CREDIT AGREEMENT Dated as of December 4, 2015 by and among CWI OP, LP,Credit Agreement • December 7th, 2015 • Carey Watermark Investors Inc • Real estate • New York
THIS CREDIT AGREEMENT (this “Agreement”) dated as of December 4, 2015 by and among CWI OP, LP, a limited partnership formed under the laws of the State of Delaware (the “Borrower”), CAREY WATERMARK INVESTORS INCORPORATED, a corporation formed under the laws of the State of Maryland (“REIT Guarantor”), each of the financial institutions initially a signatory hereto together with their successors and assignees under Section 12.5. (the “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
CAREY FINANCIAL, LLC FORM OF DEALER MANAGER AGREEMENTDealer Manager Agreement • December 17th, 2013 • Carey Watermark Investors Inc • Real estate • New York
Carey Watermark Investors Incorporated (the “Company”) is a Maryland corporation that is taxed as a real estate investment trust (a “REIT”) for federal income tax purposes. The Company proposes to offer in a follow on offering (a) up to 350,000,000 shares of common stock, $.001 par value per share (the “Shares”), for a purchase price of $10.00 per Share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers), in the primary offering (the “Primary Offering”), and (b) up to 31,578,947.3684 Shares for a purchase price of $9.50 per Share for issuance through the Company’s distribution reinvestment program (the “DRIP” and together with the Primary Offering, the “Offering”), all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section 1(a)). The Company has reserved the right to reallocate the Shares offered in the Offering between the DRIP and the Primary Offering.
FORM OF AGREEMENT OF LIMITED PARTNERSHIP OF CWI LIMITED PARTNERSHIPCarey Watermark Investors Inc • March 26th, 2008 • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP OF CWI LIMITED PARTNERSHIP, a Delaware limited partnership (the “Partnership”), dated as of , 2008 (the “Effective Date”), is entered into by and among Carey Watermark Investors Incorporated, a Maryland corporation holding both general partner and limited partner interests in the Partnership (the “General Partner”), and Carey Watermark Holdings, LLC, a Delaware limited liability company holding a special general partner interest in the Partnership (the “Special General Partner”), together with any other Persons who become Partners in the Partnership as provided herein.
PURCHASE AND SALE AGREEMENT between FWH Atlanta Downtown, LLC, the SELLER and CWI Atlanta Downtown Hotel, LLC, the BUYER Dated as of December 7, 2012 Hampton Inn & Suites—Atlanta Downtown 161 Spring Street NW, Atlanta, Georgia 30303Assignment and Assumption Agreement • February 21st, 2013 • Carey Watermark Investors Inc • Real estate
This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of the 7th day of December, 2012 (the “Effective Date”) between FWH Atlanta Downtown, LLC, a Delaware limited liability company (the “Seller”) and CWI Atlanta Downtown Hotel, LLC, a Delaware limited liability company (the “Buyer”).
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 21st, 2013 • Carey Watermark Investors Inc • Real estate
This FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is entered into as of January 4, 2013 by and between FWH Baton Rouge, LLC, a Delaware limited liability company (“Seller”) and CWI Baton Rouge Hotel, LLC, a Delaware limited liability company (“Buyer”).
ADVISORY AGREEMENTAdvisory Agreement • November 12th, 2010 • Carey Watermark Investors Inc • Real estate • New York
THIS ADVISORY AGREEMENT, dated as of September 15, 2010, is among CAREY WATERMARK INVESTORS INCORPORATED, a Maryland corporation (“CWI”), CWI OP, LP, a Delaware limited partnership of which CWI is a general partner (the “Operating Partnership”), and CAREY LODGING ADVISORS, LLC, a Delaware limited liability company (the “Advisor”).
FORM OF ESCROW AGREEMENTForm of Escrow Agreement • November 12th, 2010 • Carey Watermark Investors Inc • Real estate • New York
THIS ESCROW AGREEMENT (this “Agreement”) made and entered into as of this 15th day of September, 2010 by and among Carey Financial, LLC, a Delaware limited liability company (the “Dealer Manager”), Carey Watermark Investors Incorporated, a Maryland corporation (the “Company”), and UMB Bank, N.A., as escrow agent, a national banking association organized and existing under the laws of the United States of America (the “Escrow Agent”).
PAYMENT GUARANTYPayment Guaranty • November 13th, 2017 • Carey Watermark Investors Inc • Real estate • New York
THIS PAYMENT GUARANTY (this “Guaranty”) is made as of September 26, 2017 by CAREY WATERMARK INVESTORS INCORPORATED, a Maryland corporation having an address at 50 Rockefeller Plaza, 2nd Floor, New York, NY 10020 (“Guarantor”), in favor of W. P. CAREY INC., a Maryland corporation, having an address at 50 Rockefeller Plaza, 2nd Floor, New York, NY 10020 (“Lender”).
CAREY FINANCIAL, LLC DEALER MANAGER AGREEMENT September 15, 2010Dealer Manager Agreement • November 12th, 2010 • Carey Watermark Investors Inc • Real estate • New York
Carey Watermark Investors Incorporated (the “Company”) is a Maryland corporation that intends to qualify to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31, 2010, or the first year during which the Company begins material operations. The Company proposes to offer (a) up to 100,000,000 shares of common stock, $.001 par value per share (the “Shares”), for a purchase price of $10.00 per Share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers), in the primary offering (the “Primary Offering”), and (b) up to 25,000,000 Shares for a purchase price of $9.50 per Share for issuance through the Company’s distribution reinvestment program (the “DRIP” and together with the Primary Offering, the “Offering”), all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section 1(a)). The Company h
AGREEMENT OF LIMITED PARTNERSHIP OF CWI OP, LPAgreement • November 12th, 2010 • Carey Watermark Investors Inc • Real estate • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP OF CWI OP, LP, a Delaware limited partnership (the “Partnership”), dated as of September 15, 2010 (the “Effective Date”), is entered into by and among Carey Watermark Investors Incorporated, a Maryland corporation holding both general partner and limited partner interests in the Partnership (the “General Partner”), and Carey Watermark Holdings, LLC, a Delaware limited liability company holding a special general partner interest in the Partnership (the “Special General Partner”), together with any other Persons who become Partners in the Partnership as provided herein.
FORM OF SELECTED DEALER AGREEMENT WITH CAREY FINANCIAL, LLCSelected Dealer Agreement • August 30th, 2010 • Carey Watermark Investors Inc • Real estate
Carey Financial, LLC (the “Dealer Manager”) entered into a dealer manager agreement, dated as of ___, 2010 (the “Dealer Manager Agreement”), with Carey Watermark Investors Incorporated, a Maryland corporation (the “Company”), under which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) for its common shares of beneficial interest, $.001 par value per share, of which amount: (i) up to 100,000,000 shares for a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers) (the “Primary Shares”), and (ii) up to 25,000,000 shares for a purchase price of $9.50 per share (the “DRIP Shares” and, together with the Primary Shares, the “Shares”) commencing on the initial Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between
AGREEMENT FOR SALE AND PURCHASE OF HOTEL LE MÉRIDIEN DALLAS, THE STONELEIGH DALLAS, TEXAS By and Between HEI STONELEIGH HOTEL LLC, a Delaware limited liability company (“Seller”) and CWI DALLAS HOTEL, LP, a Delaware limited partnership (“Purchaser”)...Agreement for Sale and Purchase • November 25th, 2015 • Carey Watermark Investors Inc • Real estate • Texas
THIS AGREEMENT FOR SALE AND PURCHASE OF HOTEL (this “Agreement”), dated as of October 23, 2015 (the “Effective Date”), is entered into by and between HEI STONELEIGH HOTEL LLC, a Delaware limited liability company (“Seller”), and CWI DALLAS HOTEL, LP, a Delaware limited partnership (“Purchaser”).
LOAN AGREEMENT Between W. P. CAREY INC. as Lender and CWI OP, LP as Borrower Dated as of September 26, 2017Loan Agreement • November 13th, 2017 • Carey Watermark Investors Inc • Real estate • New York
THIS LOAN AGREEMENT (this “Agreement”), dated as of the date set forth on the cover page of this Agreement, is made by and between CWI OP, LP, a Delaware limited partnership (“Borrower”), and W. P. CAREY INC., a Maryland corporation (“Lender”).
AGREEMENT FOR SALE AND PURCHASE OF HOTEL WESTIN PASADENA PASADENA, CALIFORNIA By and Between HEI PASADENA LLC,Agreement for Sale • April 30th, 2015 • Carey Watermark Investors Inc • Real estate • California
THIS AGREEMENT FOR SALE AND PURCHASE OF HOTEL (this “Agreement”), dated as of February 23, 2015 (the “Effective Date”), is entered into by and between HEI PASADENA LLC, a Delaware limited liability company (“Seller”), and CWI PASADENA HOTEL, LP, a Delaware limited partnership (“Purchaser”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • November 13th, 2017 • Carey Watermark Investors Inc • Real estate • New York
THIS PLEDGE AND SECURITY AGREEMENT (as the same may be amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), is made as of September 26, 2017, by CWI OP, LP, a Delaware limited partnership, having an address at 50 Rockefeller Plaza, 2nd Floor, New York, NY 10020 (“Pledgor”) for the benefit of W. P. CAREY INC., a Maryland corporation having an address of 50 Rockefeller Plaza, 2nd Floor, New York, NY 10020 (together with its successors and assigns, collectively, “Lender”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 12th, 2010 • Carey Watermark Investors Inc • Real estate • Maryland
THIS INDEMNIFICATION AGREEMENT is made and entered into this _____ day of , 2010 (“Agreement”), by and between Carey Watermark Investors Incorporated, a Maryland corporation (the “Company”), and [Name of Director or Officer] (“Indemnitee”).
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 21st, 2013 • Carey Watermark Investors Inc • Real estate
This FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is entered into as of January 4, 2013 by and between FWH Legacy Park Frisco, LLC, a Delaware limited liability company (“Seller”) and CWI Legacy Park Hotel, LLC, a Delaware limited liability company (“Buyer”).
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-HRI NEW ORLEANS CBD HOTEL, LLCLimited Liability Company Operating Agreement • June 14th, 2012 • Carey Watermark Investors Inc • Real estate
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-HRI NEW ORLEANS CBD HOTEL, LLC (this “Agreement”) is made and entered into as of June 8, 2012 (the “Effective Date”), by and between CWI NEW ORLEANS CBD HOTEL, LLC, a Delaware limited liability company (“CWI Member”), and ELEVENTH FLOOR LODGING, LLC, a Louisiana limited liability company (“EFL Member”). CWI Member and EFL Member are sometimes referred to collectively in this Agreement as the “Members” and individually as a “Member”.
THIRD AMENDMENT TO AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • June 12th, 2013 • Carey Watermark Investors Inc • Real estate
This THIRD AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this “Amendment”) dated as of May 23, 2013 is by and between MMG-26 LLC, a Delaware limited liability company (“Seller”), and CWI CHELSEA HOTEL, LLC, an Delaware limited liability company (“Purchaser”).
March 27, 2020 STRICTLY CONFIDENTIAL Carey Watermark Investors 2 Incorporated New York, NY 10020Carey Watermark Investors Inc • March 31st, 2020 • Real estate
Reference is made to (x) the Agreement and Plan of Merger, dated as of October 22, 2019 (the “Merger Agreement”), by and among Carey Watermark Investors 2 Incorporated, Apex Merger Sub LLC, and Carey Watermark Investors Incorporated and (y) the letter agreement, dated as of March 10, 2020 (the “Closing Dividend Letter Agreement”), by and among Carey Watermark Investors 2 Incorporated, Apex Merger Sub LLC, and Carey Watermark Investors Incorporated. Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Merger Agreement. This letter agreement confirms the agreement among the Parties with respect to the suspension of dividends of each of REIT I and REIT II and extension of the Outside Date under the Merger Agreement.
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 19th, 2013 • Carey Watermark Investors Inc • Real estate • North Carolina
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) dated as of June 3, 2013 is by and between NOBLE RALEIGH ASSOCIATES, LLC, a Georgia limited liability company (“Seller”), and CWI RALEIGH HOTEL, LLC a Delaware limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 19th, 2013 • Carey Watermark Investors Inc • Real estate • North Carolina
THIS SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) dated as of June 27, 2013 is by and between NOBLE RALEIGH ASSOCIATES, LLC, a Georgia limited liability company (“Seller”), and CWI RALEIGH HOTEL, LLC a Delaware limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-FAIRMONT SONOMA HOTEL, LLCLimited Liability Company Operating Agreement • July 16th, 2013 • Carey Watermark Investors Inc • Real estate
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-FAIRMONT SONOMA HOTEL, LLC (this “Agreement”) is made and entered into as of July 10, 2013 (the “Effective Date”), by and between CWI SONOMA HOTEL, LLC, a Delaware limited liability company (“CWI”), and FAIRMONT HOTELS AND RESORTS (MARYLAND) LLC, a Maryland limited liability company (“FHR”). CWI and FHR are sometimes referred to collectively in this Agreement as the “Members” and individually as a “Member”.
CAREY WATERMARK INVESTORS INCORPORATED FORM OF SELECTED DEALER AGREEMENTSelected Dealer Agreement • June 6th, 2008 • Carey Watermark Investors Inc • Real estate • New York
We have agreed to use our best efforts to sell, along with a group of selected dealers (collectively, the “Selected Dealers”) to be formed with our assistance, up to 125,000,000 shares of common stock, par value $0.001 per share (each a “Share,” and collectively, the “Shares”) of Carey Watermark Investors Incorporated (the “Company”), of which 25,000,000 Shares are being offered pursuant to the Company’s Distribution Reinvestment and Stock Purchase Plan (the “DRIP”). The Shares are being offered by us, as Sales Agent for the Company, and by the Selected Dealers. The terms of the offering of the Shares (the “Offering”) are more fully described in the enclosed prospectus (the “Prospectus”), receipt of which you hereby acknowledge.
FOURTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • June 12th, 2013 • Carey Watermark Investors Inc • Real estate
This FOURTH AMENDMENT TO AGREEMENT OF PURCHASE AND SALE (this “Amendment”) dated as of May 29, 2013 is by and between MMG-26 LLC, a Delaware limited liability company (“Seller”), and CWI CHELSEA HOTEL, LLC, an Delaware limited liability company (“Purchaser”).
FIRST AMENDMENT TO ADVISORY AGREEMENTAdvisory Agreement • March 18th, 2014 • Carey Watermark Investors Inc • Real estate • New York
THIS FIRST AMENDMENT TO THE ADVISORY AGREEMENT (this “Amendment”) dated as of January 24, 2014 is among CAREY WATERMARK INVESTORS INCORPORATED, a Maryland corporation ("CWI"), CWI OP, LP, a Delaware limited partnership of which CWI is a general partner (the "Operating Partnership"), and CAREY LODGING ADVISORS, LLC, a Delaware limited liability company (the "Advisor").
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-AM ATLANTA PERIMETER HOTEL, LLCLimited Liability Company Operating Agreement • October 10th, 2012 • Carey Watermark Investors Inc • Real estate
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-AM ATLANTA PERIMETER HOTEL, LLC (this “Agreement”) is made and entered into as of October 3, 2012 (the “Effective Date”), by and between CWI ATLANTA PERIMETER HOTEL, LLC, a Delaware limited liability company (“CWI”), and ARDEN-MARCUS PERIMETER LLC, a Delaware limited liability company (“AM”). CWI and AM are sometimes referred to collectively in this Agreement as the “Members” and individually as a “Member”.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 12th, 2016 • Carey Watermark Investors Inc • Real estate • New York
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of May 26, 2016, by and among CWI OP, LP, a Delaware limited partnership (the “Borrower”), CAREY WATERMARK INVESTORS INCORPORATED, a Maryland corporation (“REIT Guarantor”), each of the Lenders (as defined below) party hereto, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”).
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-HRI FRENCH QUARTER HOTEL PROPERTY, LLCLimited Liability Company Operating Agreement • September 12th, 2011 • Carey Watermark Investors Inc • Real estate
THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF CWI-HRI FRENCH QUARTER HOTEL PROPERTY, LLC (this “Agreement”) is made and entered into as of September 2, 2011 (the “Effective Date”), by and between CWI NEW ORLEANS HOTEL, LLC, a Delaware limited liability company (“CWI Member”), and GUITAR PARTNERS, LLC, a Louisiana limited liability company (“800 Canal Member”). CWI Member and 800 Canal Member are sometimes referred to collectively in this Agreement as the “Members” and individually as a “Member”.
CAREY WATERMARK INVESTORS INCORPORATED 2010 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • May 13th, 2011 • Carey Watermark Investors Inc • Real estate • Maryland
AGREEMENT by and between Carey Watermark Investors Incorporated, a Maryland corporation (the “Company”), and _____ (the “Grantee”), dated as of the _____ day of _____, 20_____ (the “Effective Date”).
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • October 29th, 2013 • Carey Watermark Investors Inc • Real estate • Florida
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) dated as of September 25, 2013 is by and between BH/NV HAWKS CAY PROPERTY HOLDINGS, LLC, a Delaware limited liability company (“Seller”), and CWI KEYS HOTEL, LLC, a Delaware limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to collectively in this Agreement as the “Parties” and individually as a “Party”.
THE INTERESTS ACQUIRED PURSUANT TO THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS THEY HAVE BEEN REGISTERED UNDER SAID ACT OR UNLESS REGISTRATION...Limited Liability Company Operating Agreement • May 11th, 2011 • Carey Watermark Investors Inc • Real estate
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF LONG BEACH HOTEL PROPERTIES, LLC, a California limited liability company, is made and entered into as of May 2, 2011 (the “Effective Date”), by and between CWI LONG BEACH HOTELS, LLC, a Delaware limited liability company (“CW Member”), and LBHP-ENSEMBLE PARTNERS, LLC, a California limited liability company (“Ensemble Member”) (this “Agreement”). CW Member and Ensemble Member are sometimes referred to collectively in this Agreement as the “Members” and individually as a “Member”.
CAREY WATERMARK INVESTORS INCORPORATED UP TO 100,000,000 SHARES OF COMMON STOCK SELECTED DEALER AGREEMENT October 7, 2010Dealer Agreement • September 20th, 2011 • Carey Watermark Investors Inc • Real estate
Each of Carey Watermark Investors Incorporated, a Maryland corporation (the “Company”), Carey Financial, LLC, a Delaware limited liability company (the “Dealer Manager”) Carey Lodging Advisors, LLC, a Delaware limited liability company (the “Advisor”), and W. P. Carey & Co. LLC, a Delaware limited liability company (the “Sponsor”) (collectively, the “Issuer Entities”) and CWA, LLC, an Illinois limited liability company (the “Sub-Advisor”), hereby confirms its agreement with Ameriprise Financial Services, Inc., a Delaware corporation (“Ameriprise”), as follows:
REINSTATEMENT AND SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTManagement Agreement • March 18th, 2013 • Carey Watermark Investors Inc • Real estate • California
THIS MANAGEMENT AGREEMENT (“Agreement”) is executed as of March 12, 2013 (the “Effective Date”), by and between Shadyside Hotel Operator, Inc., a Delaware corporation (“Operator”), and Concord Hospitality Enterprises Company, a Delaware corporation (“Manager”). Operator and Manager are sometimes referred to collectively in this Agreement as the “Parties” and individually as a “Party.” Any Exhibit or other attachment hereto is hereby incorporated by reference into this Agreement unless otherwise stated herein.
INTERNALIZATION AGREEMENTTransition Services Agreement • October 22nd, 2019 • Carey Watermark Investors Inc • Real estate • Maryland
THIS INTERNALIZATION AGREEMENT, dated as of October 22, 2019 (this “Agreement”), is entered into by and among Carey Watermark Investors Incorporated, a Maryland corporation (“CWI 1”), CWI OP, LP, a Delaware limited partnership and the operating partnership of CWI 1 (“CWI 1 OP,” and together with CWI 1, the “CWI 1 Entities”), Carey Watermark Investors 2 Incorporated, a Maryland corporation (“CWI 2”), CWI 2 OP, LP, a Delaware limited partnership and the operating partnership of CWI 2 (“CWI 2 OP,” and together with CWI 2 the “CWI 2 Entities”), W. P. Carey Inc., a Maryland corporation (“WPC”), Carey Watermark Holdings, LLC, a Delaware limited liability company (“SGP”), CLA Holdings, LLC, a Delaware limited liability company (“CLA”), Carey REIT II, Inc., a Maryland corporation (“Carey II”), Carey Watermark Holdings 2, LLC, a Delaware limited liability company (“SGP 2”), WPC Holdco LLC, a Delaware limited liability company (“Holdco”), Carey Lodging Advisors, LLC, a Delaware limited liability
