Exibit (c)(3) STOCKHOLDER AGREEMENT THIS STOCKHOLDER AGREEMENT (the "Agreement") is dated as of January 6, 1999, by and among Marriott International, Inc., a Delaware corporation ("Marriott"), MI Subsidiary I, Inc., a Delaware corporation and a...Employment Agreement • January 12th, 1999 • Mi Subsidiary I Inc • Hotels, rooming houses, camps & other lodging places • New York
amongCredit Agreement • November 14th, 1995 • Red Lion Hotels Inc • Hotels, rooming houses, camps & other lodging places • New York
ARTICLE 2 AGREEMENT TO SELL AND PURCHASEStock Purchase Agreement • June 22nd, 2000 • Trendwest Resorts Inc • Hotels, rooming houses, camps & other lodging places • Oregon
INDENTURE amongIndenture • November 12th, 1999 • Trendwest Resorts Inc • Hotels, rooming houses, camps & other lodging places • New York
Exhibit 1 --------- STOCK PURCHASE AGREEMENT ------------------------ STOCK PURCHASE AGREEMENT, dated as of April 22, 1999, by and among Carl Marks Strategic Investments, L.P. ("CMSI"), Carl Marks Strategic Investments II, L.P. ("CMSI II"), and Sean...Stock Purchase Agreement • April 30th, 1999 • Carl Marks Management Co L P /Ny/ • Hotels, rooming houses, camps & other lodging places • New York
1 EXHIBIT 10.6.17 LOAN AND SECURITY AGREEMENT BY THIS LOAN AND SECURITY AGREEMENT entered into as of the date set forth at the end hereof, GREYHOUND REAL ESTATE FINANCE COMPANY, an Arizona corporation ("Lender"), and POWHATAN ASSOCIATES, a Virginia...Loan and Security Agreement • March 30th, 1998 • Signature Resorts Inc • Hotels, rooming houses, camps & other lodging places • Virginia
AMENDMENT NO. 1 to CREDIT AGREEMENTCredit Agreement • May 17th, 1999 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places • New York
BY AND AMONGAgreement and Plan of Merger • June 15th, 2005 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places • Delaware
STOCK OPTION AGREEMENTStock Option Agreement • November 16th, 1998 • Sunterra Corp • Hotels, rooming houses, camps & other lodging places • Maryland
1 EXHIBIT 10.9 PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • July 28th, 1997 • Trendwest Resorts Inc • Hotels, rooming houses, camps & other lodging places • New York
EXHIBIT 10.1 LOAN AGREEMENT Dated as of July 18, 2001Loan Agreement • August 13th, 2001 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places
CONSOLIDATED, AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT ------------------------------------------------------------- DATED as of July 25, 2000Revolving Credit Agreement • November 13th, 2000 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 17th, 1998 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places • Florida
1 EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • April 15th, 1998 • Execustay Corp • Hotels, rooming houses, camps & other lodging places • California
W I T N E S S E T H : - - - - - - - - - -Credit Agreement • November 13th, 2001 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places
Exhibit (c)(2) STOCKHOLDERS AGREEMENT THIS STOCKHOLDERS AGREEMENT (the "Agreement") is dated as of January 6, 1999, by and among Marriott International, Inc., a Delaware corporation ("Marriott"), MI Subsidiary I, Inc., a Delaware corporation and a...Stockholders Agreement • January 12th, 1999 • Mi Subsidiary I Inc • Hotels, rooming houses, camps & other lodging places • New York
WITNESSETHWarrant Agreement • March 18th, 1998 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places
Exhibit 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT ("Agreement") is made as of the ____ day of _______, 2001, between Wyndham International, Inc., a Delaware corporation (the "Company"), and Joseph H. Champ ("Executive"),...Executive Employment Agreement • May 14th, 2001 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places • Delaware
LEASE -----Lease • November 14th, 1995 • Red Lion Hotels Inc • Hotels, rooming houses, camps & other lodging places
Colorado Contract Forms" means the "Purchase ------------------------ and Sale Agreement," the "Purchase Money Promissory Note" and the "Mortgage" relating to the Development in Fairfield Pagosa, Colorado (the "Colorado Contract Forms"), copies of...Letter Agreement • November 10th, 1997 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places • New York
Exhibit 4.1] AMENDMENT TO RIGHTS AGREEMENT AMENDMENT No. 1 (this "Amendment") dated as of October 19, 1997, to the Rights Agreement (the "Rights Agreement"), dated as of November 1, 1995, between ITT Corporation (formerly ITT Destinations, Inc.), a...Rights Agreement • October 21st, 1997 • Itt Corp /Nv/ • Hotels, rooming houses, camps & other lodging places
PURCHASE AGREEMENT This Purchase Agreement (hereinafter referred to as "Agreement") is made this 22nd day of September, 1998, by and between Trendwest Resorts, Inc. (hereinafter referred to as "Buyer") and R & R Vista, an Oregon partnership with R. L....Assignment and Assumption Agreement • November 13th, 1998 • Trendwest Resorts Inc • Hotels, rooming houses, camps & other lodging places • Oregon
FIFTH AMENDED AND RESTATED OPERATING AGREEMENT ---------------------------------------------- THIS FIFTH AMENDED AND RESTATED OPERATING AGREEMENT ("Agreement") is made and entered into as of July 14, 1998, by and between FAIRFIELD COMMUNITIES, INC....Operating Agreement • August 13th, 1998 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places • Nevada
SETTLEMENT AGREEMENT The undersigned ENERGEX OIL, INC. DBA ENERGEX, INC. ("Energex"); DOUGLAS ROSS PEDRIE ("Pedrie"); FIRST AMERICAN OF BRECKENRIDGE, INC. D/B/A FIRST AMERICAN OPERATING, DAVID A. JAKOBOT, and RHONDA SALTERS JAKOBOT ("Jakobot"...Settlement Agreement • November 24th, 1997 • Celebrity Entertainment Inc • Hotels, rooming houses, camps & other lodging places • Texas
CHASECredit Agreement • March 30th, 2000 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places • New York
Exhibit 10.23 ------------- ADDENDUM TO EMPLOYMENT AGREEMENT WHEREAS, Wyndham International, Inc. (the "Company") and Michael A. Grossman (the "Executive") are parties to that certain Amended and Restated Executive Employment Agreement dated as of...Employment Agreement • March 28th, 2002 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places • Texas
EXHIBIT 4.9 WARRANT AGREEMENT VACATION BREAK U.S.A., INC.,Warrant Agreement • March 18th, 1998 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places • New York
EXHIBIT 10.9 WYNDHAM INTERNATIONAL, INC. NON-QUALIFIED STOCK OPTION AGREEMENT Dated as of May 7, 1999 Wyndham International, Inc., a corporation organized under the laws of Delaware (the "Company"), hereby grants to Richard Mahoney, an employee of the...Non-Qualified Stock Option Agreement • March 30th, 2000 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places • Delaware
EXHIBIT 10.41 FIRST AMENDMENT AND SUPPLEMENT TO AMENDED AND RESTATED LOAN AGREEMENT Dated as of September 6, 2002Loan Agreement • March 27th, 2003 • Wyndham International Inc • Hotels, rooming houses, camps & other lodging places • New York
CREDIT AGREEMENTCredit Agreement • November 13th, 2000 • Trendwest Resorts Inc • Hotels, rooming houses, camps & other lodging places • Washington
INDENTURE amongTrendwest Resorts Inc • May 15th, 1998 • Hotels, rooming houses, camps & other lodging places • New York
RECITALSEscrow Agreement • March 17th, 1998 • Fairfield Communities Inc • Hotels, rooming houses, camps & other lodging places
RECITALS --------Indemnification Agreement • January 7th, 1997 • Thousand Trails Inc /De/ • Hotels, rooming houses, camps & other lodging places • Delaware
ARTICLE I PURCHASE AND SALE OF STOCKStock Purchase Agreement • May 10th, 1999 • Zstar Enterprises Inc • Hotels, rooming houses, camps & other lodging places • Nevada
EXHIBIT 10.1 STOCK OPTION AGREEMENT This is a Stock Option Agreement ("Agreement"), executed on the ___ day of December, 1997, to be effective as of the ___ day of September, 1995 (the "Grant Date"), by and between R&A PARTNERSHIP, LTD., a Texas...Stock Option Agreement • May 22nd, 1998 • Muller Ralph P Et Al • Hotels, rooming houses, camps & other lodging places • Florida
