0000950152-06-004643 Sample Contracts

SECOND AMENDMENT TO SHAREHOLDER RIGHTS AGREEMENT
Shareholder Rights Agreement • May 22nd, 2006 • Boykin Lodging Co • Real estate investment trusts • Ohio

This SECOND AMENDMENT TO SHAREHOLDER RIGHTS AGREEMENT (this “Amendment”), dated as of May 19, 2006, is between BOYKIN LODGING COMPANY, an Ohio corporation (the “Company”), and NATIONAL CITY BANK, a national banking association (the “Rights Agent”).

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LIMITED LIABILITY COMPANY INTERESTS PURCHASE AGREEMENT
Limited Liability Company Interests Purchase Agreement • May 22nd, 2006 • Boykin Lodging Co • Real estate investment trusts • Ohio

This Limited Liability Company Interests Purchase Agreement (this “Agreement”), is dated as of May 19, 2006, (the “Effective Date”) by and among BellBoy, Inc., a Delaware corporation (“Seller”), New Banana Bay, LLC, a Delaware limited liability company (“Buyer”), and JABO LLC, a Delaware limited liability company (“Unitholder”). Buyer, Seller and Unitholder are referred to collectively herein as the “Parties” and each individually as a “Party.”

LIMITED LIABILITY COMPANY INTERESTS AND ASSET PURCHASE AGREEMENT
Limited Liability Company Interests and Asset Purchase Agreement • May 22nd, 2006 • Boykin Lodging Co • Real estate investment trusts • Ohio

This Limited Liability Company Interests and Asset Purchase Agreement (this “Agreement”), is dated as of May 19, 2006 (the “Effective Date”), by and among BellBoy, Inc., a Delaware corporation (“LLC Seller”), Boykin Hotel Properties, L.P., an Ohio limited partnership (“BHP”), Sanibel View Development, LLC, a Delaware limited liability company (“Sanibel”), White Sand Villas Development, LLC, a Delaware limited liability company (“White Sand”), BeachBoy, LLC, a Delaware limited liability company (“BeachBoy”) and Pink Shell Realty, LLC, a Delaware limited liability company (“PSR” and, collectively, with BHP, Sanibel, White Sand and BeachBoy, the “Asset Sellers” and each individually, an “Asset Seller”), New Pink Shell, LLC, a Delaware limited liability company (“Buyer”), and JABO LLC, a Delaware limited liability company (“Unitholder”). The LLC Seller and the Asset Sellers are collectively referred to herein as “Sellers” and each individually as a “Seller”. Buyer, Sellers and Unitholder a

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