 24th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts • Delaware
JOINDER AGREEMENTJoinder Agreement • December 17th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts
This Joinder Agreement ("Agreement") is made as of this 29th day of October, 1999 by and among Beacon Capital Partners, L.P., a Delaware limited partnership ("Beacon, L.P."), and Beacon Lodging, Inc., a Massachusetts corporation ("Beacon Lodging").
ARTICLE I.Contract of Sale • August 21st, 1998 • Beacon Capital Partners Inc • Real estate investment trusts • Texas
ARTICLE ICredit Agreement • August 16th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts • New York
Exhibit 3 AMENDMENT TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT TO SECURITIES PURCHASE AGREEMENT (the "Amendment") is made as of June 28, 1999, by and among Patriot American Hospitality, Inc., a Delaware corporation ("Patriot"), Wyndham...Securities Purchase Agreement • July 13th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts
BETWEENPurchase and Sale Contract • June 16th, 1998 • Beacon Capital Partners Inc
Exhibit 1.1 PURCHASE AGREEMENTPurchase Agreement • June 16th, 1998 • Beacon Capital Partners Inc
EX-10.1 Employment And Noncompetition Agreement EMPLOYMENT AND NONCOMPETITION AGREEMENT This EMPLOYMENT AND NONCOMPETITION AGREEMENT ("Agreement") is made as of the 20th day of March, 1998 by and between Alan M. Leventhal of Chestnut Hill,...Employment and Noncompetition Agreement • June 16th, 1998 • Beacon Capital Partners Inc • Massachusetts
JOINT FILING AGREEMENT Dated as of December 6, 1999Joint Filing Agreement • December 17th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts
In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons listed below on behalf of each of them of a Statement on Schedule 13D (including any amendments thereto) with respect to the common stock, par value $0.01 per share, of Wyndham International, Inc., a Delaware corporation. The undersigned further consent and agree to the inclusion of this Agreement as an Exhibit to such Schedule 13D. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
EX-10.2 Employment and Noncompetition Agreement EMPLOYMENT AND NONCOMPETITION AGREEMENT This EMPLOYMENT AND NONCOMPETITION AGREEMENT ("Agreement") is made as of the 20th day of March, 1998 by and between Lionel P. Fortin of Boston, Massachusetts...Employment and Noncompetition Agreement • June 16th, 1998 • Beacon Capital Partners Inc • Massachusetts
Exhibit 6 ASSIGNMENT AND ASSUMPTION THIS ASSIGNMENT AND ASSUMPTION (this "Assignment") is made as of this 30th day of June, 1999, by and among (i) Beacon Capital Partners, L.P. (the "Assignor"), (ii) BCP Voting, Inc., as trustee for Beacon Capital...Assignment and Assumption • July 13th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts • New York
EXHIBIT 99.3 555 Technology Square Cambridge, Massachusetts "the Buildings" FIFTH AMENDMENT TO LEASE Execution Date: As of June 23, 1998Beacon Capital Partners Inc • December 7th, 1999 • Real estate investment trusts
RECITALSBeacon Capital Partners Inc • December 7th, 1999 • Real estate investment trusts
EXHIBIT 99.1Restatement of Lease • December 7th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts
RECITALSEx-2.1 Agreement and Plan of Merger • June 16th, 1998 • Beacon Capital Partners Inc • Maryland
CONTRIBUTION AGREEMENTContribution Agreement • March 30th, 1999 • Beacon Capital Partners Inc • Real estate investment trusts • Massachusetts
EXHIBIT 99.4 [Beacon Capital Partners, Inc. letterhead] December 1, 1999 BY CERTIFIED MAIL AND COURIER The Charles Stark Draper Laboratory, Inc. 555 Technology Square Cambridge, MA 02139 Attention: Mr. David C. Driscoll Re: 555 TECHNOLOGY SQUARE,...Beacon Capital Partners Inc • December 7th, 1999 • Real estate investment trusts
This is with reference to that certain Fourth Amendment and Restatement of Lease dated as of July 1, 1981, as amended (the "Lease"), the present parties to which are Technology Square LLC, a Delaware limited liability company ("Landlord"), and The Charles Stark Draper Laboratory, Inc., a Massachusetts corporation ("Tenant").
