5,550,000 Shares Vistana Inc. Common Stock Underwriting Agreement dated February __, 1997 Montgomery Securities Smith Barney Inc. Underwriting AgreementVistana Inc • February 27th, 1997 • Hotels & motels • New York
EMPLOYMENT AGREEMENT -------------------- EMPLOYMENT AGREEMENT (this "Agreement"), dated as of January 30, 1998 between VISTANA, INC., a Florida corporation ("Company" or "Vistana"), and MARK E. PATTEN ("Employee") (capitalized terms used herein and...Employment Agreement • March 23rd, 1999 • Vistana Inc • Hotels & motels • Florida
VISTANA 1998-A TIMESHARE MORTGAGE CORP. as Issuer andVistana Inc • November 16th, 1998 • Hotels & motels • New York
W I T N E S S E T H: - - - - - - - - - -Subscription Agreement • February 27th, 1997 • Vistana Inc • Hotels & motels • Florida
THIS AMENDMENT, dated as of November 24, 1998 ("Amendment"), to that --------- certain Loan and Security Agreement, dated as of November 1, 1997, by and between Vistana Timeshare Mortgage Corp. (the "Borrower") and Dresdner Bank AG -------- New York...Loan and Security Agreement • March 23rd, 1999 • Vistana Inc • Hotels & motels • New York
EXHIBIT 10.1 ------------ EMPLOYMENT AGREEMENT -------------------- EMPLOYMENT AGREEMENT, dated as of December 27, 1996 (this "Agreement") between VISTANA, INC., a Florida corporation (the "Company"), and RAYMOND L. GELLEIN, JR. ("Employee")...Employment Agreement • February 27th, 1997 • Vistana Inc • Hotels & motels • Florida
AMONGAgreement and Plan of Merger • July 21st, 1999 • Vistana Inc • Hotels & motels • Florida
R E C I T A L S: ---------------Assignment and Assumption Agreement • March 27th, 1998 • Vistana Inc • Hotels & motels
FORM OF VISTANA, INC. INDEMNIFICATION AGREEMENT -------------------------Indemnification Agreement • February 27th, 1997 • Vistana Inc • Hotels & motels • Florida
EXHIBIT 10.27-B SECOND AMENDMENT TO MASTER VISTANA RESORT RECEIVABLES LOAN FACILITY AND RATIFICATION OF GUARANTY ------------------------------------------------------------- THIS SECOND AMENDMENT TO MASTER VISTANA RESORT RECEIVABLES LOAN FACILITY AND...Vistana Inc • August 12th, 1999 • Hotels & motels
WITNESSETH: -----------Loan and Security Agreement • August 12th, 1999 • Vistana Inc • Hotels & motels
EXHIBIT 10.11 ------------- REGISTRATION RIGHTS AGREEMENT ----------------------------- REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of February 10, 1997 among VISTANA, INC., a Florida corporation (together with its permitted successors...Registration Rights Agreement • February 27th, 1997 • Vistana Inc • Hotels & motels • Florida
EXHIBIT 1.2 =================================================================== ============= VISTANA, INC. a Florida corporation 800,000 Shares of Common Stock FORM OF INTERNATIONAL PURCHASE AGREEMENT Dated: ______________, 1997 Table of ContentsVistana Inc • October 23rd, 1997 • Hotels & motels • New York
SECTION 1 AGREEMENT TO SELL; PURCHASE PRICE ---------------------------------Purchase and Sale Agreement • October 17th, 1997 • Vistana Inc • Hotels & motels • Florida
REVOLVING CREDIT FACILITY AGREEMENT THIS REVOLVING CREDIT FACILITY AGREEMENT entered into as of July 9, 1998, by FINOVA CAPITAL CORPORATION, a Delaware corporation, and VISTANA, INC., a Florida corporation. 1. DEFINITIONS. ----------- As used in this...Loan Agreement • November 16th, 1998 • Vistana Inc • Hotels & motels • Arizona
VISTANA 1998-A TIMESHARE MORTGAGE CORP. as Issuer and VCH PORTFOLIO SERVICES, INC. as ServicerServicing Agreement • November 16th, 1998 • Vistana Inc • Hotels & motels • New York
Exhibit 10.21 LOAN AND SECURITY AGREEMENT dated as of November 1, 1997Loan and Security Agreement • March 27th, 1998 • Vistana Inc • Hotels & motels • New York
AGREEMENT ---------Agreement • March 27th, 1998 • Vistana Inc • Hotels & motels • Florida
CONSULTING SERVICES AGREEMENT -----------------------------Consulting Services Agreement • November 16th, 1998 • Vistana Inc • Hotels & motels • Florida
EXECUTION COPY -------------- EMPLOYMENT AGREEMENT -------------------- EMPLOYMENT AGREEMENT, dated as of November 18, 1997 (this "Agreement") between VISTANA, INC., a Florida corporation (the "Company"), and CHARLES E. HARRIS ("Employee")...Employment Agreement • March 27th, 1998 • Vistana Inc • Hotels & motels • Florida
amongCredit Agreement • March 27th, 1998 • Vistana Inc • Hotels & motels • New York
FIRST AMENDMENT TO EXCLUSIVE JOINT VENTURE AGREEMENT ---------------------------------Joint Venture Agreement • February 27th, 1997 • Vistana Inc • Hotels & motels
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT -----------------------------Registration Rights Agreement • March 23rd, 1999 • Vistana Inc • Hotels & motels • Florida
EXHIBIT 1.1 VISTANA, INC. a Florida corporation 3,200,000 Shares of Common Stock FORM OF U.S. PURCHASE AGREEMENT Dated: _________, 1997 Table of Contents -----------------Purchase Agreement • October 23rd, 1997 • Vistana Inc • Hotels & motels • New York
OF --Limited Partnership Agreement • February 10th, 1997 • Vistana Inc • Hotels & motels • Florida
AMENDMENT NO. 1 (this "Amendment") dated as of March 18, 1999, effective --------- for all purposes and respects as of January 1, 1999, to Agreement and Plan of Reorganization dated as of August 15, 1997 (the "Original Agreement") among...Agreement and Plan • March 23rd, 1999 • Vistana Inc • Hotels & motels • Florida
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE SELLING PARTIESAgreement and Plan of Reorganization • September 30th, 1997 • Vistana Inc • Hotels & motels • Florida
WITNESSETH: ----------Loan and Security Agreement • May 18th, 1999 • Vistana Inc • Hotels & motels
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT This Second Amendment to Purchase and Sale Agreement entered into as of September 17, 1997, by and between PGA GOLF DEVELOPMENT, INC. ("Seller"), and VISTANA PSL, INC. ("Purchaser").Purchase and Sale Agreement • October 23rd, 1997 • Vistana Inc • Hotels & motels
EXHIBIT 10.27-A FIRST AMENDMENT TO MASTER VISTANA RESORT RECEIVABLES LOAN FACILITY AND RATIFICATION OF GUARANTY ------------------------------------------------------------- THIS FIRST AMENDMENT TO MASTER VISTANA RESORT RECEIVABLES LOAN FACILITY AND...Vistana Inc • August 12th, 1999 • Hotels & motels
RESIGNATION AGREEMENT ---------------------Resignation Agreement • November 16th, 1998 • Vistana Inc • Hotels & motels • Florida
RECITALSAffiliation Agreement • October 17th, 1997 • Vistana Inc • Hotels & motels • Florida
EXHIBIT 10.3 ------------ EMPLOYMENT AGREEMENT -------------------- EMPLOYMENT AGREEMENT, dated as of December 27, 1996 (this "Agreement") between VISTANA, INC., a Florida corporation (the "Company"), and MATTHEW E. AVRIL ("Employee") (capitalized...Employment Agreement • February 27th, 1997 • Vistana Inc • Hotels & motels • Florida
May 28, 1998 Ms. Susan Werth Senior Vice President & General Counsel Vistana, Inc. Re: Corrections to Employment Agreement Schedule -------------------------------------------- Dear Susan: As we have discussed, Schedule B to the Employment Agreement...Vistana Inc • March 23rd, 1999 • Hotels & motels
EXHIBIT 10.27-C THIRD AMENDMENT TO MASTER VISTANA RESORT RECEIVABLES LOAN FACILITY AND RATIFICATION OF GUARANTY ------------------------------------------------------------- THIS THIRD AMENDMENT TO MASTER VISTANA RESORT RECEIVABLES LOAN FACILITY AND...Vistana Inc • August 12th, 1999 • Hotels & motels
