LEASE AGREEMENT, dated as of January 31, 2007, by and among HPT TA PROPERTIES TRUST and HPT TA PROPERTIES LLC, AS LANDLORD, AND TA LEASING LLC, AS TENANT LEASE AGREEMENTLease Agreement • March 20th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Maryland
THIS LEASE AGREEMENT is entered into as of January 31, 2007, by and among HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company (collectively, “LANDLORD”), and TA LEASING LLC, a Delaware limited liability company (“TENANT”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • March 20th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Delaware
This Amended and Restated Limited Liability Company Agreement of TravelCenters of America LLC, a Delaware limited liability company (the “Company”), dated as of January 31, 2007, is entered into by and among Hospitality Properties Trust, a Maryland real estate investment trust (“HPT”), together with any other Persons who hereafter become Shareholders in TravelCenters of America LLC or parties hereto as provided herein. This Agreement amends and restates in its entirety the Limited Liability Company Agreement of TravelCenters of America LLC, dated October 10, 2006 (as amended from time to time, the “Original LLC Agreement”). HPT was the original holder of the limited liability company interests of the Company; subsequent transfers of such interests were made, but at the time of the execution hereof HPT is the owner of all of the outstanding limited liability company interests of the Company and, as of the date of the execution of this Agreement, is the sole member of the Company.
GUARANTY AGREEMENTGuaranty Agreement • March 20th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Maryland
THIS GUARANTY AGREEMENT (this “AGREEMENT”) is made and given as of January 31, 2007 by TRAVELCENTERS OF AMERICA LLC, TRAVELCENTERS OF AMERICA HOLDING COMPANY LLC and TA OPERATING LLC, each a Delaware limited liability company (each a “GUARANTOR” and collectively, the “GUARANTORS”), for the benefit of HPT TA PROPERTIES TRUST, a Maryland real estate investment trust, and HPT TA PROPERTIES LLC, a Maryland limited liability company (together with each of their successors and assigns, collectively, the “LANDLORD”).
TRANSACTION AGREEMENT by and among HOSPITALITY PROPERTIES TRUST, HPT TA PROPERTIES TRUST, HPT TA PROPERTIES LLC, TRAVELCENTERS OF AMERICA LLC and REIT MANAGEMENT & RESEARCH LLC January 29, 2007Transaction Agreement • March 20th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Massachusetts
THIS TRANSACTION AGREEMENT is made January 29, 2007, by and among (a) HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (including its successors and permitted assigns, “HPT”); (b) HPT TA PROPERTIES TRUST, a Maryland real estate investment trust (including its successors and permitted assigns, “HPT TRUST LANDLORD”); (c) HPT TA PROPERTIES LLC, a Maryland limited liability company (including its successors and permitted assigns, “HPT LLC LANDLORD” and together with HPT Trust Landlord, “HPT LANDLORD”); (d) TRAVELCENTERS OF AMERICA LLC, a Delaware limited liability company (including its successors and permitted assigns, “TCA LLC”); and (e) REIT MANAGEMENT & RESEARCH LLC, a Delaware limited liability company (including its successors and permitted assigns, “RMR”).
MANAGEMENT AND SHARED SERVICES AGREEMENTManagement and Shared Services Agreement • March 20th, 2007 • Travelcenters of America LLC • Retail-auto dealers & gasoline stations • Massachusetts
THIS MANAGEMENT AND SHARED SERVICES AGREEMENT (this “Agreement”) is made and entered into as of January 31, 2007, by and between TRAVELCENTERS OF AMERICA LLC, a Delaware limited liability company (the “Company”), and REIT MANAGEMENT & RESEARCH LLC, a Delaware limited liability company (“RMR”).
