CNL Hotels & Resorts, Inc. Contracts & Agreements

AMENDMENT NO. 2 TO THE AGREEMENT AND PLAN OF MERGER BY AND AMONG MS RESORT HOLDINGS LLC, MS RESORT ACQUISITION LLC, MS RESORT PURCHASER LLC, ASHFORD SAPPHIRE ACQUISITION LLC AND... (Filed With SEC on April 4, 2007)

AMENDMENT NO.1 TO THE AGREEMENT AND PLAN OF MERGER BY AND AMONG MS RESORT HOLDINGS LLC, MS RESORT ACQUISITION LLC, MS RESORT PURCHASER LLC, ASHFORD SAPPHIRE ACQUISITION LLC AND... (Filed With SEC on February 26, 2007)

CNL HOTELS & RESORTS, INC. (Filed With SEC on February 26, 2007)

AGREEMENT AND PLAN OF MERGER BY AND AMONG MS RESORT HOLDINGS LLC, MS RESORT ACQUISITION LLC, MS RESORT PURCHASER LLC, ASHFORD SAPPHIRE ACQUISITION LLC AND CNL HOTELS & RESORTS,... (Filed With SEC on January 19, 2007)

PURCHASE AND SALE AGREEMENT (CNL Plaza Venture, Ltd. - CHO) (Filed With SEC on November 14, 2006)

PURCHASE AND SALE AGREEMENT (CNL Plaza, Ltd. - CHO) (Filed With SEC on November 14, 2006)

CNL Hotels & Resorts, Inc. 2004 Omnibus Long-Term Incentive Plan Deferred Share Award Grant Notice (Executive ) (Filed With SEC on October 6, 2006)

CNL Hotels & Resorts, Inc. 2004 Omnibus Long-Term Incentive Plan Deferred Share Award Agreement (All Awards for Executives with Employment Agreements) (Filed With SEC on October 6, 2006)

MARK PATTEN EMPLOYMENT AGREEMENT (Filed With SEC on August 14, 2006)

MARCEL VERBAAS EMPLOYMENT AGREEMENT (Filed With SEC on August 14, 2006)

THIRD AMENDMENT TO CREDIT AGREEMENT Effective as of June 30, 2006 among CNL HOSPITALITY PARTNERS, LP, as Borrower, CNL HOTELS & RESORTS, INC., as Parent, BANK OF AMERICA, N.A., as... (Filed With SEC on August 14, 2006)

INDEMNIFICATION AGREEMENT (Filed With SEC on August 14, 2006)

CNL CENTER II CNL CENTER TOWER II OFFICE LEASE AGREEMENT Landlord: CNL Plaza II, Ltd. Tenant: CNL Hospitality Corp. Building: CNL Center Tower II Suite: 700 Sq. Ft.: 40,776... (Filed With SEC on August 14, 2006)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on June 23, 2006)

PLEDGE AND SECURITY AGREEMENT (Filed With SEC on June 23, 2006)

TRANSITION SERVICES AGREEMENT (Filed With SEC on June 23, 2006)

BRAND LICENSE AGREEMENT (Filed With SEC on June 23, 2006)

MORTGAGE _________________________________ AH HOTEL PARTNERS, LP, as mortgagor (Borrower) to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, as mortgagee (Lender) Dated and... (Filed With SEC on May 15, 2006)

PROMISSORY NOTE (Filed With SEC on May 15, 2006)

CM HOTEL PARTNERS, LP, as Borrower/mortgagor (Borrower) to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, as mortgagee/Lender (Lender) DEED OF TRUST, SECURITY AGREEMENT AND FIXTURE... (Filed With SEC on May 15, 2006)

HMA HOTEL PARTNERS, LP; PH HOTEL PARTNERS, LP; AH HOTEL PARTNERS, LP; and CM HOTEL PARTNERS, LP, as Borrower/mortgagor (Borrower) to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA,... (Filed With SEC on May 15, 2006)

PH HOTEL PARTNERS, LP, as Borrower/mortgagor (Borrower) to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, as mortgagee/Lender (Lender) DEED OF TRUST, SECURITY AGREEMENT AND FIXTURE... (Filed With SEC on May 15, 2006)

RENEWAL AGREEMENT (Filed With SEC on May 15, 2006)

United States District Court Middle District of Florida Orlando Division In Re CNL HOTELS & RESORTS, INC. Securities Litigation Case No. 6:04-cv-1231-Orl-31KRS (Consolidated with... (Filed With SEC on May 15, 2006)

EX-10.89: LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.90: RENEWAL, AMENDED, RESTATED AND CONSOLIDATED NOTE (Filed With SEC on March 31, 2006)

EX-10.91: MEZZANINE LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.92: MEZZANINE NOTE (Filed With SEC on March 31, 2006)

EX-10.93: MEZZANINE LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.94: MEZZANINE NOTE (Filed With SEC on March 31, 2006)

EX-10.95: MEZZANINE LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.96: MEZZANINE NOTE (Filed With SEC on March 31, 2006)

EX-10.97: MEZZANINE LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.98: MEZZANINE NOTE (Filed With SEC on March 31, 2006)

EX-10.99: PURCHASE AND SALE AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.100: PURCHASE AND SALE AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.104: MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND FIXTURE FILING (Filed With SEC on March 31, 2006)

EX-10.105: PROMISSORY NOTE (Filed With SEC on March 31, 2006)

EX-10.106: LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.107: PROMISSORY NOTE (Filed With SEC on March 31, 2006)

EX-10.108: LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.109: PROMISSORY NOTE (Filed With SEC on March 31, 2006)

EX-10.110: LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.111: PROMISSORY NOTE (Filed With SEC on March 31, 2006)

EX-10.112: LOAN AND SECURITY AGREEMENT (Filed With SEC on March 31, 2006)

EX-10.113: PROMISSORY NOTE (Filed With SEC on March 31, 2006)

AMENDEDAND RESTATED RENEWAL AGREEMENT (Filed With SEC on December 30, 2005)

PAYMENT AGREEMENT (Filed With SEC on December 30, 2005)

SIXTH AMENDMENT TO RENEWAL AGREEMENT (Filed With SEC on December 5, 2005)

FIFTH AMENDMENT TO RENEWAL AGREEMENT (Filed With SEC on November 4, 2005)

FOURTH AMENDMENT TO RENEWAL AGREEMENT (Filed With SEC on October 3, 2005)

THIRD AMENDMENT TO RENEWAL AGREEMENT (Filed With SEC on September 1, 2005)

SECOND AMENDMENT TO RENEWAL AGREEMENT (Filed With SEC on August 4, 2005)

FIRST AMENDMENT TO RENEWAL AGREEMENT (Filed With SEC on July 7, 2005)

Amendment to Note dated March 29, 2005 by and between CNL Hotel Del Partners LP, as Borrower, and German American Capital Corporation, as Lender (Filed With SEC on May 16, 2005)

Amendment to Mezzanine Note (Senior Mezzanine) dated March 29, 2005 by and between CNL Hotel Del Senior Mezz Partners, LP, as Mezzanine Borrower, and German American Capital... (Filed With SEC on May 16, 2005)

Omnibus Amendment to Loan Documents dated March 29, 2005 by and between CNL Hotel Del Partners, LP, as Borrower, and German American Capital Corporation, as Lender (Filed With SEC on May 16, 2005)

Amendment to Mezzanine Note (Intermediate Mezzanine) dated March 29, 2005 by and between CNL Hotel Del Intermediate Mezz Partners, LP, as Mezzanine Borrower, and German American... (Filed With SEC on May 16, 2005)

Mezzanine Note (Junior Mezzanine) dated April 7, 2005 by and between CNL Hotel Del Junior Mezz Partners, LP, as Mezzanine Borrower, and German American Capital Corporation, as... (Filed With SEC on May 16, 2005)

Mezzanine Loan and Security Agreement (Junior Mezzanine) dated April 7, 2005 by and between CNL Hotel Del Junior Mezz Partners, LP, as Mezzanine Borrower, and German American... (Filed With SEC on May 16, 2005)

Indemnification Agreement between CNL Hotels & Resorts, Inc. and C. Brian Strickland dated May 13, 2005. Each of the following officers has signed a substantially similar... (Filed With SEC on May 16, 2005)

Indemnification Agreement between CNL Hotels & Resorts, Inc. and J. Douglas Holladay dated May 13, 2005. Each of the following directors has signed a substantially similar... (Filed With SEC on May 16, 2005)

Certification of Chief Executive Officer, Pursuant to Rule 13a-14(a), as Adopted Pursuant to Section 302 of the SarbanesOxley Act of 2002 (Filed With SEC on May 16, 2005)

$353,475,000 TERM FACILITY LOAN AND SECURITY AGREEMENT by and among CNL HOSPITALITY PARTNERS, LP as the Borrower CNL HOTELS & RESORTS, INC. as a Guarantor DEUTSCHE BANK TRUST... (Filed With SEC on November 4, 2004)

Advisory Agreement between CNL Hospitality Properties, Inc. and CNL Hospitality Corp. dated as of April 1, 2004 ADVISORY AGREEMENT (Filed With SEC on August 9, 2004)

$1,065,000,000 TERMFACILITY CREDIT AGREEMENT by and among CNL HOSPITALITYPARTNERS, LP CNL RESORT HOSPITALITY, LP and CNL RESORT HOLDINGS GP, LLC as the Borrowers CNL HOSPITALITY... (Filed With SEC on August 9, 2004)

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CNL Hotels & Resorts, Inc. Contracts & Agreements