CHANGE IN TERMS AGREEMENT sAGREEMAGREEMENT

Ex 10.281

PrincipalI

Loan DateI MaturityI

CHANGE IN TERMS AGREEMENT sAGREEMAGREEMENT

Loan NoI

Call/ Coll I

AccountIOfficeIr

Initials

$5,000,000.0002-10-2020 11-15-2023

8100

488

References in the boxes above are for ▇▇▇▇▇▇'s use only and do not limit the applicability of this document to any particular loan or item.

Any item above containing '"***'" has been omitted due to text length limitations.

Borrower:Lodging Fund REIT Ill OP, LP

▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇

Fargo, ND 58103

Lender:Western State Bank

West Fargo

P.O. Box 617

▇▇▇ ▇▇▇▇ ▇▇▇ ▇

West Fargo, ND 58078

Principal Amount: $5,000,000.00Date of Agreement: December 27, 2023

DESCRIPTION OF EXISTING INDEBTEDNESS. Promissory Note number 4012114 dated February 10, 2020 in the original amount of

$5,000,000.00 (Revolving Line of Credit) with a current principal balance of $4,651,139.00.

DESCRIPTION OF CHANGE IN TERMS. 1. CHANGE OF MATURITY DATE. Extend the maturity date of the above listed Promissory Note from November 15, 2023 to April 30, 2024, at which time all outstanding principal plus all accrued unpaid interest will be due.

2.PAYMENT SCHEDULE. Borrower will continue to pay regular monthly payments of all accrued unpaid interest due as of each payment date, beginning January 10, 2024, with all subsequent interest payments to be due on the same day of each month after that.

3.PRINCIPAL CURTAILMENT SCHEDULE. Borrower will be required to make quarterly principal curtailments in the amount of $250,000.00 or 30% of capital raises, whichever is greater, beginning January 31, 2024, with all subsequent principal curtailments to be due on the same day of each quarter after that.

4.CHANGE OF INTEREST RATE. The interest rate will change from variable at Wall Street Journal Prime+ 0.50% with a floor rate of 4.00% to variable at Wall Street Journal Prime + 1.00% with a floor rate of 8.25% effective the date of this agreement.

REVOLVING FEATURE. The revolving feature will be removed and no further advances can be made effective the date of this agreement.

6.CONDITIONS PRECEDENT. As a Condition Precedent to the effectiveness of this Change in Terms Agreement, ▇▇▇▇▇▇▇▇ agrees to pay lender a processing fee of $2,900.00, a modification recording fee of $101.00, a UCC continuation fee of $75.24 and interest current of $54,635.38.

CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by ▇▇▇▇▇▇ to this Agreement does not waive ▇▇▇▇▇▇'s right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by ▇▇▇▇▇▇ in writing. Any maker or endorser, including accommodation makers, will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the changes and provisions of this Agreement or otherwise will not be released by it. This waiver applies not only to any initial extension, modification or release, but also to all such subsequent actions.

Ex 10.281

PRIOR TO SIGNING THIS AGREEMENT, ▇▇▇▇▇▇▇▇ READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS AGREEMENT. ▇▇▇▇▇▇▇▇ AGREES TO THE TERMS OF THE AGREEMENT

Ex. 10.281

CHANGE IN TERMS SIGNERS:

LODGING FUND REIT III OP, LP

LODGING FUND REIT III, INC., General Partner of Lodging Fund REIT III OP, LP

By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇

▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, Chief Financial Officer of Lodging Fund REIT III, Inc.

X /s/ ▇▇▇▇▇ ▇. Maple

▇▇▇▇▇ ▇. Maple

LODGING FUND REIT III, INC.,

By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇

▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, Chief Financial Officer of Lodging Fund REIT III, Inc

LF3 FARGO MED, LLC

LODGING FUND REIT III OP, LP, Member of LF3 Fargo Med, LLC

Lodging Fund REIT III, Inc., General Partner of Lodging Fund REIT III OP, LP

By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇

▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, Chief Financial Officer of Lodging Fund REIT III, Inc

LF3 ▇▇▇▇▇, LLC

LODGING FUND REIT III OP, LP, Member of LF3 ▇▇▇▇▇, LLC

Lodging Fund REIT III, Inc., General Partner of Lodging Fund REIT III OP, LP

By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇

▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, Chief Financial Officer of Lodging Fund REIT III, Inc.

LF3 CEDAR RAPIDS, LLC

LODGING FUND REIT III OP, LP, Member of LF3 Cedar Rapids, LLC

Lodging Fund REIT III, Inc., General Partner of Lodging Fund REIT III OP, LP

By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇

▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇, Chief Financial Officer of Lodging Fund REIT III, Inc

Ex. 10.281

LENDER:

WESTERN STATE BANK

X /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇-

▇▇▇▇▇▇▇ ▇▇▇▇▇, Market President

l■aerPrv, Ver 23 1,10 010 Copr Fln1t1111 USA Corporation 1997, 2023 AH Rlgli.1 RINrYld, • ND C;\I.ASERPRO'CFI\LPL\D20C,FC TR-4841 PR-8

CHANGE IN TERMS AGREEMENT sAGREEMAGREEMENT

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