Hotels & motels Sample Contracts

Marriott International Inc /Md/MARRIOTT INTERNATIONAL, INC. Debt Securities UNDERWRITING AGREEMENT GENERAL TERMS AND PROVISIONS (February 18th, 2021)

Marriott International, Inc., a Delaware corporation (the “Company”), proposes to enter into a Terms Agreement in the form of Annex I hereto (the “Terms Agreement”), which incorporates by reference these Underwriting Agreement General Terms and Provisions, and subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the Terms Agreement (such firms constituting the “Underwriters” with respect to the Terms Agreement and the securities specified therein) certain of its debt securities specified in Schedule II to the Terms Agreement (the “Securities”). The Terms Agreement, including these Underwriting Agreement General Terms and Provisions incorporated therein by reference, is herein referred to as this “Agreement.” The representative or representatives of the Underwriters, if any, specified in the Terms Agreement are hereinafter referred to as the “Representatives”; provided, however, that if the Terms Agreement does not specify

Hyatt Hotels CorpAMENDED AND RESTATED GLOBAL HYATT AGREEMENT (February 18th, 2021)

Amended and Restated Global Hyatt Agreement (this “Agreement”), dated as of October 1, 2009, by, between and among each of Thomas J. Pritzker, Marshall E. Eisenberg and Karl J. Breyer, not individually, but in their capacity as trustees (in such capacity, each a “Trustee” and, collectively, the “Trustees”) and each of the other signatories hereto (each, an “Adult Beneficiary” and, collectively, the “Adult Beneficiaries”). Each beneficiary of a Hyatt Owning Trust who attains the age of 18 following the date hereof and executes a Joinder shall also be deemed to be an “Adult Beneficiary” for purposes of this Agreement.

Hyatt Hotels CorpAMENDED AND RESTATED FOREIGN GLOBAL HYATT AGREEMENT (February 18th, 2021)

Amended and Restated Foreign Global Hyatt Agreement (this “Agreement”), dated as of October 1, 2009, by and among each of the signatories hereto (each, an “Adult Beneficiary” and, collectively, the “Adult Beneficiaries”). Each beneficiary of a Hyatt Owning Trust who attains the age of 18 following the date hereof and executes a Joinder shall also be deemed to be an “Adult Beneficiary” for purposes of this Agreement.

Wynn Resorts LTD6,500,000 Shares WYNN RESORTS, LIMITED Common Stock ($0.01 Par Value) (plus an option to purchase from the Company up to 975,000 shares of Common Stock) EQUITY UNDERWRITING AGREEMENT (February 12th, 2021)
Wyndham Hotels & Resorts, Inc.SEPARATION AND RELEASE AGREEMENT (February 12th, 2021)

THIS SEPARATION AND RELEASE AGREEMENT (“Agreement”) is made as of this 19th day of January, 2021 by Wyndham Hotels & Resorts, Inc., a Delaware Corporation (“the Company”) and Mary Falvey (“the Executive”).

Full House Resorts IncFull House Resorts, Inc. AND EACH OF THE GUARANTORS PARTY HERETO 8.250% SENIOR SECURED NOTES DUE 2028 (February 12th, 2021)

INDENTURE dated as of February 12, 2021 among Full House Resorts, Inc., a Delaware corporation, the Guarantors (as defined) and Wilmington Trust, National Association, as trustee.

Host Hotels & Resorts L.P.SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (February 10th, 2021)

This FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, this “Agreement”) is entered into as of August 1, 2019, among Host Hotels & Resorts, L.P., a Delaware limited partnership (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.19 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and each, a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer.

ESH Hospitality, Inc.February 8, 2021 Bruce Haase c/o Extended Stay America, Inc. 11525 N. Community House Road, Suite 100 Charlotte, NC 28277 Dear Bruce: (February 9th, 2021)

We are pleased to offer you continued employment with Extended Stay of America, Inc. (“ESA”) on the terms set forth herein. Except as provided otherwise herein, this letter agreement will supersede the terms of your offer letter entered into with ESA, dated November 21, 2019 (the “Offer Letter”):

Hilton Worldwide Holdings Inc.INDENTURE Dated as of February 2, 2021 Among HILTON DOMESTIC OPERATING COMPANY INC., as the Issuer, the Guarantors from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 3.625% SENIOR NOTES DUE 2032 (February 4th, 2021)

INDENTURE, dated as of February 2, 2021, among Hilton Domestic Operating Company Inc., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) from time to time party hereto and Wilmington Trust, National Association, a national banking association, as Trustee.

Marriott International Inc /Md/THIRD AMENDMENT TO CREDIT AGREEMENT (January 28th, 2021)

THIRD AMENDMENT, dated as of January 26, 2021 (this “Amendment”), to the Fifth Amended and Restated Credit Agreement, dated as of June 28, 2019 (as heretofore amended, modified, restated, amended and restated, extended, supplemented or otherwise modified, the “Credit Agreement), among Marriott International, Inc. (the “Company”), certain subsidiaries of the Company from time to time party thereto as designated borrowers, the lenders and letter of credit issuers from time to time party thereto, and Bank of America, N.A., as administrative agent thereunder. Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement.

Marriott International Inc /Md/SECOND AMENDMENT TO CREDIT AGREEMENT (January 28th, 2021)

FIFTH AMENDED AND RESTATED CREDIT AGREEMENT (the “Agreement”) dated as of June 28, 2019 among MARRIOTT INTERNATIONAL, INC., a Delaware corporation (the “Company”), the banks listed on the signature pages hereof under the heading “Banks” (the “Banks”) and the other Lenders (as defined below) party hereto from time to time, JPMORGAN CHASE BANK, N.A., DEUTSCHE BANK SECURITIES INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as syndication agents (the “Syndication Agents”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders hereunder.

Mohegan Tribal Gaming AuthorityCREDIT AGREEMENT Dated as of January 26, 2021, among MOHEGAN TRIBAL GAMING AUTHORITY, as the Borrower, THE MOHEGAN TRIBE OF INDIANS OF CONNECTICUT, as an additional party with respect to certain representations, warranties and covenants, CITIZENS BANK, ... (January 27th, 2021)

This CREDIT AGREEMENT is entered into as of January 26, 2021 (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among THE MOHEGAN TRIBE OF INDIANS OF CONNECTICUT, a federally recognized Indian Tribe and Native American sovereign nation (the “Tribe”), the MOHEGAN TRIBAL GAMING AUTHORITY, a governmental instrumentality of the Tribe (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), CITIZENS BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A., as Swingline Lender, and CITIZENS BANK, N.A., as L/C Issuer.

Mohegan Tribal Gaming AuthorityMOHEGAN TRIBAL GAMING AUTHORITY, as ISSUER 8.000% SECOND PRIORITY SENIOR SECURED NOTES DUE 2026 INDENTURE Dated as of January 26, 2021 Mohegan Tribal Gaming Authority of The Mohegan Tribe of Indians of Connecticut The Mohegan Tribe of Indians of ... (January 27th, 2021)

INDENTURE dated as of January 26, 2021, by and among the Mohegan Tribal Gaming Authority of The Mohegan Tribe of Indians of Connecticut (the “Authority”), The Mohegan Tribe of Indians of Connecticut (the “Tribe”), the Guarantors (as defined below) and U.S. Bank National Association, as trustee (the “Trustee”).

Playa Hotels & Resorts N.V.PLAYA HOTELS & RESORTS N.V. (a Dutch public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands) 35,000,000 Ordinary Shares UNDERWRITING AGREEMENT (January 8th, 2021)
Full House Resorts IncEMPLOYMENT AGREEMENT (January 7th, 2021)

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made effective as of December 31, 2020 (the “Effective Date”) by and between FULL HOUSE RESORTS, INC., a Delaware corporation (“Company”), and DANIEL R. LEE, an individual (“Executive”), with respect to the following facts and circumstances:

MGM Resorts InternationalEMPLOYMENT AGREEMENT (January 6th, 2021)

and guidance; (v) claims asserted on an individual basis alleging quid pro quo or hostile work environment sexual harassment, and sex discrimination claims based on sexually harassing conduct under federal and state law (but excluding claims of sexual harassment and sex discrimination asserted on a class or representative basis, and excluding sex discrimination pay equity claims); and, (vi) claims under employee pension, welfare benefit or stock option plans if those plans provide a dispute resolution procedure.

Red Lion Hotels CORPAGREEMENT AND PLAN OF MERGER among SONESTA INTERNATIONAL HOTELS CORPORATION ROAR MERGER SUB INC. and RED LION HOTELS CORPORATION Dated as of December 30, 2020 (December 31st, 2020)

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 30, 2020, between Sonesta International Hotels Corporation, a Maryland corporation (“Parent”), Roar Merger Sub Inc., a Washington corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and Red Lion Hotels Corporation, a Washington corporation (the “Company”).

Sotherly Hotels LpBOARD OBSERVER AGREEMENT (December 31st, 2020)

This Board Observer Agreement, dated effective as of December 31, 2020 (this “Agreement”), is entered into by and between Sotherly Hotels Inc., a Maryland corporation operating as a real estate investment trust (the “REIT”), and KWHP SOHO, LLC (the “Investor”). Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Purchase Agreement (defined below).

Sotherly Hotels LpPLEDGE AND SECURITY AGREEMENT (December 31st, 2020)

THIS PLEDGE AND SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made effective as of December 31, 2020, by the Pledgors set forth on Schedule 1 attached hereto (collectively or individually, as the context reasonably may require, “Pledgor”), in favor of KWHP SOHO, LLC, a Delaware limited liability company, as collateral agent for the Investors (as defined below; together with its successors and assigns in such capacity, the “Collateral Agent”).

Sotherly Hotels LpNOTE PURCHASE AGREEMENT (December 31st, 2020)

THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated effective as of December 31, 2020, by and among Sotherly Hotels LP, a Delaware limited partnership (the “Company”), Sotherly Hotels Inc., a Maryland corporation operating as a real estate investment trust (the “Guarantor”; the Guarantor and the Company being herein sometimes collectively referred to as the “Obligors”), each investor identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”), and KWHP SOHO, LLC, a Delaware limited liability company, as collateral agent (in such capacity, the “Collateral Agent”).

Mohegan Tribal Gaming AuthorityMOHEGAN SUN EXECUTIVE EMPLOYMENT AGREEMENT (December 29th, 2020)

This is an employment agreement which we will hereinafter refer to simply as the "Agreement," which I, Raymond Pineault, of Glastonbury, CT, voluntarily enter into on behalf of myself and my heirs, executors, administrators and assigns with my employer, MOHEGAN TRIBAL GAMING AUTHORITY, acting on behalf of its affiliates, successors, or assigns (the "MTGA") through its President/Chief Executive Officer ("President/CEO") on this the 7TH day of May, 2005.

Sunstone Hotel Investors, Inc.SECOND AMENDMENT Dated as of December 21, 2020 to NOTE AND GUARANTEE AGREEMENT Dated as of December 20, 2016 (December 23rd, 2020)

SUNSTONE HOTEL PARTNERSHIP, LLC, a Delaware limited liability company (the “Issuer”), and SUNSTONE HOTEL INVESTORS, INC., a Maryland corporation (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), jointly and severally, agree with each of the Purchasers as follows:

Sunstone Hotel Investors, Inc.SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 18, 2020 (December 23rd, 2020)

THIS AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) dated as of October 16, 2018, by and among SUNSTONE HOTEL PARTNERSHIP, LLC, a limited liability company formed under the laws of the State of Delaware (the “Borrower”), SUNSTONE HOTEL INVESTORS, INC., a corporation formed under the laws of the State of Maryland (the “Parent”), each of the financial institutions initially a signatory hereto together with their successors and assignees under Section 13.5. (the “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (the “Administrative Agent”), with each of WELLS FARGO SECURITIES, LLC, BOFA SECURITIES, INC. (or any other registered broker-dealer wholly-owned by Bank of America Corporation to which all or substantially all of Bank of America Corporation’s or any of its subsidiaries’ investment banking, commercial lending services or related businesses may be transferred following the date of this Agreement), JPMORGAN CHASE BANK, N.A., PNC CAPITAL MARKETS

Century Casinos Inc /Co/AMENDMENT NO. 3 TO CREDIT AGREEMENT (December 17th, 2020)

AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of December 15, 2020 (this “Amendment”), by and among CENTURY CASINOS, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto constituting the Required Lenders and MACQUARIE CAPITAL FUNDING LLC, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent.

Bear Village, Inc.Contract (December 16th, 2020)

THIS NOTE AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY APPLICABLE STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

Mohegan Tribal Gaming AuthorityLOAN AGREEMENT (Main Street Priority Loan Facility) Dated as of December 1, 2020 among MOHEGAN TRIBAL GAMING AUTHORITY, as the Borrower, THE MOHEGAN TRIBE OF INDIANS OF CONNECTICUT, as an additional party with respect to certain representations, ... (December 16th, 2020)

This LOAN AGREEMENT is entered into as of December 1, 2020 (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among THE MOHEGAN TRIBE OF INDIANS OF CONNECTICUT, a federally recognized Indian Tribe and Native American sovereign nation (the “Tribe”), the MOHEGAN TRIBAL GAMING AUTHORITY, a governmental instrumentality of the Tribe (the “Borrower”) and LIBERTY BANK, a Connecticut bank (together with its permitted successors and assigns, the “Lender”).

Bear Village, Inc.Contract (December 16th, 2020)

THIS NOTE AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY APPLICABLE STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

Bear Village, Inc.Re: PLACEMENT AGENT AGREEMENT (December 16th, 2020)

This letter confirms our complete understanding with respect to the retention of Network 1 Financial Securities, Inc. (“Network 1”), a registered broker/dealer, as the Bear Village Asset Holdings LLC’s (”Company”) advisor, placement agent and arranger in connection with the Company’s financial needs (“Financial Advisory”). The Company will engage Network 1 to undertake a Reg A+/ private placement, that we start after the Company successfully completes an equity raise of $3 million.

Bear Village, Inc.Contract (December 16th, 2020)

THIS NOTE AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR ANY APPLICABLE STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

Bear Village, Inc.SUBSCRIPTION AGREEMENT (December 16th, 2020)

THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.

Mohegan Tribal Gaming AuthorityFIFTH AMENDED AND RESTATED LIMITED WAIVER (December 10th, 2020)
Hilton Worldwide Holdings Inc.INDENTURE Dated as of December 1, 2020 Among HILTON DOMESTIC OPERATING COMPANY INC., as the Issuer, the Guarantors from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 3.750% SENIOR NOTES DUE 2029 4.000% SENIOR NOTES DUE ... (December 3rd, 2020)

INDENTURE, dated as of December 1, 2020, among Hilton Domestic Operating Company Inc., a Delaware corporation (the “Issuer”), the Guarantors (as defined herein) from time to time party hereto and Wilmington Trust, National Association, a national banking association, as Trustee.

Bally's CorpAMENDMENT NO. 2 TO EQUITY PURCHASE AGREEMENT (November 24th, 2020)

This AMENDMENT NO. 2 TO EQUITY PURCHASE AGREEMENT, dated as of November 20, 2020 (this “Amendment”), is entered into by and among Eldorado Shreveport #1, LLC, a Nevada limited liability company (“Shreveport Seller 1”), Eldorado Shreveport #2, LLC, a Nevada limited liability company (“Shreveport Seller 2” and, collectively with Shreveport Seller 1, “Shreveport Sellers”), New Tropicana OpCo, Inc., a Delaware corporation (“MontBleu Seller”) (each of Shreveport Seller 1, Shreveport Seller 2 and MontBleu Seller, a “Seller” and collectively the “Sellers”), Caesars Entertainment, Inc., a Delaware corporation (f/k/a Eldorado Resorts, Inc., a Nevada corporation) (“Parent”), Twin River Management Group, Inc., a Delaware corporation (“TRMG”) (each of TRMG and one or more newly formed Delaware corporations, limited liability companies or limited partnerships that are direct or indirect Subsidiaries of TRWH and designated by TRMG or TRWH for this purpose pursuant to Section 8.20 of the EPA (as defi

Standard General L.P.VOTING AND SUPPORT AGREEMENT (November 20th, 2020)

VOTING AND SUPPORT AGREEMENT (this “Agreement”), dated as of November 18, 2020, by and among, Bally’s Corporation, a Delaware corporation (the “Company”), and each of the Persons listed on Schedule 1 hereto (each, a “Stockholder” and, collectively, the “Stockholders”).

Playa Hotels & Resorts N.V.PLAYA HOTELS & RESORTS N.V. (a Dutch public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands) 13,575,739 Ordinary Shares UNDERWRITING AGREEMENT (November 20th, 2020)

Playa Hotels & Resorts N.V., a Dutch public limited liability company incorporated under the laws of the Netherlands (the “Company”), and Cabana Investors B.V. and Playa Four Pack, L.L.C. (collectively, the “Selling Shareholders”), confirm their respective agreements with BofA Securities, Inc. (“BofA”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters”), for whom BofA is acting as representative (in such capacity, the “Representative”), with respect to (i) the sale by the Selling Shareholders, acting severally and not jointly, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of ordinary shares, with a nominal value of €0.10 per share, of the Company (“Ordinary Shares”) set forth in Schedule B hereto and (ii) the grant by the Selling Shareholders, severally and not jointly, to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or a