Braemar Hotels & Resorts Inc. Contracts & Agreements

Description of Securities (Filed With SEC on March 10, 2023)

Form of 2023 Deferred Cash Award Agreement (Filed With SEC on March 10, 2023)

Form of 2023 Performance LTIP Unit Award Agreement (Filed With SEC on March 10, 2023)

Form of 2023 Performance Stock Unit Award Agreement (Filed With SEC on March 10, 2023)

Purchase and Sale Agreement, dated as of October 31, 2022, by and between SHR FSST, LLC and STRS FSST and BHR Scottsdale LP (Filed With SEC on March 10, 2023)

Limited Waiver Under Advisory Agreement, dated as of March 2, 2023, by and among Braemar Hotels & Resorts Inc., Braemar Hospitality Limited Partnership, Braemar TRS Corporation,... (Filed With SEC on March 3, 2023)

First Amendment to Amended and Restated Employment Agreement, dated as of May 12, 2022, by and among Ashford Inc., Ashford Hospitality Advisors, LLC, and Richard J. Stockton (Filed With SEC on May 17, 2022)

Description of Securities (Filed With SEC on March 10, 2022)

Purchase and Sale Agreement, dated as of December 24, 2021, between and among DBR Hotel Owner LLC, as seller, and Braemar Hotels & Resorts Inc. and BHR Dorado LLC, as purchaser (Filed With SEC on March 10, 2022)

Limited Waiver Under Advisory Agreement, dated as of March 10, 2022, by and among Braemar Hotels & Resorts Inc., Braemar Hospitality Limited Partnership, Braemar TRS Corporation,... (Filed With SEC on March 10, 2022)

Amendment No. 1 to the Braemar Master Project Management Agreement (Filed With SEC on August 6, 2021)

Equity Distribution Agreement (Filed With SEC on July 12, 2021)

Form of Equity Distribution Agreement (Filed With SEC on May 26, 2021)

Purchase Agreement, dated as of May 13, 2021, by and among the Company, the Operating Partnership, the Advisor and UBS Securities LLC, as the Initial Purchaser (Filed With SEC on May 18, 2021)

Indenture, dated as of May 18, 2021, by and among the Company, as issuer, and the Trustee, as trustee, including the Form of Note representing the Companys 4.50% Convertible... (Filed With SEC on May 18, 2021)

Amendment No. 6 to the Third Amended and Restated Agreement of Limited Partnership of Braemar Hospitality Limited Partnership (Filed With SEC on May 18, 2021)

Form of 2021 Performance Stock Unit Award Agreement (Filed With SEC on May 7, 2021)

Form of 2021 Performance LTIP Unit Award Agreement (Filed With SEC on May 7, 2021)

Purchase Agreement, dated as of April 21, 2021, by and between the Company and Lincoln Park Capital Fund, LLC (Filed With SEC on April 21, 2021)

Registration Rights Agreement, dated as of April 21, 2021, by and between the Company and Lincoln Park Capital Fund, LLC (Filed With SEC on April 21, 2021)

Amendment No. 5 to the Third Amended and Restated Agreement of Limited Partnership of Braemar Hospitality Limited Partnership (Filed With SEC on April 2, 2021)

Description of Securities (Filed With SEC on March 5, 2021)

Second Amendment to Second (Filed With SEC on February 22, 2021)

Standby Equity Distribution Agreement, dated as of February 4, 2021, by and between Braemar Hotels & Resorts Inc. and YA II PN, Ltd (Filed With SEC on February 4, 2021)

Form of Amendment No. 2 to the Equity Distribution Agreement (Filed With SEC on August 12, 2020)

First Amendment to Second Amended and Restated Credit Agreement, dated June 8, 2020 (Filed With SEC on June 11, 2020)

Hotel Management Letter Agreement, dated March 13, 2020 (Filed With SEC on March 16, 2020)

Description of Securities (Filed With SEC on March 13, 2020)

Form of LTIP Unit Award Agreement (Filed With SEC on March 13, 2020)

Form of Performance LTIP Unit Award Agreement (Filed With SEC on March 13, 2020)

Form of Performance Stock Unit Award Agreement (Filed With SEC on March 13, 2020)

Amendment No. 4 to the Third Amended and Restated Agreement of Limited Partnership of Braemar Hospitality Limited Partnership (Filed With SEC on January 24, 2020)

Form of Equity Distribution Agreement (Filed With SEC on December 4, 2019)

Amendment No. 3 to the Third Amended and Restated Agreement of Limited Partnership of Braemar Hospitality Limited Partnership (Filed With SEC on December 4, 2019)

Enhanced Return Funding Program Agreement and Amendment No. 1 to the Fifth Amended and Restated Advisory Agreement, dated January 15, 2019, by and among Braemar Hotels & Resorts... (Filed With SEC on January 18, 2019)

Amendment No. 2 to the Third Amended and Restated Agreement of Limited Partnership of Braemar Hospitality Limited Partnership, dated November 20, 2018 (Filed With SEC on November 20, 2018)

Underwriting Agreement, dated November 13, 2018, among Braemar Hotels & Resorts Inc., Braemar Hospitality Limited Partnership, Ashford Hospitality Advisors LLC, Morgan Stanley &... (Filed With SEC on November 19, 2018)

Form of Amendment No. 1 to Equity Distribution Agreement (Filed With SEC on October 31, 2018)

Amended and Restated Braemar Hotel Master Management Agreement, dated August 8, 2018, by and among Braemar TRS Corporation, CHH III Tenant Parent Corp., RC Hotels (Virgin... (Filed With SEC on August 14, 2018)

Braemar Master Project Management Agreement, dated August 8, 2018, by and among Braemar TRS Corporation, CHH III Tenant Parent Corp., RC Hotels (Virgin Islands), Inc., Braemar... (Filed With SEC on August 14, 2018)

Amended and Restated Braemar Mutual Exclusivity Agreement, dated August 8, 2018, by and among Braemar Hospitality Limited Partnership, Braemar Hotels & Resorts, Inc., Remington... (Filed With SEC on August 14, 2018)

Braemar Mutual Exclusivity Agreement, dated August 8, 2018, by and among Braemar Hospitality Limited Partnership, Braemar Hotels & Resorts, Inc. and Project Management LLC (File... (Filed With SEC on August 14, 2018)

Fifth Amended and Restated Advisory Agreement, dated as of April 23, 2018, among Braemar Hotels & Resorts Inc., Braemar Hospitality Limited Partnership, Braemar TRS Corporation,... (Filed With SEC on April 23, 2018)

Form of Equity Distribution Agreement (Filed With SEC on December 11, 2017)

Form of Director Confidentiality Agreement ASHFORD HOSPITALITY PRIME, INC. 14185 Dallas Pkwy, Suite 1100 Dallas, TX 75254 (Filed With SEC on July 7, 2017)

AMENDMENT NO. 1 to the ASHFORD HOSPITALITY PRIME, INC. SECOND AMENDED AND RESTATED 2013 EQUITY INCENTIVE PLAN June 9, 2017 (Filed With SEC on June 15, 2017)

Agreement of Purchase and Sale, dated January 13, 2017 between Ashford Hospitality Prime Limited Partnership, a Delaware limited partnership (Purchaser) and Hotel Yountville, LLC... (Filed With SEC on May 9, 2017)

First Amendment of Agreement of Purchase and Sale, dated January 30, 2017, between Hotel Yountville, LLC, a California limited liability company, Hotel Yountville Holdings, LLC, a... (Filed With SEC on May 9, 2017)

Second Amendment of Agreement of Purchase and Sale , dated February 28, 2017, by and among Hotel Yountville, LLC, a California limited liability company, Hotel Yountville... (Filed With SEC on May 9, 2017)

Sale and Purchase Agreement, dated March 9, 2017, by and between, WTCC Beaver Creek Investors V, L.L.C., a Delaware limited liability company (Seller), and Ashford Hospitality... (Filed With SEC on May 9, 2017)

First Amendment To Sale and Purchase Agreement, dated March 13, 2017, by and between WTCC Beaver Creek Investors V, L.L.C., a Delaware limited liability company (Seller), and... (Filed With SEC on May 9, 2017)

INDEMNIFICATION AGREEMENT (Filed With SEC on March 8, 2017)

ASHFORD HOSPITALITY PRIME, INC. (a Maryland corporation) 1,975,000 Shares of 5.50% Series B Cumulative Convertible Preferred Stock UNDERWRITING AGREEMENT (Filed With SEC on March 7, 2017)

ASHFORD HOSPITALITY PRIME, INC. (a Maryland corporation) 5,750,000 Shares of Common Stock UNDERWRITING AGREEMENT (Filed With SEC on March 7, 2017)

THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ASHFORD HOSPITALITY PRIME LIMITED PARTNERSHIP Dated: March 7, 2017 (Filed With SEC on March 7, 2017)

Amended and Restated Form of Performance Stock Unit Award Agreement (Filed With SEC on February 28, 2017)

Amended and Restated Form of Performance LTIP Unit Award Agreement (Filed With SEC on February 28, 2017)

FOURTH AMENDED AND RESTATED ADVISORY AGREEMENT ASHFORD HOSPITALITY PRIME, INC. (Filed With SEC on January 25, 2017)

Restricted Stock Award Agreement (Filed With SEC on November 2, 2016)

EMPLOYMENT AGREEMENT (Filed With SEC on November 2, 2016)

ASHFORD HOSPITALITY PRIME, INC. SECOND AMENDED AND RESTATED 2013 EQUITY INCENTIVE PLAN August 3, 2016 (Filed With SEC on August 9, 2016)

INDEMNIFICATION AGREEMENT (Filed With SEC on August 9, 2016)

AGREEMENT OF PURCHASE AND SALE by and between WASHINGTON REAL ESTATE HOLDINGS, LLC, a Washington limited liability company (Purchaser) and ASHFORD SEATTLE DOWNTOWN LP, a Delaware... (Filed With SEC on July 7, 2016)

ASHFORD HOSPITALITY PRIME, INC. 5.50% Series B Cumulative Convertible Preferred UNDERWRITING AGREEMENT (Filed With SEC on April 29, 2016)

AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ASHFORD HOSPITALITY PRIME LIMITED PARTNERSHIP (Filed With SEC on April 8, 2016)

STOCK PURCHASE AND SALE AGREEMENT by and between MARRIOTT INTERNATIONAL HOTELS,INC. (as Seller) and ASHFORD THOMAS LLC (as Purchaser) HOTEL DESCRIPTION The RITZ-CARLTON St. Thomas... (Filed With SEC on March 15, 2016)

FIRST AMENDMENT TO STOCK PURCHASE AND SALE AGREEMENT (Filed With SEC on March 15, 2016)

SECOND AMENDMENT TO STOCK PURCHASE AND SALE AGREEMENT (Filed With SEC on March 15, 2016)

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ASHFORD HOSPITALITY PRIME LIMITED PARTNERSHIP Dated: February 1, 2016 TABLE OF CONTENTS (Filed With SEC on February 2, 2016)

Termination of Registration Rights Agreement (Filed With SEC on December 10, 2015)

Ashford Hospitality Prime, Inc. 5.50% Series B Cumulative Convertible Preferred Stock REGISTRATION RIGHTS AGREEMENT (Filed With SEC on December 10, 2015)

FIRST AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on November 9, 2015)

AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY COMMONLY KNOWN AS BARDESSONO INN & SPA YOUNTVILLE, CALIFORNIA and Joint Escrow Instructions between Yountville Investors LLC, a... (Filed With SEC on July 15, 2015)

Ashford Hospitality Prime, Inc. 5.50% Series A Cumulative Convertible Preferred Stock REGISTRATION RIGHTS AGREEMENT (Filed With SEC on June 12, 2015)

THIRD AMENDED AND RESTATED ADVISORY AGREEMENT ASHFORD HOSPITALITY PRIME, INC. (Filed With SEC on June 12, 2015)

Performance Stock Unit Award Agreement (Filed With SEC on June 10, 2015)

ASHFORD HOSPITALITY PRIME, INC. 2013 EQUITY INCENTIVE PLAN As Amended and Restated March 25, 2015 ASHFORD HOSPITALITY PRIME, INC. 2013 EQUITY INCENTIVE PLAN As Amended and... (Filed With SEC on May 18, 2015)

SECOND AMENDED AND RESTATED ADVISORY AGREEMENT (Filed With SEC on November 7, 2014)

AMENDED AND RESTATED ADVISORY AGREEMENT (Filed With SEC on May 14, 2014)

LOAN AGREEMENT Dated as of September 10, 2013 Between ASHFORD PIER HOUSE LP, as Borrower and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Lender TABLE OF CONTENTS (Filed With SEC on March 6, 2014)

SENIOR MEZZANINE LOAN AGREEMENT Dated as of September 10, 2013 Between ASHFORD PIER HOUSE MEZZ A LLC, as Borrower and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Lender (Filed With SEC on March 6, 2014)

JUNIOR MEZZANINE LOAN AGREEMENT Dated as of September 10, 2013 Between ASHFORD PIER HOUSE MEZZ B LLC, as Borrower and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Lender (Filed With SEC on March 6, 2014)

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ASHFORD HOSPITALITYPRIME LIMITED PARTNERSHIP DATED: November 19, 2013 TABLE OF CONTENTS (Filed With SEC on November 25, 2013)

ADVISORY AGREEMENT (Filed With SEC on November 25, 2013)

RIGHTOF FIRST OFFER AGREEMENT (Filed With SEC on November 25, 2013)

OPTIONAGREEMENT PIER HOUSE RESORT & SPA (Filed With SEC on November 25, 2013)

OPTIONAGREEMENT CRYSTAL GATEWAY MARRIOTT (Filed With SEC on November 25, 2013)

ASHFORD PRIME MUTUAL EXCLUSIVITY AGREEMENT (Filed With SEC on November 25, 2013)

ASHFORD PRIME HOTEL MASTER MANAGEMENT AGREEMENT by and between ASHFORDPRIME TRS CORPORATION, a Delaware corporation and REMINGTONLODGING & HOSPITALITY, LLC a Delaware limited... (Filed With SEC on November 25, 2013)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on November 25, 2013)

LICENSING AGREEMENT (Filed With SEC on November 25, 2013)

SEPARATION AND DISTRIBUTION AGREEMENT by and between ASHFORDHOSPITALITY TRUST, INC. ASHFORD HOSPITALITY LIMITED PARTNERSHIP, ASHFORD TRS CORPORATION, ASHFORDHOSPITALITY PRIME,... (Filed With SEC on November 12, 2013)

ASHFORD HOSPITALITY PRIME, INC. 2013 EQUITY INCENTIVE PLAN November 5, 2013 ASHFORD HOSPITALITY PRIME, INC. 2013 EQUITY INCENTIVE PLAN Table of Contents (Filed With SEC on November 12, 2013)