EXHIBIT 1
AGREEMENT
RESPECTING JOINT FILING OF SCHEDULE 13D AND POWER OF ATTORNEY
The undersigned hereby agrees to jointly prepare and file with
appropriate regulatory authorities a Schedule 13D pursuant to the Securities
Exchange Act of 1934, as amended, and amendments thereto, reporting the
ownership by the undersigned, Xxxx X. Xxxxxxxx and certain other persons of
shares of common stock of Interstate Hotels Corporation, a Maryland corporation,
and hereby affirms that such Schedule 13D and amendments thereto are being filed
on behalf of the undersigned. The undersigned is entering into this Joint Filing
Agreement and, in connection therewith, hereby appoints Xxxx X. Xxxxxxxx as
attorney-in-fact to file said Schedule 13D and any amendments thereto on his,
her or its behalf.
IN WITNESS THEREOF this Joint Filing Agreement may be executed in one
or more counterparts, each of which shall be deemed an original for all purposes
and all of which together shall constitute one and the same Agreement, and this
Agreement may be executed by a written facsimile signature of any party.
Dated: .
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Xxxx X. Xxxxxxxx Signature of Reporting Person
Print Name:
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