AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC. FORM OF SOLICITING DEALER AGREEMENTSoliciting Dealer Agreement • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts
Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2013 (the “Dealer Manager Agreement”), with American Realty Capital Hospitality Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Hospitality Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 80,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 21,052,631 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares and
AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC. UP TO 101,052,631 SHARES OF COMMON STOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENTDealer Manager Agreement • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
FORM OF SUBSCRIPTION ESCROW AGREEMENTForm of Subscription Escrow Agreement • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS SUBSCRIPTION ESCROW AGREEMENT dated as of , 2013 (this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), American Realty Capital Hospitality Trust, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
FORM OF ADVISORY AGREEMENT BY AND AMONG AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC., AMERICAN REALTY CAPITAL HOSPITALITY OPERATING PARTNERSHIP, L.P., AND AMERICAN REALTY CAPITAL HOSPITALITY ADVISORS, LLC Dated as of , 2013Form of Advisory Agreement • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS ADVISORY AGREEMENT (this “Agreement”) dated as of , 2013, is entered into among American Realty Capital Hospitality Trust, Inc., a Maryland corporation (the “Company”), American Realty Capital Hospitality Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and American Realty Capital Hospitality Advisors, LLC, a Delaware limited liability company.
Form of AGREEMENT OF PURCHASE AND SALE BY AND BETWEEN barcelÓ CRESTLINE CORPORATION aS “sELLER,” AND [TO BE FORMED SPE(S)]], [EACH] A [DELAWARE LIMITED LIABILITY COMPANY], As “PuRCHASER”Agreement of Purchase and Sale • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS AGREEMENT OF PURCHASE AND SALE (this “Agreement”) is made as of ________ __, 201__ (“Contract Date”), between (i) [___________________], a [___________________] (“Purchaser”), and Barceló Crestline Corporation, a Maryland corporation (“Seller”).
FORM OF AGREEMENT OF PURCHASE AND SALE BY AND BETWEEN hfp hOTEL OWNER II, LLC, csb stratford, llc, cc technology square, llc collectively aS “sELLER,” AND [TO BE FORMED SPE(S)] [EACH] A [DELAWARE LIMITED LIABILITY COMPANY], As “PuRCHASER”Management Agreement • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts • New York
THIS AGREEMENT OF PURCHASE AND SALE (this “Agreement”) is made as of ________ __, 201__ (“Contract Date”), between (i) [__________________], a [Delaware limited liability company]1 (“Purchaser”), and (ii) HFP Hotel Owner II, LLC, a Delaware limited liability company (“HFP Seller”), CSB Stratford, LLC, a Delaware limited liability company (“CSB Seller”), and CC Technology Square, LLC, a Delaware limited liability company (“CC Technology Seller” and together with HFP Seller and CSB Seller individually and collectively, “Seller”).
FORM OF AGREEMENT OF LEASE DATED AS OF ______________ BETWEEN AS LANDLORD AND AS TENANTAgreement of Lease • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts
THIS AGREEMENT OF LEASE (hereinafter called “Lease”), made as of the ___ day of _______, 20__, by and between ________________, a _________________ (hereinafter called “Landlord”), and __________, a _______________ (hereinafter called “Tenant”), provides as follows.
