AGREEMENT OF SALEAgreement of Sale • February 1st, 1999 • Arlen Capital Advisors LLC • Hotels & motels • California
The undersigned Limited Partner, and/or Assignee Holder or Unit Holder (the "Seller") does hereby sell, assign, transfer, convey and deliver (the "Sale") to Kalmia Investors, LLC, a Delaware limited liability company ("Kalmia" or the "Purchaser"), all of the Seller's right, title and interest in units of limited partnership interests including any rights attributable to claims, damages, recoveries, including recoveries from class action lawsuits, and causes of action accruing to the ownership of such units of limited partnership interests ("Units") in Westin Hotels Limited Partnership (the "Partnership") being sold pursuant to this Agreement of Sale ("Agreement") and the Offer to Purchase dated February 1, 1999, (which together with this Agreement constitute the "Offer") for a purchase price of $1,000 per Unit, less the amount of any distributions declared or paid from any source by the Partnership with respect to the Units after December 15, 1998, without regard to the record date or
KALMIA INVESTORS LETTERHEAD] October 9, 1996 Frederick Kleisner, Chairman of the Board, Chief Executive Officer and President Western Realty Corp. General Partner of Westin Hotels Limited Partnership The Westin Building 2001 Sixth Avenue Seattle,...Arlen Capital Advisors LLC • February 1st, 1999 • Hotels & motels
PLEASE CAREFULLY REVIEW THE ENCLOSED TENDER OFFER. ~ PAYMENT TO YOU WILL BE MADE WITHIN 5 BUSINESS DAYS FROM (i) MARCH 2, 1999, THE "EXPIRATION DATE" OF THE OFFER (UNLESS EXTENDED), AND (ii) AFTER WRITTEN NOTIFICATION FROM THE PARNERSHIP THAT YOUR...Arlen Capital Advisors LLC • February 1st, 1999 • Hotels & motels
THIS ANNOUNCEMENT IS NEITHER AN OFFER TO PURCHASE, NOR A SOLICITATION OF AN OFFER TO SELL THE SECURITIES. THE OFFER IS MADE ONLY BY THE OFFER TO PURCHASE AND THE RELATED AGREEMENT OF SALE AND IS NOT BEING MADE (NOR WILL TENDERS BE ACCEPTED FROM) HOLDERS OF UNITS IN ANY JURISDICTION WHICH THE OFFER OR THE ACCEPTANCE THEREOF WILL NOT BE IN COMPLIANCE WITH THE SECURITIES LAWS OF SUCH JURISDICTION; IN THOSE JURISDICTIONS WHERE SECURITIES LAWS REQUIRE THE OFFER TO BE MADE BY A LICENSED BROKER OR DEALER, THE OFFER SHALL BE DEEMED TO BE MADE ON BEHALF OF THE PURCHASER ONLY BY ONE OR MORE REGISTERED BROKERS OR DEALERS LICENSED UNDER THE LAWS OF SUCH JURISDICTION.
