0001193125-11-303788 Sample Contracts

AGREEMENT TO ASSIGN AND SUBLEASE COMMON SPACE LEASE
Sublease Agreement • November 9th, 2011 • MHI Hospitality CORP • Real estate investment trusts • Delaware

This Agreement to Assign and Sublease Common Space Lease (“Agreement”) is made and entered into as of the 21st day of December, 2004 by and among MHI Hotels, L.L.C., a Virginia limited liability company (“Assignor”) and MHI Hospitality L.P., a Delaware limited partnership (“Assignee”).

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LEASE AGREEMENT DATED AS OF DECEMBER 21, 2004 BETWEEN PHILADELPHIA HOTEL ASSOCIATES LP AS LESSOR AND MHI HOSPITALITY TRS, LLC AS LESSEE
Lease Agreement • November 9th, 2011 • MHI Hospitality CORP • Real estate investment trusts

THIS LEASE AGREEMENT (hereinafter called “Lease”), is made as of the 21st day of December, 2004, by and between Philadelphia Hotel Associates LP, a Pennsylvania limited partnership (hereinafter called “Lessor”), and MHI Hospitality TRS, LLC, a Delaware limited liability company (hereinafter called “Lessee”), and provides as follows:

STRATEGIC ALLIANCE AGREEMENT
Strategic Alliance Agreement • November 9th, 2011 • MHI Hospitality CORP • Real estate investment trusts • Maryland

THIS STRATEGIC ALLIANCE AGREEMENT (“Agreement”) is made and entered into as of the 21st day of December 2004 (the “Effective Date”) by and among (i) MHI Hospitality, L.P., a Delaware limited partnership (the “Partnership”), (ii) MHI Hospitality Corporation, a Maryland corporation and the general partner of the Partnership (the “REIT”) (the REIT and the Partnership are sometimes collectively referred to herein as the “Company”), and (iii) MHI Hotels Services LLC (“MHI Hotels Services”).

CONTRIBUTION AGREEMENT
Contribution Agreement • November 9th, 2011 • MHI Hospitality CORP • Real estate investment trusts • Virginia

THIS CONTRIBUTION AGREEMENT (the “Agreement”) is made and entered into as of the 21st day of December, 2004, by and among MHI Hotels Services LLC, a Maryland limited liability company (hereinafter referred to as “Services”), MHI Hotels, L.L.C., a Virginia limited liability company (hereinafter referred to as “Hotels”), and MHI Hotels Two, Inc., a North Carolina corporation (hereinafter referred to as “MHI Two”).

HOTEL MASTER MANAGEMENT AGREEMENT BY AND BETWEEN MHI HOSPITALITY TRS, LLC A DELAWARE LIMITED LIABILITY COMPANY AND MHI HOTELS SERVICES LLC, A VIRGINIA LIMITED LIABILITY COMPANY
Hotel Master Management Agreement • November 9th, 2011 • MHI Hospitality CORP • Real estate investment trusts • Virginia

THIS HOTEL MASTER MANAGEMENT AGREEMENT is made and entered into as of the 21st day of December, 2004, by and between MHI Hospitality TRS, LLC, a Delaware limited liability company (hereinafter referred to as “Lessee”), MHI Hotels Services LLC, a Virginia limited liability company (hereinafter referred to as “Manager”), and for the limited purposes of Article VIII herein, the Landlords (defined below).

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