Exhibit 10.19(a)
AMENDMENT TO OPTION AGREEMENT
THIS AMENDMENT to the Option Agreement, dated June 3, 1998 (the "Option
Agreement"), by and between HERSHA HOSPITALITY LIMITED PARTNERSHIP, a Virginia
limited partnership (the "Partnership"), and the individuals listed on Exhibit A
attached hereto (the "Hersha Partners") is entered into as of the 4th day of
December, 1998.
The Partnership and the Hersha Partners desire to amend the Option
Agreement as follows:
1. Paragraph 1.g. of the Option Agreement is hereby deleted and the
following paragraph is substituted therefor:
g. "Hotel Property" means any Property that is used
in whole or in part for hotel purposes, including, without
limitation, motels, motor inns, extended-stay hotels and the
like, whether in fee or leasehold, that is acquired or
developed by Hersha within 15 miles of any of the Initial
Hotels or any hotel subsequently acquired by the Partnership,
including the Hampton Inn, Danville, Pennsylvania, the
Harrisburg Inn, Harrisburg, Pennsylvania, the Sleep Inn,
Pittsburgh, Pennsylvania and the land owned by Hersha
Affiliates in Carlisle, Pennsylvania, together with all
improvements and fixtures now or hereafter located thereon,
all rights, privileges and easements appurtenant thereto, and
all tangible and intangible personal property owned by Hersha
Affiliates and used in connection therewith.
2. Paragraph 3.b.(1) of the Option Agreement is hereby deleted and the
following paragraph is substituted therefor:
(1) The purchase price of the subject Hotel Property
pursuant to the Option shall be the greater of the Fair Market
Value or the Minimum Option Price, except in the case of the
Hampton Inn, Danville, Pennsylvania or the Sleep Inn,
Pittsburgh, Pennsylvania, in which case if the Option is
exercised by the Partnership, the Partnership and the Hersha
Affiliate that owns the hotel will use a purchase price
methodology similar to the methodology used for the Holiday
Inn Express hotels in Hershey, Pennsylvania and New Columbia,
Pennsylvania, the Hampton Inn hotel in Carlisle, Pennsylvania
and the Comfort Inn hotel in Harrisburg, Pennsylvania and fix
the rent until the hotel has two years of operating history.
In addition, if the Option is exercised by the Partnership
with respect to the Hampton Inn, Danville, Pennsylvania or the
Sleep Inn, Pittsburgh, Pennsylvania, it will issue units of
limited partnership interest in the Partnership ("Units")
valued at $6.00 per Unit as consideration for the purchase of
the hotel. With respect to each Hotel Property other than the
Hampton Inn, Danville, Pennsylvania and the Sleep Inn,
Pittsburgh, Pennsylvania, if the Minimum Option Price exceeds
the Fair Market Value, the Partnership shall have the right to
terminate the Acquisition Agreement within ten (10) days
following receipt by the Partnership of the determination of
Fair Market Value.
3. The Partnership and the Hersha Partners hereby agree that all
remaining terms of the Option Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year first written above.
HASU P. SHAH
/s/ HASU P. SHAH
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JAY H. SHAH
/s/ JAY H. SHAH
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NEIL H. SHAH
/s/ NEIL H. SHAH
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BHARAT C. MEHTA
/s/ BHARAT C. MEHTA
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KANTI D. PATEL
/s/ KANTI D. PATEL
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RAJENDRA O. GANDHI
/s/ RAJENDRA O. GANDHI
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KIRAN P. PATEL
/s/ KIRAN P. PATEL
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DAVID L. DESFOR
/s/ DAVID L. DESFOR
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MADHUSUDAN I. PATNI
/s/ MADHUSUDAN I. PATNI
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MANAHAR GANDHI
/s/ MANAHAR GANDHI
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Hersha HOSPITALITY LIMITED PARTNERSHIP
By: Hersha Hospitality Trust
Its General Partner
By: /s/ Hasu P. Shah
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Its: President
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EXHIBIT A
Hersha Partners
Hasu P. Shah
Jay H. Shah
Neil H. Shah
Bharat C. Mehta
Kanti D. Patel
Rajendra O. Gandhi
Kiran P. Patel
David L. Desfor
Madhusudan I. Patni
Manahar Gandhi