Apple Reit Six Inc Sample Contracts

Apple Reit Six Inc – RELEASE AND INDEMNIFICATION AGREEMENT (February 26th, 2013)

This RELEASE AND INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of the 29th day of November 2012, by and among Apple REIT Six, Inc., a Virginia corporation (the “Company”), BRE Select Hotels Holdings LP, a Delaware limited partnership (“Buyer”), BRE Select Hotels Corp, a Delaware corporation and wholly-owned Subsidiary of Buyer (“Acquisition Sub”), Glade M. Knight, an individual (“Knight”), Apple Six Advisors, Inc., a Virginia corporation (“A6A”), Apple Six Realty Group, Inc., a Virginia corporation (“A6RG”), Apple Suites Realty Group Inc., a Virginia corporation (“ASRG”), and Bryan Peery, an individual (“Peery”). The signatories to this Agreement will be referred to jointly as the “Parties.”

Apple Reit Six Inc – [Form of McIntosh Certificate of Designations] CERTIFICATE OF DESIGNATIONS OF 7% SERIES A CUMULATIVE REDEEMABLE PREFERRED STOCK OF BRE SELECT HOTELS CORP (December 5th, 2012)

FIRST: Pursuant to authority expressly vested in the Board of Directors by Section [__] of the Corporation’s Certificate of Incorporation, the Board of Directors has duly adopted the following resolution designating [__] shares of preferred stock of the Corporation as 7% Series A Cumulative Redeemable Preferred Stock, $.0001 par value per share:

Apple Reit Six Inc – AGREEMENT AND PLAN OF MERGER Dated as of November 29, 2012 Among Apple REIT Six, Inc., BRE Select Hotels Holdings LP and BRE Select Hotels Corp (December 5th, 2012)

AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of November 29, 2012, among Apple REIT Six, Inc., a Virginia corporation (the “Company”), BRE Select Hotels Holdings LP, a Delaware limited partnership (“Buyer”), and BRE Select Hotels Corp, a Delaware corporation and a wholly-owned subsidiary of Buyer (“Acquisition Sub”). Buyer, Acquisition Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.”

Apple Reit Six Inc – VOTING AGREEMENT (December 5th, 2012)

This VOTING AGREEMENT, dated as of November 29, 2012 (this “Agreement”) is entered into by and among BRE Select Hotels Holdings LP, a Delaware limited partnership (“Buyer”) and GLADE M. KNIGHT (the “Shareholder”). Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Merger Agreement (as defined below).

Apple Reit Six Inc – Apple REIT Six Signs a Definitive Merger Agreement with an Affiliate of Blackstone Real Estate Partners VII (November 30th, 2012)

RICHMOND, VA, November 30, 2012 – Apple REIT Six, Inc. (the “Company” or “Apple Six”), a real estate investment trust (REIT), announced today that following the unanimous approval of the Company’s Board of Directors, it has entered into a definitive merger agreement to be acquired by BRE Select Hotels Corp (“BRE Select Hotels”), an affiliate of Blackstone Real Estate Partners VII. The total transaction value, including transaction costs and the assumption or repayment of the Company’s debt, is approximately $1.2 billion.

Apple Reit Six Inc – Contract (November 27th, 2012)

DEAR SHAREHOLDER, Beginning in 2011 and continuing through the first nine months of this year, performance of the Apple REIT Six, Inc. portfolio of hotels has steadily improved from the challenging economic conditions that negatively affected the hotel industry in 2009 and 2010. Based on Company and industry trends, we anticipate a high single-digit percentage increase in modified funds from operations for the year 2012 as compared to 2011. Although multiple factors within the hotel industry and the general economy will contribute to the pace at which our hotels continue to improve, I am optimistic that the future of Apple REIT Six is positive.

Apple Reit Six Inc – Contract (August 23rd, 2012)

DEAR SHAREHOLDER, Key indicators of hotel performance including occupancy, average daily rate and revenue per available room have improved across the U.S. hotel industry in 2012 and according to industry analysts the outlook for the remainder of the year is positive. The Apple REIT Six, Inc. portfolio includes 66 Marriott®- and Hilton®-branded hotels that are strategically located in diversified markets across 18 states, and I am confident 2012 will be a good year for our Company.

Apple Reit Six Inc – Contract (May 23rd, 2012)

DEAR SHAREHOLDER, Greetings from Apple REIT Six, Inc. The first quarter of this year was marked by solid improvements in operations across our portfolio of 66 hotels. Demand for lodging continues to strengthen, evident in our higher occupancy levels and nightly rates as compared to the same period of 2011, and I am optimistic this momentum will continue throughout 2012.

Apple Reit Six Inc – DEAR SHAREHOLDER (December 1st, 2011)

Operations among the 66 hotels that comprise the Apple REIT Six, Inc. portfolio improved during the third quarter of this year as compared to the same period of 2010. I believe the conservative approach to hotel ownership implemented when the Company was formed allowed us to remain profitable and successfully weather the recent national economic downturn. Travel experts have reported that current trends indicate the hotel industry is on a strong path to recovery and as such, I am optimistic the remainder of 2011 will show continued improvement and 2012 will be a strong year for our Company.

Apple Reit Six Inc – DEAR SHAREHOLDER (August 25th, 2011)

I am pleased to report that for the first six months of 2011, operations among the 66 hotels that comprise the Apple REIT Six, Inc. portfolio showed signs of improvement as compared to the same period of 2010. As hotel operations continue to improve, I am optimistic that 2011 will continue to be a good year for the Company and I remain confident in our long-term success.

Apple Reit Six Inc – DEAR SHAREHOLDER GLADE M. KNIGHT (June 7th, 2011)

The Apple REIT Six, Inc. strategy—evident in our portfolio of 66 Marriott®- and Hilton®-branded hotels, with a combined total of 7,658 rooms, virtually unencumbered by debt and diversified across 18 states—has always been conservative. Through this simple ownership strategy, I believe we successfully managed the recent economic downturn and are well-poised for improved operations as positive economic conditions continue to become more prevalent across our markets.

Apple Reit Six Inc – Dear Shareholder GLADE M. KNIGHT (November 29th, 2010)

I am pleased to report that hotel operations have steadily improved at the majority of hotels in the Apple REIT Six, Inc. portfolio since the beginning of 2010. Limited new supply entering the lodging market combined with an increase in demand has resulted in better year-over-year operations and I believe an overall positive environment for the hotel industry going forward. For the three-month period ending September 30, 2010, occupancy rates among our 66 hotels with continuing operations averaged 77 percent and for the nine-month period ending September 30, 2010, 73 percent. Occupancy rates for the same periods last year were 71 percent and 67 percent, respectively. Average daily rate (ADR) was $108 for the third quarter of this year, the same as last year’s average, and $105 for the first nine months of this year, down three percent from the same period last year. Revenue per available room (RevPAR) was $83 for the third quarter of this year and $76 for the nine-month period endin

Apple Reit Six Inc – Dear Shareholder GLADE M. KNIGHT (August 20th, 2010)

I am pleased to report that for the first six months of 2010, operations among the 68 hotels that comprise the Apple REIT Six, Inc. portfolio improved as compared to the same period in 2009. The industry-wide recovery has been led by an increase in demand for accommodations from both leisure and corporate travelers, as shown by strengthening occupancy averages. Although some of our markets still face economic challenges and have experienced fewer signs of recovery, we are optimistic that the worst is behind us and anticipate moderate improvement as compared to 2009, for the remainder of this year. I believe that the brand and site diversification of our hotels, the strength of our brands and our conservative approach to capital management have us well-poised to benefit as economic conditions improve.

Apple Reit Six Inc – DEAR SHAREHOLDER (November 20th, 2009)

Similar to other business segments, the current economic climate has created a downturn in the hotel industry. I believe the strategy that Apple REIT Six, Inc. implemented at inception—the selection of a diversified portfolio of high quality, well-branded lodging real estate acquired primarily on an all-cash basis—will allow the Company to weather this storm more successfully than the majority of our competitors and remain well poised for recovery. Although the 68 hotels that comprise the Apple REIT Six, Inc. portfolio are no exception to the conditions that have marked the first nine months of this year, marginal improvements in operations during the third quarter as compared to the first six months of the year have provided some optimism that we may have reached the bottom of the downward trend.

Apple Reit Six Inc – DEAR SHAREHOLDER (August 21st, 2009)

The mission of Apple REIT Six, Inc. is and has always been to provide maximum value for our shareholders while minimizing risk as much as possible. As such, we strategically acquired, on primarily an all-cash basis, a diverse selection of 68 Marriott®- and Hilton®-branded hotels with a total of 7,897 guestrooms in a variety of metropolitan areas throughout the United States. We have maintained extraordinarily low levels of debt and our diversified portfolio represents some of the country’s best brands, a foundation we are confident will limit our downside, even in these most uncertain economic times.

Apple Reit Six Inc – FIRST QUARTER (May 26th, 2009)

In these times of economic uncertainty, I welcome this opportunity to reiterate the stability of your investment in Apple REIT Six, Inc. In adherence with our strategy, the Company owns our entire portfolio of real estate with minimal debt on the assets. We have specifically structured the Company this way to minimize risk and virtually eliminate the possibility of losing any of our properties. Although the first quarter of 2009 brought challenging economic conditions to the hotel industry, the strength of our balance sheet, the quality of our portfolio and the expertise of our team continue to lend confidence to the long term success of our program.

Apple Reit Six Inc – DEAR SHAREHOLDER GLADE M. KNIGHT (November 20th, 2008)

I am pleased to take this opportunity to share with you combined third quarter operational results from the 68 hotels within the Apple REIT Six, Inc. portfolio. At a time when the state of our nation’s economy is at the forefront of the news, I am confident in the Company’s unique capital structure, selection of world-renowned hotel brands and overall market diversity. Our team remains committed to growing the value of your investment over time through strong returns and the appreciation of our assets.

Apple Reit Six Inc – APPLE FUND MANAGEMENT, LLC SEVERANCE PLAN Amended and Restated as of January 1, 2009 (November 3rd, 2008)

Apple Hospitality Two, Inc. originally established this Severance Plan (the “Plan”) effective August 23, 2005. Apple REIT Six, Inc., a Virginia corporation (“Apple”), which is the parent company of Apple Fund Management, LLC, a Virginia limited liability company (the “Company”), now sponsors and maintains the Plan and has amended and restated the Plan as of January 1, 2009, for the benefit of the Company’s eligible employees. The purpose of the Plan is to provide security to eligible employees in the event of a termination of employment under defined circumstances.

Apple Reit Six Inc – APPLE FUND MANAGEMENT, LLC EXECUTIVE SEVERANCE PAY PLAN (November 3rd, 2008)

The Apple Fund Management, LLC Executive Severance Pay Plan (the “Plan”) was originally adopted by Apple Hospitality Two, Inc. as of August 23, 2005. Apple REIT Six, Inc., a Virginia corporation (“Apple”), which is the parent company of Apple Fund Management LLC, a Virginia limited liability company (the “Company”), now sponsors and maintains the Plan and has amended and restated the Plan as of January 1, 2009. The Plan provides severance or income protection benefits to Executives who have been designated as Participants by the Compensation Committee of the Board of Directors of Apple pursuant to the Plan.

Apple Reit Six Inc – STATEMENTS OF OPERATIONS (Unaudited) (August 28th, 2008)
Apple Reit Six Inc – STATEMENT OF OPERATIONS (Unaudited) (In thousands except statistical data) Three months ended March 31, 2008 Three months ended March 31, 2007 REVENUES ROOM REVENUE $ 58,120 $ 55,485 OTHER REVENUE 5,077 4,694 REIMBURSED EXPENSES 1,094 — TOTAL REVENUES $ 64,291 $ 60,179 EXPENSES DIRECT OPERATING EXPENSE $ 16,228 $ 14,827 OTHER HOTEL OPERATING EXPENSES 24,306 22,781 GENERAL AND ADMINISTRATIVE 1,361 1,380 REIMBURSED EXPENSES 1,094 — DEPRECIATION 7,483 6,762 INTEREST, NET 289 648 TOTAL EXPENSES $ 50,761 $ 46,398 NET INCOME $ 13,530 $ 13,781 NET INCOME PER SHARE $ 0.15 $ 0.15 FUNDS FROM OPERATIONS (May 21st, 2008)
Apple Reit Six Inc – Dated as of April 8, 2005 (June 14th, 2005)

Reference is hereby made to the Purchase Contract referred to above. Capitalized terms used herein but not defined herein shall have the meanings assigned thereto in the Purchase Contract.

Apple Reit Six Inc – PURCHASE CONTRACT between BRIAD LODGING GROUP SOMERSET, LLC, BRIAD LODGING GROUP WALLINGFORD, LLC, BRIAD LODGING GROUP MT. OLIVE, LLC, BRIAD LODGING GROUP HARTFORD, LLC, and BRIAD LODGING GROUP ROCKY HILL, LLC (COLLECTIVELY, “SELLER”) AND APPLE SIX HOSPITALITY, INC. (“BUYER”) AND joined in by BRIAD RESTAURANT GROUP, LLC (“BRG”) DATED: April 8, 2005 (June 14th, 2005)

This PURCHASE CONTRACT (this “Contract”) is made and entered into as of the 8th day of April, 2005, by and between BRIAD LODGING GROUP WALLINGFORD, LLC, a New Jersey limited liability company (“Wallingford LLC”), BRIAD LODGING GROUP SOMERSET, LLC, a New Jersey limited liability company (“Somerset LLC”), BRIAD LODGING GROUP MT. OLIVE, LLC, a New Jersey limited liability company (“Mt. Olive LLC”), BRIAD LODGING GROUP HARTFORD, LLC, a New Jersey limited liability company (“Hartford LLC”), and BRIAD LODGING GROUP ROCKY HILL LLC, a New Jersey limited liability company (“Rocky Hill LLC”, and, collectively with Wallingford LLC , Somerset LLC, Hartford LLC and Rocky Hill LLC, “Seller”), with its principal office at 78 Okner Parkway, Livingston, New Jersey 07039, and APPLE SIX HOSPITALITY, INC., a Virginia corporation, with its principal office at c/o Apple REIT Companies, 814 East Main Street, Richmond, Virginia 23219, or its assigns (“Buyer”), and joined in by BRIAD RESTAURANT GROUP, LLC, a N

Apple Reit Six Inc – Text of Amendment to Bylaws (May 18th, 2005)
Apple Reit Six Inc – Schedule Setting Forth Information on Eight Additional and Substantially Identical Hotel Lease Agreements Post-Effective Amendment No. 3 to the Registrant’s Registration Statement on Form S-11 (SEC File No. 333-112169) filed on October 29, 2004) (October 29th, 2004)

The substantive differences between the filing specified above and the additional Hotel Lease Agreements (each a “Lease”) are as specified below in Parts A, B and C:

Apple Reit Six Inc – OWNER AGREEMENT (REDMOND, WASHINGTON) (July 29th, 2004)

THIS OWNER AGREEMENT (“Agreement”) is being entered into as of this 6th day of July, 2004, by and between APPLE SIX HOSPITALITY MANAGEMENT, INC., a Virginia corporation with a mailing address at 10 South Third Street, Richmond, VA 23219 (“Lessor”); APPLE SIX HOSPITALITY, INC., a Virginia corporation with a mailing address at 10 South Third Street, Richmond, VA 23219 (“Lessee”); and MARRIOTT INTERNATIONAL, INC., a Delaware corporation with a mailing address at 10400 Fernwood Road, Bethesda, Maryland 20817 (“Manager”).

Apple Reit Six Inc – OWNER AGREEMENT (MYRTLE BEACH, SOUTH CAROLINA) (July 29th, 2004)

THIS OWNER AGREEMENT (“Agreement”) is being entered into as of this 8th day of June 2004 and effective as of 12:01 a.m. on June 19, 2004 (the “Effective Date”) by and between APPLE SIX HOSPITALITY, INC., a Virginia corporation with a mailing address at 10 South Third Street, Richmond, Virginia 23219 (“Lessor”); APPLE SIX HOSPITALITY MANAGEMENT, INC., a Virginia corporation with a mailing address at 10 South Third Street, Richmond, Virginia 23219 (“Lessee”); and COURTYARD MANAGEMENT CORPORATION, a Delaware corporation with a mailing address at 10400 Fernwood, Bethesda, Maryland 20817 (“Manager”).

Apple Reit Six Inc – HOTEL LEASE AGREEMENT EFFECTIVE AS OF MAY 28, 2004 BETWEEN APPLE SIX HOSPITALITY TEXAS, L.P., A VIRGINIA LIMITED PARTNERSHIP, AS LESSOR AND APPLE SIX SERVICES, L.P., A VIRGINIA LIMITED PARTNERSHIP AS LESSEE (July 29th, 2004)

THIS HOTEL LEASE AGREEMENT (hereinafter called “Lease”), effective as of the 28th of May, 2004, by and between Apple Six Hospitality Texas, L.P., a Virginia limited partnership (hereinafter called “Lessor”), and Apple Six Services, L.P., a Virginia limited partnership (hereinafter called “Lessee”), provides as follows:

Apple Reit Six Inc – Schedule for Hotel Lease Agreement Dated as of June 8, 2004 Between Apple Six Hospitality, Inc., as Lessor, and Apple Six Hospitality Management, Inc., as Lessee Setting Forth Information on One Hotel which, except for the information below, is substantially similar to the Hotel Lease Agreement Dated as of May 28, 2004 Between Apple Six Hospitality Texas, L.P., as Lessor, and Apple Six Services, L.P., as Lessee (July 29th, 2004)
Apple Reit Six Inc – MANAGEMENT AGREEMENT by and between SPRINGHILL SMC CORPORATION as “MANAGER” and APPLE SIX SERVICES, L.P. as “OWNER” Dated as of May 28, 2004 (July 29th, 2004)

THIS MANAGEMENT AGREEMENT (“Agreement”) is executed as of the 28th day of May, 2004 (“Effective Date”), by APPLE SIX SERVICES, L.P. (“Owner”), a Virginia limited partnership with a mailing address at c/o Apple REIT Companies, 10 South Third Street, Richmond, Virginia 23219, and SPRINGHILL SMC CORPORATION (“Manager”), a Delaware corporation, with a mailing address at c/o Marriott International, Inc., 10400 Fernwood Road, Bethesda, Maryland 20817.

Apple Reit Six Inc – HOTEL LEASE AGREEMENT EFFECTIVE AS OF JUNE 12, 2004 BETWEEN APPLE SIX HOSPITALITY, INC., A VIRGINIA CORPORATION, AS LESSOR AND APPLE SIX HOSPITALITY MANAGEMENT, INC., A VIRGINIA CORPORATION AS LESSEE (July 29th, 2004)

THIS HOTEL LEASE AGREEMENT (hereinafter called “Lease”), effective as of the 12th of June, 2004, by and between Apple Six Hospitality, Inc., a Virginia corporation (hereinafter called “Lessor”), and Apple Six Hospitality Management, Inc., a Virginia corporation (hereinafter called “Lessee”), provides as follows:

Apple Reit Six Inc – MANAGEMENT AGREEMENT by and between COURTYARD MANAGEMENT CORPORATION as “MANAGER” and APPLE SIX HOSPITALITY MANAGEMENT, INC. as “OWNER” Dated as of June 8, 2004 (July 29th, 2004)

THIS MANAGEMENT AGREEMENT (“Agreement”) is executed as of the 8th day of June 2004 and shall become effective as of 12:01 a.m. on June 19, 2004 (“Effective Date”), by APPLE SIX HOSPITALITY MANAGEMENT, INC., a Virginia corporation (“Owner”), with a mailing address at c/o Apple REIT Companies, 10 South Third Street, Richmond, Virginia 23219, and COURTYARD MANAGEMENT CORPORATION, a Delaware corporation (“Manager”), with a mailing address at c/o Marriott International, Inc., 10400 Fernwood Road, Bethesda, Maryland 20817.

Apple Reit Six Inc – OWNER AGREEMENT (FORT WORTH, TEXAS) (July 29th, 2004)

THIS OWNER AGREEMENT (“Agreement”) is being entered into as of this 28th day of May, 2004, by and between APPLE SIX HOSPITALITY TEXAS, L.P., a Virginia limited partnership with a mailing address at 10 South Third Street, Richmond, Virginia 23219 (“Lessor”); APPLE SIX SERVICES, L.P., a Virginia limited partnership with a mailing address at 10 South Third Street, Richmond, Virginia 23219 (“Lessee”); and SPRINGHILL SMC CORPORATION, a Delaware corporation with a mailing address at 10400 Fernwood, Bethesda, MD 20817 (“Manager”).

Apple Reit Six Inc – MANAGEMENT AGREEMENT by and between MARRIOTT INTERNATIONAL, INC. (as “MANAGER”) and REDMAR PROPERTY, L.P. (as “OWNER”) Dated as July 22, 2002 (July 29th, 2004)

THIS MANAGEMENT AGREEMENT (“Agreement”) is executed as of the 22nd day of July, 2002 (“Effective Date”), by REDMAR PROPERTY, L.P. (“Owner”), a Texas limited partnership with a mailing address at c/o Western International, Inc., 13647 Montford Drive, Dallas, Texas 75240, and MARRIOTT INTERNATIONAL, INC. (“Manager”), a Delaware corporation, with a mailing address of 10400 Fernwood Road, Bethesda, Maryland 20817.

Apple Reit Six Inc – PROPERTY ACQUISITION/DISPOSITION AGREEMENT (May 13th, 2004)

THIS AGREEMENT is made and entered into as of the 23rd day of April, 2004, by and between Apple REIT Six, Inc., a Virginia corporation (hereinafter referred to as “Owner”), and Apple Six Realty Group, Inc., a Virginia corporation (hereinafter referred to as “Agent”).