THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (Hilton Garden Inn Providence, Rhode Island)Membership Interest Purchase Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts
THIS THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”), made as of the 27th day of February, 2020 by and between by, between and among the persons and entities signing this Agreement below under the heading “Sellers” (each being referred to individually as “Seller,” and collectively as “Sellers”), and (“Buyer”).
OMNIBUS AMENDMENT, ASSIGNMENT, ASSUMPTION, RELEASE AND REAFFIRMATION AGREEMENT (Loan from East Boston Savings Bank)Release and Reaffirmation Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts
This Omnibus Amendment, Assignment, Assumption, Release and Reaffirmation Agreement (“Omnibus Agreement”) is made as of the 27th day of February, 2020, between and among GANO HOLDINGS, LLC (“Borrower”, sometimes “PropCo”), a Rhode Island limited liability company, PHR GANO OPCO SUB, LLC (“OpCo”, sometimes “Franchisee”), a Delaware limited liability company; Procaccianti Hotel REIT, Inc. (“GPHREIT”), a Maryland corporation; and James A. Procaccianti (“JProcaccianti”), all of the foregoing (collectively, the “Procaccianti Parties”) having a mailing address c/o The Procaccianti Group, 1140 Reservoir Avenue, Cranston, Rhode Island 02920-6032, Attn: James A. Procaccianti, President and CEO, and EAST BOSTON SAVINGS BANK (“Bank”), a Massachusetts banking corporation with its principal office at 67 Prospect Street, Peabody, Massachusetts 01960.
TRI-PARTY AGREEMENT By GANO HOLDINGS, LLC as OWNER And PHR GANO OPCO SUB, LLC as TENANT EAST BOSTON SAVINGS BANK as LENDER And GANO HOTEL MANAGER, LLC as OPERATOR Hotel: Hilton Garden Inn Providence, Rhode Island TRI-PARTY AGREEMENTTri-Party Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts • Rhode Island
This Tri-Party Agreement (this “Agreement”) is made as of the 27th day of February, 2020 by GANO HOLDINGS, LLC, a Rhode Island limited liability company having a principal place of business at c/o Procaccianti Companies, 1140 Reservoir Avenue, Cranston, Rhode Island 02920 (the “Owner”), PHR GANO OPCO SUB, LLC, a Delaware limited liability company having a principal place of business at c/o Procaccianti Companies, 1140 Reservoir Avenue, Cranston, Rhode Island 02920 (the “Tenant”), GANO HOTEL MANAGER, LLC, a Rhode Island limited liability company having a place of business at 1140 Reservoir Avenue, Cranston, Rhode Island 02920 (the “Operator”) and EAST BOSTON SAVINGS BANK, a Massachusetts banking corporation having a place of business at 67 Prospect Street, Peabody, Massachusetts (“Lender”).
SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts
THIS SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is dated as of February 20, 2020, by, between and among the persons and entities signing this Amended below under the heading “Sellers” (each being referred to individually as “Seller,” and collectively as “Sellers”) and THE PROCACCIANTI GROUP, LLC a Rhode Island limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.
COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT IN RESPECT OF CONTRACTS, LICENSES AND PERMITS (OPCO’S CONTRACT ASSIGNMENT) Effective Date as of February 27, 2020Collateral Assignment and Security Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts • Massachusetts
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PROCACCIANTI HOTEL REIT, L.P.Procaccianti Hotel Reit, Inc. • March 3rd, 2020 • Real estate investment trusts • Delaware
COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT IN RESPECT OF CONTRACTS, LICENSES AND PERMITS (BORROWER’S CONTRACT ASSIGNMENT) Effective Date as of February 27, 2020Collateral Assignment and Security Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts • Massachusetts
HOTEL LEASE between GANO HOLDINGS, LLC, a Rhode Island limited liability company, as Landlord and PHR GANO OPCO SUB, LLC, a Delaware limited liability company, as Tenant Dated as of February 27, 2020 Hilton Garden Inn, Providence, RI 220 India Street,...Hotel Lease • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts • Rhode Island
THIS HOTEL LEASE (this “Lease”) is made and entered into as of the 27th day of February 2020, by and between GANO HOLDINGS, LLC, a Rhode Island limited liability company, having its principal office at c/o Procaccianti Companies, 1140 Reservoir Avenue, Cranston, Rhode Island 02920-6320 (“Landlord”), and PHR GANO OPCO SUB, LLC, a Delaware limited liability company, having its principal office at c/o Procaccianti Companies, 1140 Reservoir Avenue, Cranston, Rhode Island 02920-6320 (“Tenant”).
ASSIGNMENT OF MEMBERSHIP INTEREST PURCHASE AGREEMENTAssignment of Membership Interest Purchase Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts
THIS ASSIGNMENT OF MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Assignment”) is dated as of February 27, 2020, and is entered into between The Procaccianti Group, LLC, a Rhode Island limited liability company (the “Assignor”), and Procaccianti Hotel REIT, L.P., a Delaware limited partnership (the “Assignee”).
MEMBERSHIP INTEREST PURCHASE AGREEMENT (Hilton Garden Inn Providence, Rhode Island)Membership Interest Purchase Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts
HOTEL MANAGEMENT AGREEMENT between PHR GANO OPCO SUB, LLC as Owner and GANO HOTEL MANAGER, LLC as Manager FOR Hilton Garden Inn Providence RI HOTEL MANAGEMENT AGREEMENTHotel Management Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts • Rhode Island
This Hotel Management Agreement (the "Agreement") made as of this 27th day of February 2020 (the “Effective Date”) between PHR GANO TCI OPCO SUB, LLC, a Delaware limited liability company (the "Owner") and GANO HOTEL MANAGER, LLC, a Rhode Island limited liability company, as Manager ("Manager"),
THIRD AMENDMENT TO (i) OPEN-END MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT TO SECURE PRESENT AND FUTURE LOANS UNDER CHAPTER 25 OF TITLE 34 OF THE GENERAL LAWS OF THE STATE OF RHODE ISLAND AND (ii) ASSIGNMENT OF BORROWER’S INTERESTS IN LEASES, RENTS...Franchise Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts
Reference is hereby made to (i) an OPEN-END MORTGAGE, SECURITY AGREEMENT AND ASSIGNMENT TO SECURE PRESENT AND FUTURE LOANS UNDER CHAPTER 25 OF TITLE 34 OF THE GENERAL LAWS OF THE STATE OF RHODE ISLAND dated as of May 27, 2015 granted to East Boston Savings Bank (hereinafter, the “Mortgagee”), a Massachusetts banking corporation with its principal office at 67 Prospect Street, Peabody, Massachusetts 01960, by GANO HOLDINGS, LLC, a Rhode Island limited liability company (hereinafter, the “Mortgagor”) having a mailing address c/o The Procaccianti Group, 1140 Reservoir Avenue, Cranston, Rhode Island 02920-6032, Attn: James A. Procaccianti, President and CEO, which mortgage (the “Original Mortgage”) was recorded with the Providence Land Evidence Records (“Land Records”) on June 15, 2015 in Book 11142, Page 152, and (ii) an ASSIGNMENT OF BORROWER’S INTEREST IN LEASES, RENTS AND PROFITS dated as of May 27, 2015 from Mortgagor to Mortgagee, which assignment (the “Original Assignment”) was reco
FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • March 3rd, 2020 • Procaccianti Hotel Reit, Inc. • Real estate investment trusts
THIS FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Amendment”) is dated as of February 12, 2020, by, between and among the persons and entities signing this Amended below under the heading “Sellers” (each being referred to individually as “Seller,” and collectively as “Sellers”) and THE PROCACCIANTI GROUP, LLC a Rhode Island limited liability company (“Purchaser”). Seller and Purchaser are sometimes referred to herein individually as a “Party”, and collectively as the “Parties”.
