0001104659-16-120265 Sample Contracts

AMENDMENT TO EMPLOYEE MATTERS AGREEMENT
Employee Matters Agreement • May 12th, 2016 • Interval Leisure Group, Inc. • Real estate agents & managers (for others) • Delaware

This EMPLOYEE MATTERS AGREEMENT (this “Agreement”) is made and entered into as of October 27, 2015, by and among STARWOOD HOTELS & RESORTS WORLDWIDE, INC., a Maryland corporation (“Starwood”), VISTANA SIGNATURE EXPERIENCES, INC., a Delaware corporation (“Vistana”) and INTERVAL LEISURE GROUP, INC., a Delaware corporation (“ILG,” and together with Starwood and Vistana, the “Parties”).

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TAX MATTERS AGREEMENT by and among Starwood Hotels & Resorts Worldwide, Inc., Vistana Signature Experiences, Inc. and Interval Leisure Group, Inc. Dated as of May 11, 2016
Tax Matters Agreement • May 12th, 2016 • Interval Leisure Group, Inc. • Real estate agents & managers (for others) • Delaware

THIS TAX MATTERS AGREEMENT (this “Agreement”), dated as of May 11, 2016, is by and among Starwood Hotels & Resorts Worldwide, Inc., a Maryland corporation (“Starwood”), Vistana Signature Experiences, Inc. (“Vistana”), a Delaware corporation and Interval Leisure Group, Inc. (“ILG”), a Delaware corporation. Each of Starwood, Vistana and ILG is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”

TRANSITION SERVICES AGREEMENT dated as of MAY 11, 2016 by and among STARWOOD HOTELS & RESORTS WORLDWIDE, INC. and
Transition Services Agreement • May 12th, 2016 • Interval Leisure Group, Inc. • Real estate agents & managers (for others) • New York

This TRANSITION SERVICES AGREEMENT, dated as of May 11, 2016 (the “Effective Date”), is entered into by and between Starwood Hotels & Resorts Worldwide, Inc., a Maryland corporation (“Starwood”), on behalf of itself and any of its Affiliates that are Providers hereunder and Interval Leisure Group, Inc., a Delaware corporation (“Buyer”), on behalf of itself and any of its Affiliates that are Recipients hereunder. Starwood and Buyer are sometimes hereinafter collectively referred to as the “Parties” and individually as a “Party.”

STARWOOD PREFERRED GUEST AFFILIATION AGREEMENT dated as of May 11, 2016 by and among STARWOOD HOTELS & RESORTS WORLDWIDE, INC.,
Starwood Preferred Guest Affiliation Agreement • May 12th, 2016 • Interval Leisure Group, Inc. • Real estate agents & managers (for others)

This STARWOOD PREFERRED GUEST AFFILIATION AGREEMENT (this “Agreement”), effective as of May 11, 2016 (“Effective Date”), is entered into by and among Starwood Hotels & Resorts Worldwide, Inc., a Maryland corporation (“Starwood”), Preferred Guest, Inc., a Delaware corporation, (“PGI,” and together with Starwood, the “Starwood Parties”), and Vistana Signature Experiences, Inc., a Delaware corporation (“Vistana”).

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