LOAN AGREEMENT Dated as of October 4, 2016 Between TREEMONT CAPITAL PARTNERS III, LP, as Borrower and STARWOOD MORTGAGE CAPITAL LLC, as LenderLoan Agreement • March 25th, 2020 • Lodging Fund REIT III, Inc. • Real estate investment trusts
CONTRIBUTION AGREEMENT by and betweenContribution Agreement • August 11th, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts • Kansas
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • New York
ENVIRONMENTAL INDEMNITY AGREEMENT (this “Agreement”) made as of , 2019 by NORMAN H. LESLIE, an individual (“Sponsor”), LF3 PINEVILLE, LLC, a Delaware limited liability company (“Pineville Borrower”) and LF3 PINEVILLE TRS, LLC, a Delaware limited liability company (“Pineville TRS Borrower”; and together with Pineville Borrower, collectively, “Borrower”, and, collectively with Sponsor, jointly and severally, the “Indemnitor”), in favor of DEUTSCHE BANK TRUST COMPANY AMERICAS, AS TRUSTEE, ON BEHALF OF THE REGISTERED HOLDERS OF GS MORTGAGE SECURITIES CORPORATION II, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2014-GC22 (together with its successors and assigns under the Loan Agreement (as defined below), the “Lender”) and the other Indemnified Parties (as defined below).
Loan Agreement betweenLoan Agreement • August 11th, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts • Colorado
Continuing GuarantyContinuing Guaranty • August 11th, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts
This Continuing Guaranty (this “Guaranty”), dated as of August 3, 2022 (the “Effective Date”), is made by Lodging Fund REIT III OP, LP, a Delaware limited partnership (the “Guarantor”) in favor of Legendary A-1 Bonds, LLC, a Delaware limited liability company (“Lender”).
Environmental Indemnity AgreementEnvironmental Indemnity Agreement • August 11th, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts • Colorado
This Environmental Indemnity Agreement (this “Agreement”), dated as of August 3, 2022 (the “Effective Date”), is made, by LF3 RIFC, LLC, a Delaware limited liability company and LF3 RIFC TRS, LLC, a Delaware limited liability company (collectively, “Borrower”) and Lodging Fund REIT III OP, LP, a Delaware limited partnership (“Guarantor” and collectively with Borrower, “Indemnitor”) in favor of Legendary A-1 Bonds, LLC, a Delaware limited liability company (“Lender”).
CONTINUING GUARANTY, PAGE 1 4887-9740-7754.3 CONTINUING GUARANTY This Continuing Guaranty (this “Guaranty”), dated as of February 8, 2022 (the “Effective Date”), is made by LODGING FUND REIT III OP, LP, a Delaware limited partnership (the “Guarantor”)...Lodging Fund REIT III, Inc. • March 31st, 2022 • Real estate investment trusts
LIMITED CONSENT AND WAIVER AGREEMENTConsent and Waiver Agreement • March 31st, 2021 • Lodging Fund REIT III, Inc. • Real estate investment trusts
Re: Loan Agreement dated as of February 21, 2020 (as amended, modified, extended, restated, replaced or supplemented in writing from time to time, the "Loan Agreement") by and among LF3 SOUTHAVEN, LLC, a Delaware limited liability company ("Landlord Borrower") and LF3 SOUTHAVEN TRS, LLC, a Delaware limited liability company ("Tenant Borrower", and together with Landlord Borrower, individually and/or collectively, as the context may require, "Borrower").and Wells Fargo Bank, National Association, (the "Lender").
LOAN AGREEMENTLoan Agreement • March 25th, 2020 • Lodging Fund REIT III, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT (as it may be amended, restated, supplemented, extended or renewed from time to time, this “Agreement”) is made as of February 21, 2020, between WELLS FARGO BANK, NATIONAL ASSOCIATION (“Lender”), and LF3 SOUTHAVEN, LLC, a Delaware limited liability company (“Landlord Borrower”) and LF3 SOUTHAVEN TRS, LLC, a Delaware limited liability company (“Tenant Borrower”, and together with Landlord Borrower, individually and/or collectively, as the context may require, “Borrower”).
AMENDED & RESTATED CONTRIBUTION AGREEMENT by and between APF – Northbrook LLC a Delaware limited liability company and Lodging Fund REIT III OP, LP a Delaware limited partnership Dated as of December 3, 2021Contribution Agreement • March 31st, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts • New York
This Amended & Restated Contribution Agreement (this “Agreement”) is made and entered into as of December 3, 2021 (the “Effective Date”) by and between Lodging Fund REIT III OP, LP, a Delaware limited partnership (the “Operating Partnership”), and APF - Northbrook, LLC, an Illinois limited liability company (the “Contributor” which such term may also mean Contributor’s surviving member or controlling parent entity as context may require).
SIXTH AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • North Carolina
THIS SIXTH AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of this 19th day of December, 2018 (“Amendment Date”), by and between GNP GROUP OF PINEVILLE, LLC, a North Carolina limited liability company (“Seller”), and LODGING FUND REAL ESTATE INVESTMENT TRUST III, LLC, a Delaware limited partnership real estate investment trust (“Buyer”).
AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • November 13th, 2019 • Lodging Fund REIT III, Inc. • Real estate investment trusts
THIS AGREEMENT OF PURCHASE AND SALE (this “Agreement”) is made as of the Effective Date, by and between TREEMONT CAPITAL PARTNERS IV, LP, a Texas limited partnership (“Seller”), and Lodging Fund REIT III OP, LP a Delaware limited partnership with an address of 1635 43rd Street South, Suite 205, Fargo, North Dakota 58103 (“Purchaser”).
GUARANTYGuaranty • March 25th, 2020 • Lodging Fund REIT III, Inc. • Real estate investment trusts • New York
This GUARANTY (the “Guaranty”) is made as of February 21, 2020, by COREY R. MAPLE (“Guarantor”), to and for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION (“Lender”).
FIRST AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF LODGING FUND REIT III OP, LPLimited Partnership Agreement • March 31st, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts
This First Amendment (this “Amendment”) to the Amended and Restated Limited Partnership Agreement (the “Partnership Agreement”) of Lodging Fund REIT III OP, LP (the “Partnership”) dated June 15, 2020 is adopted by Lodging Fund REIT III, Inc. (the “General Partner”), as the General Partner and on behalf of the Limited Partners to be effective as of February 4, 2021 (“Effective Date”). Capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed to such terms in the Partnership Agreement.
FIRST AMENDMENT TO CONTRIBUTION AGREEMENT This FIRST AMENDMENT TO CONTRIBUTION AGREEMENT (this “Amendment”) is made as of the 23rd day of February 2022 (the “Amendment Date”) by and among Lodging Fund REIT III OP, LP, a Delaware limited partnership...Contribution Agreement • March 31st, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts
FOURTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF LODGING FUND REIT III OP, LP This Fourth Amendment (this “Amendment”) to the Amended and Restated Limited Partnership Agreement (the “Partnership Agreement”) of Lodging Fund...Limited Partnership Agreement • March 31st, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts
HOTEL PURCHASE AND SALE AGREEMENT By and Between EAGAN LODGING INVESTORS II, LLC, a Wisconsin limited liability company as Seller AND Lodging Fund REIT III OP, LP, a Delaware limited partnership as Purchaser HOTEL Hampton Inn — Eagan, MinnesotaHotel Purchase and Sale Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • Minnesota
BDS Laundry Management Company Guest Laundry 2/22/2013 2/21/2025 Lessee receives $1.15 per machine per day. Such minimum compensation shall increase by 3 percent per year. After retaining its daily minimum, Lessee to pay Lessor 61% of the laundry receipts. Monthly Lease auto-renews for 6 year terms.
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • North Carolina
This Asset Purchase Agreement (the “Agreement”) which is made as of October 5, 2018 among GNP Group of Pineville, LLC, a North Carolina limited liability company, with an address of 6428-2 B Bannington Drive, Charlotte, North Carolina 28226 (“Seller”), and Lodging Fund Real Estate Investment Trust III, a Delaware limited partnership real estate investment trust with an address of 1635 43rd Street South, Suite 205, Fargo, North Dakota 58103 (“Buyer”). This Agreement shall become effective (the “Effective Date”) upon delivery to and receipt of Buyer, of Seller’s signed acceptance and is made with reference to the following:
LIMITED PARTNERSHIP AGREEMENT OF LODGING FUND REIT III OP, LP April 11, 2018Limited Partnership Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • Delaware
This Limited Partnership Agreement (this “Agreement”) is entered into effective as of April 11, 2018, by and among Lodging Fund REIT III, Inc., a Maryland corporation (the “General Partner”) and the Limited Partners set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.
FIRST AMENDMENT TO GUARANTYGuaranty • November 12th, 2020 • Lodging Fund REIT III, Inc. • Real estate investment trusts • New York
THIS FIRST AMENDMENT TO GUARANTY (this “Amendment”) is made and entered into effective as of August 14, 2020, between COREY R. MAPLE (the “Guarantor”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as lender (the “Lender”).
SECOND AMENDMENT TO CONTRIBUTION AGREEMENT This SECOND AMENDMENT TO CONTRIBUTION AGREEMENT (this "Second Amendment") is made as of the 18th day of June 2021 (the "Amendment Date'') by and among Houston-Hotel Partners, LLC,a California limited...Contribution Agreement • August 13th, 2021 • Lodging Fund REIT III, Inc. • Real estate investment trusts
SECOND AMENDMENT TO CONTRIBUTION AGREEMENT This SECOND AMENDMENT TO CONTRIBUTION AGREEMENT (this “Amendment”) is made as of the 3rd day of March 2022 (the “Amendment Date”) by and among Lodging Fund REIT III OP, LP, a Delaware limited partnership (the...Contribution Agreement • March 31st, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts
ASSIGNMENT AND ASSUMPTION OF NINTH AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • North Carolina
THIS ASSIGNMENT AND ASSUMPTION OF AND NINTH AMENDMENT TO ASSET PURCHASE AGREEMENT (“Agreement”) is made and entered into as of this day of March, 2019 (“Agreement Date”), by and among GNP GROUP OF PINEVILLE, LLC, a North Carolina limited liability company (“Seller”), LODGING FUND REIT III, Inc., a Maryland corporation a/k/a Lodging Fund Real Estate Investment Trust III (“Assignor”), and LODGING FUND REIT III OP, LP, a Delaware limited partnership (“Assignee”).
SIXTH AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF LODGING FUND REIT III OP, LP This Sixth Amendment (this “Amendment”) to the Amended and Restated Limited Partnership Agreement (the “Partnership Agreement”) of Lodging Fund...Limited Partnership Agreement • March 31st, 2022 • Lodging Fund REIT III, Inc. • Real estate investment trusts
FIRST AMENDMENT TO CONTRIBUTION AGREEMENT This FIRST AMENDMENT TO CONTRIBUTION AGREEMENT (“Amendment”) is made as of the 8th day of October 2021 (the “Amendment Date”) by and among Agassiz Hospitality LLC, a South Dakota limited liability company...Contribution Agreement • November 12th, 2021 • Lodging Fund REIT III, Inc. • Real estate investment trusts
REINSTATEMENT OF AND FOURTH AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • North Carolina
THIS REINSTATEMENT OF AND FOURTH AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of this 10th day of December, 2018 (“Amendment Date”), by and between GNP GROUP OF PINEVILLE, LLC, a North Carolina limited liability company (“Seller”), and LODGING FUND REAL ESTATE INVESTMENT TRUST III, LLC, a Delaware limited partnership real estate investment trust (“Buyer”).
CHANGE IN TERMS AGREEMENTChange in Terms Agreement • May 14th, 2020 • Lodging Fund REIT III, Inc. • Real estate investment trusts
DESCRIPTION OF EXISTING INDEBTEDNESS. Promissory Note number 4011906 dated June 19, 2019 in the original amount of $9,444,500.00 (Draw Down Line of Credit) with a current principal balance of $9,317,589.48 .
LOAN AGREEMENTLoan Agreement • March 31st, 2021 • Lodging Fund REIT III, Inc. • Real estate investment trusts • Georgia
THIS LOAN AGREEMENT ("Agreement") is made and entered into as of this 4th day of February, 2021, by and between ACCESS POINT FINANCIAL, LLC, a Delaware limited liability company ("Lender"), and LF3 AURORA, LLC, a Delaware limited liability company (“LF3”) and LF3 AURORA TRS, LLC, a Delaware limited liability company (“TRS”), whose principal place of business is located at 1635 43rd Street South, Suite 205, Fargo, ND 58103 (LF3 and TRS hereinafter collectively referred to as the “Borrower”).
FIFTH AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • North Carolina
THIS FIFTH AMENDMENT TO ASSET PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of this 14th day of December, 2018 (“Amendment Date”), by and between GNP GROUP OF PINEVILLE, LLC, a North Carolina limited liability company (“Seller”), and LODGING FUND REAL ESTATE INVESTMENT TRUST III, LLC, a Delaware limited partnership real estate investment trust (“Buyer”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • Iowa
This Asset Purchase Agreement (the “Agreement”) which is made as of October 11, 2018, among Gothic River Lodging LLC, an Iowa limited liability company, with an address of 2706 James Street, Coralville, Iowa 52241 (“Seller”), and Lodging Opportunity Fund Real Estate Investment Trust, a North Dakota real estate investment trust with an address of 1635 43rd Street South, Suite 305, Fargo, North Dakota 58103 (“Buyer”). This Agreement shall become effective (the “Effective Date”) upon execution and delivery of the Agreement by and to Buyer and Seller:
SERVICES AGREEMENTServices Agreement • March 31st, 2021 • Lodging Fund REIT III, Inc. • Real estate investment trusts • North Dakota
THIS SERVICES AGREEMENT (Agreement) is entered into as of _______________, 202__ (Effective Date), between LF3 ________, LLC, a Delaware limited liability company (Customer), and NHS, LLC, a North Dakota limited liability company, doing business as National Hospitality Services (Service Provider). Customer and Service Provider are collectively referred to as the Parties, and individually as a Party. In consideration of the mutual covenants and agreements in this Agreement, Customer and Service Provider covenant and agree as follows:
SECURITY AGREEMENTSecurity Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc. • New York
This SECURITY AGREEMENT (the “Agreement”) is made as of July 11, 2019, by LF3 PRATTVILLE, LLC, a Delaware limited liability company and LF3 PRATTVILLE TRS, LLC, a Delaware limited liability company (individually and/or collectively, as the context may require, “Debtor”), for the benefit of WELLS FARGO BANK, NATIONAL ASSOCIATION (“Lender”), as the secured party. References in this Agreement to “Debtor” are to each Debtor signing this Agreement.
THIRD AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF LODGING FUND REIT III OP, LPLimited Partnership Agreement • August 13th, 2021 • Lodging Fund REIT III, Inc. • Real estate investment trusts
This Third Amendment (this “Amendment”) to the Amended and Restated Limited Partnership Agreement (the “Partnership Agreement”) of Lodging Fund REIT III OP, LP (the “Partnership”) dated June 15, 2020, as amended by First Amendment to the Amended and Restated Limited Partnership Agreement dated February 4, 2020, as amended by Second Amendment to the Amended and Restated Limited Partnership Agreement dated May 12, 2021 is adopted by Lodging Fund REIT III, Inc. (the “General Partner”), as the General Partner and on behalf of the Limited Partners to be effective as of August 3, 2021 (“Effective Date”). Capitalized terms used in this Amendment and not defined herein shall have the meanings ascribed to such terms in the Partnership Agreement.
ContractAssignment of Management Agreement • March 25th, 2020 • Lodging Fund REIT III, Inc. • Real estate investment trusts
THIS ASSIGNMENT OF MANAGEMENT AGREEMENT AND SUBORDINATION OF MANAGEMENT FEES (this “Assignment”) is made as of December 30, 2019, by LF3 LUBBOCK CASA TRS, LLC, a Delaware limited liability company, having its principal place of business at 1635 43rd Street South, Suite 205, Fargo, ND 58103 (“Operating Lessee”) to WILMINGTON TRUST, NATIONAL ASSOCIATION, AS TRUSTEE FOR THE BENEFIT OF THE REGISTERED HOLDERS OF JPMCC COMMERCIAL MORTGAGE SECURITIES TRUST 2016-JP4, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2016-JP4, having an address at c/o Wells Fargo Bank, N.A., Wells Fargo Commercial Mortgage Servicing, Three Wells Fargo, 401 S. Tryon Street, 8th Floor, MAC D1050-084, Charlotte, North Carolina 28202, Re: JPMCC 2016-JP4 (together with its successors and assigns, “Lender”), and is consented and agreed to by NHS LLC, a North Dakota limited liability company, d/b/a National Hospitality Services, having its principal place of business at 1635 43rd Street South, Suite 205, Fargo, ND
FIRST AMENDMENT TO HOTEL PURCHASE AND SALE AGREEMENTHotel Purchase and Sale Agreement • August 8th, 2019 • Lodging Fund REIT III, Inc.
THIS FIRST AMENDMENT TO HOTEL PURCHASE AND SALE AGREEMENT (this “Amendment”) is made and entered into as of May 1, 2019 (the “Effective Date”), by and between LODGING FUND REIT III OP, LP, a Delaware limited partnership (“Purchaser”), and EAGAN LODGING INVESTORS II, LLC, a Wisconsin limited liability company (“Seller”).