Termination of Registration Rights Agreement

EX-4.1 3 exhibit41-terminationofreg.htm EXHIBIT 4.1 Exhibit


EXHIBIT 4.1

Termination of Registration Rights Agreement


Dated: December 4, 2015

Reference is made to that certain Registration Rights Agreement (the “Registration Rights Agreement”), dated as of June 9, 2015, by and among Ashford Hospitality Prime, Inc. (the “Company”), Ashford Hospitality Prime Limited Partnership (the “Operating Partnership”), Ashford Hospitality Advisors LLC (the “Advisor”) and MLV & Co. LLC (“MLV”) with respect to the Company’s 5.50% Series A Cumulative Convertible Preferred Stock (the “Series A Preferred Stock”).

The Parties hereby terminate the Registration Rights Agreement, effective immediately, such that the Registration Rights Agreement shall be of no further force or effect, with no further liability of any party thereto.


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[Signature Page to Termination of Registration Rights Agreement]



IN WITNESS WHEREOF, the Parties have duly executed this Agreement as of the date first above written.

 
ASHFORD HOSPITALITY PRIME, INC.
 
 
 
 
By:
 /s/ David A. Brooks
 
 
Name: David A. Brooks
 
 
Title: Chief Operating Officer and General Counsel

 
ASHFORD HOSPITALITY PRIME LIMITED PARTNERSHIP
 
 
 
 
By: Ashford Prime OP General Partner LLC, as the sole general partner
 
 
 
 
By: Ashford Hospitality Prime, Inc., as the sole managing member        
    

 
By:
 /s/ David A. Brooks
 
 
Name: David A. Brooks
 
 
Title: Vice President
 
ASHFORD HOSPITALITY ADVISORS LLC
 
 
 
 
By:
 /s/ David A. Brooks
 
 
Name: David A. Brooks
 
 
Title: Vice President
 
MLV & CO. LLC
 
 
 
 
By:
 /s/ Patrice McNicoll
 
 
Name: Patrice McNicoll
 
 
Title: CEO





[Signature Page to Termination of Registration Rights Agreement]