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PURCHASE AND SALE AGREEMENT

THIS PURCHASE AND SALE AGREEMENT is made as of January 20, 2006, by and among (i) FELCOR LODGING TRUST INCORPORATED, a Maryland real estate investment trust (“FCH”), (ii) the entities listed as “sellers” on the signature pages of this Agreement (each, individually, a “Seller” and collectively, the “Sellers”), and (iii) HOSPITALITY PROPERTIES TRUST, a Maryland real estate investment trust (the “Purchaser”).

WITNESSETH:

WHEREAS, the Sellers are the owners or ground lessees of the seven (7) Properties (all capitalized terms used and not otherwise defined herein having the meanings ascribed to such terms in Section 1); and

WHEREAS, the Purchaser desires to purchase the Properties, as more fully set forth below; and

WHEREAS, the Sellers are willing to sell all of the Properties to the Purchaser, subject to and upon the terms and conditions hereinafter set forth; and

WHEREAS, FCH owns, directly or indirectly, all of the Sellers and the transactions contemplated by this Agreement are of direct and material benefit to FCH;

NOW, THEREFORE, in consideration of the mutual covenants herein contained and other good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, the FCH Parties and the Purchaser hereby agree as follows:

SECTION 1. DEFINITIONS

Capitalized terms used in this Agreement shall have the meanings set forth below or in the Section of this Agreement referred to below:

1.1 “Agreement” shall mean this Purchase and Sale Agreement, together with Schedules A-H attached hereto, as it and they may be amended from time to time as herein provided.

1.2 “Allocable Purchase Price” shall mean, with respect to each Property, the amount set forth in Schedule A opposite the name of such Property, it being understood and agreed that

the aggregate amount of the Allocable Purchase Prices of the Properties shall be One Hundred Sixty Million Two Hundred Thousand ($160,200,000), subject to adjustment pursuant to Section 2, in which event, the Allocable Purchase Price shall be adjusted proportionately.

1.3 “Assets” shall mean, with respect to any Hotel, collectively, all of the Real Property, the Ground Leases, the FAS, the FF&E, the Contracts, the Documents, the Improvements, the Intangible Property, the Inventories, the Expendables and the Tenant Leases owned by any of the Sellers in connection with or relating to such Hotel.

1.4 “Booking” means a booking, contract or other reservation for the future use of guest rooms, banquet facilities, meeting rooms or other Hotel facilities and off-site catering for which a Booking Deposit has been received on behalf of Seller, or for which a written proposal has been made by or on behalf of Seller and accepted by the recipient of such proposal or for which a written proposal has been received and accepted by or on behalf of Seller (regardless of whether a Booking Deposit has been received) for any period after the Proration Time.

1.5 “Booking Deposit” means all room reservation deposits, public function, banquet, food and beverage deposits and other deposits or fees for Bookings.

1.6 “Brand” shall mean, with respect to each Hotel, the brand under which such Hotel is operated as indicated on Schedule A, together with the Brand Standards applicable thereto, and all of the attributes and features customarily associated with such brand of hotels in North America from time to time.

1.7 “Brand Standards” shall mean, with respect to any Hotel, the standards of operation, as amended from time to time, in effect at substantially all hotels which are operated under the Brand name of such Hotel, which standards shall include, but not be limited to, standards of operation from time to time required of owners of similar hotels or as may be specified in manuals and other guidelines in effect with respect to such Brand.

1.8 “Business Day” shall mean any day other than a Saturday, Sunday or any other day on which banking institutions

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