Letter Agreement between Midland Loan Services, LF3 Lubbock Expo, LLC and LF3 Lubbock Expo TRS, LLC regarding the Lubbock Fairfield Inn loan, dated as of March 2, 2021

Exhibit 10.97

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Dear Borrower:

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Midland Loan Services, a Division of PNC Bank, National Association ("Midland") as Master Servicer and/or Special Servicer for WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE FOR MORGAN STANLEY CAPITAL I TRUST 2019-H6, COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES  2019-H6 ("Lender") is in receipt of Borrower's request to temporarily waive all property-related  financial  and  leasing tests (i.e. LTV, DSCR, Debt Yield and occupancy percentage) under the applicable loan documents (the "Loan Documents") for a period from and including, 6/30/2020, through and including 6/30/2021 (the "Transaction"). Midland conditionally grants its consent to the Transaction provided that (i) there exists no uncured Event of Default (as defined in the Loan Documents), (ii) Borrower acknowledges and agrees that except as modified by this letter, all other terms, covenants and conditions of the Loan Documents shall remain unmodified, in full force and effect and ratified by the Borrower, (iii) Borrower acknowledges acceptance of the terms of the Transaction by countersigning and returning this letter (electronic signature and transmission is acceptable);  and (iii) Borrower remits  to Midland $500, which amount represents Midland's non-refundable processing fee (the "Processing Fee"). Wiring instructions for the Processing Fee are as follows:

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PNC Bank, N.A., Two PNC Plaza 620 Liberty Avenue

Pittsburgh,  PA 15222

ABA#: 043000096

Midland Loan Services Credit Account: XXXXXXXX

Ref Loan #: XXXXXXXXX

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Nothing contained in this letter shall constitute a waiver of any Event of  Default  under the Loan Documents or of Lender's rights or remedies under any other indebtedness now or hereafter  existing  between Lender  and Borrower.

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THIS LEITER IS BEING EXECUTED BY LENDER TO ACCOMMODATE THE REQUEST OF BORROWER, AND BORROWER UNDERSTANDS AND AGREES THAT LENDER HAS NO OBLIGATION TO GRANT ADDITIONAL MODIFICATIONS IN  THE  FUTURE.

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Member of The PNC Financial Services Group

10851Mastin Boulevard • Overland Park, Kansas • 66210 ###-###-####

www .pnc.com/ midland

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If you have any questions, please feel free to contact Chris Valencia at (913) 253-9248_or via email at ***@***

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Sincerely,

MIDLAND LOAN SERVICES, a Division of PNC Bank, National Association, as Servicer on behalf of Lender

/s/ Dugger Schwartz

Dugger Schwartz

Senior Vice President & Servicing Officer

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ACCEPTED AND AGREED TO BY:

BORROWER:

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LF3 LUBBOCK EXPO, LLC,

a Delaware limited liability company

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By: Lodging Fund REIT III OP, LP

its: sole member

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By: Lodging Fund REIT

its general partner

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BORROWER:

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LF3 LUBBOCK EXPO TRS, LLC,

a Delaware limited liability company

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By: Lodging Fund REIT III TRS, Inc.

its: sole member

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Member of The PNC Financial Services Group

10851Mastin Boulevard • Overland Park, Kansas • 66210 ###-###-####

www .pnc.com/ midland