EXECUTION COPY EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of July 18, 1999 (this "Agreement") between Vistana, Inc., a Florida corporation (the "Company"), and JEFFREY A. ADLER ("Employee") (capitalized terms used herein and not otherwise...Employment Agreement • August 23rd, 1999 • Starwood Hotels & Resorts • Real estate investment trusts • Florida
1 Exhibit 10.59 SEVERANCE AGREEMENT THIS AGREEMENT, dated June 9, 2000 (the "Effective Date"), is made by and between Starwood Hotels and Resorts Worldwide, Inc., a Maryland corporation (the "Company"), and David Norton (the "Executive"). WHEREAS, the...Severance Agreement • March 30th, 2001 • Starwood Hotels & Resorts • Real estate investment trusts • New York
dated as ofStock Purchase Agreement • May 17th, 1999 • Starwood Hotels & Resorts • Real estate investment trusts • New York
CREDIT AGREEMENTCredit Agreement • November 4th, 1997 • Starwood Lodging Trust • Real estate investment trusts • New York
INDENTURE AMONGIndenture • August 24th, 2001 • Starwood Hotels & Resorts • Real estate investment trusts • New York
INDENTURE BETWEENIndenture • August 24th, 2001 • Starwood Hotels & Resorts • Real estate investment trusts • New York
TO TRUSTEE INDENTURE DATED AS OF ___________ __, 199_Starwood Lodging Trust • October 3rd, 1996 • Real estate investment trusts • California
W I T N E S S E T H:Agreement and Plan of Merger • August 23rd, 1999 • Starwood Hotels & Resorts • Real estate investment trusts
1 EXHIBIT 10.2 NINTH AMENDMENT TO CREDIT AGREEMENT NINTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated as of September 20, 1999, among STARWOOD HOTELS & RESORTS, a Maryland real estate investment trust ("Starwood REIT"), SLT REALTY LIMITED...Credit Agreement • November 15th, 1999 • Starwood Hotels & Resorts • Real estate investment trusts • New York
CHICAGO BEIJING 555 WEST FIFTH STREET DALLAS LOS ANGELES, CALIFORNIA 90013 HONG KONG TELEPHONE 213 896 6000 NEW YORK FACSIMILE 213 896 6600 LONDON www.sidley.com SAN FRANCISCO SHANGHAI FOUNDED 1866 SEATTLE SINGAPOREStarwood Hotels & Resorts • August 24th, 2001 • Real estate investment trusts
RECITALSSeparation Agreement • March 30th, 2000 • Starwood Hotels & Resorts • Real estate investment trusts • New York
1 Exhibit 10.58 SEVERANCE AGREEMENT THIS AGREEMENT, dated September 26, 2000 (the "Effective Date"), is made by and between Starwood Hotels and Resorts Worldwide, Inc., a Maryland corporation (the "Company"), and Kenneth Siegel (the "Executive")....Severance Agreement • March 30th, 2001 • Starwood Hotels & Resorts • Real estate investment trusts • New York
RECITALSSeparation Agreement • May 17th, 1999 • Starwood Hotels & Resorts • Real estate investment trusts • New York
TOStarwood Lodging Trust • October 3rd, 1996 • Real estate investment trusts • New York
CREDIT AGREEMENTCredit Agreement • October 11th, 2002 • Starwood Hotels & Resorts • Real estate investment trusts • New York
Exhibit 10.72 SEVERANCE AGREEMENT THIS AGREEMENT, dated October 1, 2003 (the "Effective Date"), is made by and between Starwood Hotels and Resorts Worldwide, Inc., a Maryland corporation (the "Company"), and Rip Gellein (the "Executive"). WHEREAS, the...Severance Agreement • March 14th, 2006 • Starwood Hotels & Resorts • Real estate investment trusts • New York
2- 3 Owned Domestic Subsidiary of the Corporation, subject to the requirements hereinafter set forth and (ii) the Corporation may, in order to reduce the Intercompany Mortgage Reduction Amount, grant mortgages on certain real estate assets owned by...Pledge and Security Agreement • November 15th, 1999 • Starwood Hotels & Resorts • Real estate investment trusts • New York
SIDLEY & AUSTIN LETERHEAD August 23, 1999Starwood Hotels & Resorts • August 23rd, 1999 • Real estate investment trusts
1 Exhibit 10.43 TENTH AMENDMENT TO CREDIT AGREEMENT AND MODIFICATION TO PLEDGE AND SECURITY AGREEMENT TENTH AMENDMENT TO CREDIT AGREEMENT AND MODIFICATION TO PLEDGE AND SECURITY AGREEMENT (this "Amendment"), dated as of June 12, 2000, among STARWOOD...Pledge and Security Agreement • March 30th, 2001 • Starwood Hotels & Resorts • Real estate investment trusts • New York
STARWOOD HOTELS & RESORTS WORLDWIDE, INC. NONQUALIFIED STOCK OPTION AWARD LEGAL AWARD AGREEMENT PURSUANT TO THE 2004 LONG-TERM INCENTIVE COMPENSATION PLANStarwood Hotels & Resorts • July 30th, 2004 • Real estate investment trusts • Maryland
Starwood Hotels & Resorts Worldwide, Inc., a corporation organized under the laws of Maryland (the “Company”), has granted to the individual (the “Optionee”) named in the award notification attached hereto as Appendix A (the “Award Notification”) as of the grant date set forth in the Award Notification (the “Option Date”), pursuant to the provisions of the Starwood Hotels & Resorts Worldwide, Inc. 2004 Long-Term Incentive Compensation Plan (the “Plan”), a Nonqualified Stock Option (the “Option”) to purchase from the Company that number of Shares and at the Option Price per Share set forth in the Award Notification upon and subject to the terms and conditions set forth below and the terms and conditions set forth in the Plan. References to employment by the Company shall include employment by of a Subsidiary. Capitalized terms not defined herein shall have the meanings specified in the Plan.
WITNESSETH:Non-Qualified Stock Option Agreement • August 14th, 2002 • Starwood Hotels & Resorts • Real estate investment trusts • New York
Execution Copy EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of July 18, 1999 (this "Agreement") between Vistana, Inc., a Florida corporation (the "Company"), and RAYMOND L. GELLEIN, JR. ("Employee") (capitalized terms used herein and not...Execution Copy Employment Agreement • August 23rd, 1999 • Starwood Hotels & Resorts • Real estate investment trusts • Florida
BETWEENAsset and Land Purchase Agreement • May 28th, 1999 • Starwood Hotels & Resorts • Real estate investment trusts • New York
AMENDMENT AGREEMENTAmendment Agreement • March 29th, 2006 • Starwood Hotels & Resorts • Real estate investment trusts
THIS AMENDMENT AGREEMENT, dated as of March 24, 2006 (this “Amendment Agreement”), among HOST MARRIOTT CORPORATION, a Maryland corporation (“Horizon”), HOST MARRIOTT, L.P., a Delaware limited partnership (“Horizon OP”), HORIZON SUPERNOVA MERGER SUB, L.L.C., a Maryland limited liability company wholly owned by Horizon OP (“REIT Merger Sub”), HORIZON SLT MERGER SUB, L.P., a Delaware limited partnership wholly owned by REIT Merger Sub, its general partner, and Horizon OP (“SLT Merger Sub” and, together with Horizon, Horizon OP and REIT Merger Sub, the “Horizon Parties”), STARWOOD HOTELS & RESORTS WORLDWIDE, INC., a Maryland corporation (“Sun”), STARWOOD HOTELS & RESORTS, a Maryland real estate investment trust (“Trust”), SHERATON HOLDING CORPORATION, a Nevada corporation (“SHC”), and SLT REALTY LIMITED PARTNERSHIP, a Delaware limited partnership (“SLT” and, together with Sun, Trust and SHC, the “Sun Parties”).
EXHIBIT 10.2 STARWOOD HOTELS & RESORTS WORLDWIDE, INC. NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE 2002 LONG-TERM INCENTIVE COMPENSATION PLAN (EFFECTIVE AS OF MAY 17, 2002) Starwood Hotels & Resorts Worldwide, Inc., a corporation organized...Starwood Hotels & Resorts • August 14th, 2002 • Real estate investment trusts • Maryland
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 9th, 2005 • Starwood Hotels & Resorts • Real estate investment trusts • New York
FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of October 31, 2005 and effective as of the Fourth Amendment Effective Date (as defined below), among STARWOOD HOTELS & RESORTS WORLDWIDE, INC., a Maryland corporation (the “Corporation”), each additional ALTERNATE CURRENCY REVOLVING LOAN BORROWER from time to time party to the Credit Agreement as referred to below (together with the Corporation, collectively, the “Borrowers”), SHERATON HOLDING CORPORATION, a Nevada corporation (“Sheraton”), the LENDERS from time to time party to the Credit Agreement (the “Lenders”) and DEUTSCHE BANK AG, NEW YORK BRANCH, as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise defined herein, all capitalized terms used herein shall have the respective meanings provided such terms in the Credit Agreement referred to below.
May 24, 1999 Mr. Ronald C. Brown 6026 E. Cholla Lane Scottsdale, AZ 85253 Dear Ron: We are very pleased to extend this offer to you as you transfer from the Company's Phoenix, AZ office to the Corporate Headquarters in White Plains, NY as Executive...Starwood Hotels & Resorts • March 30th, 2000 • Real estate investment trusts
1 EXHIBIT 3 AMENDED AND RESTATED INTERCOMPANY AGREEMENT AMENDED AND RESTATED INTERCOMPANY AGREEMENT dated as of _________ __, 1999, between Starwood Hotels & Resorts Worldwide, Inc., a Maryland corporation (the "Corporation"), and Starwood Hotels &...Intercompany Agreement • December 21st, 1998 • Starwood Hotels & Resorts • Real estate investment trusts
1 EXHIBIT 10.46 SECOND AMENDED AND RESTATED SENIOR SECURED NOTE AGREEMENTSenior Secured Note Agreement • March 30th, 2000 • Starwood Hotels & Resorts • Real estate investment trusts • New York
May 4, 2005Employment Agreement • May 5th, 2005 • Starwood Hotels & Resorts • Real estate investment trusts
Please refer to the Employment Agreement dated as of September 20, 2004 (“Employment Agreement”) between the undersigned Starwood Hotels & Resorts Worldwide, Inc. a Maryland corporation (“Company”) and Steven J. Heyer (“Executive”).
RESTRICTED STOCK UNIT AWARD AGREEMENT (GRANT PURSUANT TO THE 2004 LONG-TERM INCENTIVE COMPENSATION PLAN)Restricted Stock Unit Award Agreement • February 16th, 2005 • Starwood Hotels & Resorts • Real estate investment trusts • Maryland
Pursuant to the provisions of the Starwood Hotels & Resorts Worldwide, Inc. 2004 Long-Term Incentive Compensation Plan (the “Plan”), Starwood Hotels & Resorts Worldwide, Inc., a Maryland corporation (the “Company”), has granted to the individual (the “Participant”) named in the award notification (the “Award Notification”) as of the date set forth in the Award Notification (the “Grant Date”), a Restricted Stock Unit Award (the “Award”), upon and subject to the restrictions, terms and conditions set forth in the Plan and below. References to employment by the Company shall include employment by a Subsidiary. Capitalized terms not defined herein shall have the meanings specified in the Plan.
TIER I SEVERANCE AGREEMENTI Severance Agreement • March 30th, 2001 • Starwood Hotels & Resorts • Real estate investment trusts • New York
RESTRICTED STOCK AWARD AGREEMENT (GRANT PURSUANT TO THE 2004 LONG-TERM INCENTIVE COMPENSATION PLAN)Restricted Stock Award Agreement • February 16th, 2005 • Starwood Hotels & Resorts • Real estate investment trusts • Maryland
Pursuant to the provisions of the Starwood Hotels & Resorts Worldwide, Inc. 2004 Long-Term Incentive Compensation Plan (the “Plan”), Starwood Hotels & Resorts Worldwide, Inc., a Maryland corporation (the “Company”), has granted to the individual (the “Participant”) named in the award notification attached as Appendix A (the “Award Notification”) as of the date set forth in the Award Notification (the “Grant Date”), a Restricted Stock Award (the “Award”), upon and subject to the restrictions, terms and conditions set forth in the Plan and below. References to employment by the Company shall include employment by a Subsidiary. Capitalized terms not defined herein shall have the meanings specified in the Plan.
EXHIBIT 10.1 ADDENDUM TO ROBERT F. COTTER OFFER LETTER This Addendum effective as of February 16, 2002 between Robert F. Cotter ("Cotter") and Starwood Hotels & Resorts Worldwide, Inc., a Maryland corporation (the "Company" or "Starwood"), hereby...Starwood Hotels & Resorts • May 15th, 2002 • Real estate investment trusts
