0000950123-10-111216 Sample Contracts

LOAN AGREEMENT Dated as of January 5, 2007 Between SOUTH 17TH STREET OWNERCO, LLC, as Borrower and GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., as Lender Property: 120 South 17th Street Philadelphia, Pennsylvania 19103
Loan Agreement • December 6th, 2010 • Pebblebrook Hotel Trust • Real estate investment trusts • New York

THIS LOAN AGREEMENT, dated as of January 5, 2007 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), is made by and between GREENWICH CAPITAL FINANCIAL PRODUCTS, INC, a corporation organized and existing under the laws of the state of Delaware, whose address is 600 Steamboat Road, Greenwich, Connecticut 06830, together with its successors, assigns and transferees (“Lender”), and SOUTH 17TH STREET OWNERCO, LLC, a Delaware limited liability company, having an address at 900 North Michigan Avenue, Chicago, Illinois 60611, (“Borrower”).

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SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • December 6th, 2010 • Pebblebrook Hotel Trust • Real estate investment trusts

This SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Amendment”) is made and entered into as of the 15th day of November, 2010, by and among PLATINUM OWNERCO, LLC, a Delaware limited liability company (“Platinum OwnerCo”), PLATINUM LEASECO, LLC, a Delaware limited liability company (“Platinum LeaseCo”), SOUTH 17TH STREET INTERMEZZCO, LLC, a Delaware limited liability company (“MezzCo” and together with Platinum LeaseCo and Platinum OwnerCo, individually a “Seller Party” and collectively, the “Seller Parties”), SPARTANS OWNER LLC, a Delaware limited liability company (“Spartans Owner”), and SPARTANS LESSEE LLC, a Delaware limited liability company (“Spartans Lessee” and together with Spartans Owner, individually a “Purchaser Party” and collectively, the “Purchaser Parties”). The Seller Parties and the Purchaser Parties are collectively referred to herein as the “Parties”.

THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • December 6th, 2010 • Pebblebrook Hotel Trust • Real estate investment trusts

This THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Amendment”) is made and entered into as of the 30th day of November, 2010, by and among PLATINUM OWNERCO, LLC, a Delaware limited liability company (“Platinum OwnerCo”), PLATINUM LEASECO, LLC, a Delaware limited liability company (“Platinum LeaseCo”), SOUTH 17TH STREET INTERMEZZCO, LLC, a Delaware limited liability company (“MezzCo” and together with Platinum LeaseCo and Platinum OwnerCo, individually a “Seller Party” and collectively, the “Seller Parties”), SPARTANS OWNER LLC, a Delaware limited liability company (“Spartans Owner”), and SPARTANS LESSEE LLC, a Delaware limited liability company (“Spartans Lessee” and together with Spartans Owner, individually a “Purchaser Party” and collectively, the “Purchaser Parties”). The Seller Parties and the Purchaser Parties are collectively referred to herein as the “Parties”.

MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among PLATINUM OWNERCO, LLC, PLATINUM LEASECO, LLC, and SOUTH 17TH STREET INTERMEZZCO, LLC as THE SELLER PARTIES, and SPARTANS OWNER LLC, and SPARTANS LESSEE LLC, as THE PURCHASER PARTIES Dated as of...
Membership Interest Purchase Agreement • December 6th, 2010 • Pebblebrook Hotel Trust • Real estate investment trusts • Pennsylvania

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of the 13th day of October, 2010, by and among PLATINUM OWNERCO, LLC, a Delaware limited liability company (“Platinum OwnerCo”), PLATINUM LEASECO, LLC, a Delaware limited liability company (“Platinum LeaseCo”), SOUTH 17TH STREET INTERMEZZCO, LLC, a Delaware limited liability company (“MezzCo” and together with Platinum LeaseCo and Platinum OwnerCo, individually a “Seller Party” and collectively, the “Seller Parties”), SPARTANS OWNER LLC, a Delaware limited liability company (“Spartans Owner”), and SPARTANS LESSEE LLC, a Delaware limited liability company (“Spartans Lessee” and together with Spartans Owner, individually a “Purchaser Party” and collectively, the “Purchaser Parties”).

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