SECOND AMENDMENT TO THE AMENDED AND RESTATED FAIRSHARE VACATION PLAN USE MANAGEMENT TRUST AGREEMENTFairshare Vacation Plan Use Management Trust Agreement • May 11th, 2006 • Wyndham Worldwide Corp
This Second Amendment to the Amended and Restated FairShare Vacation Plan Use Management Trust Agreement (this “Amendment”) is made as of this 19th day of February, 2003 by and between the Fairshare Vacation Owners Association, an Arkansas nonprofit corporation (the “Trustee”) and Fairfield Resorts, Inc., a Delaware corporation (“Fairfield”), formerly known as Fairfield Communities, Inc., which name was changed by Certificate of Amendment to the Fairfield Communities, Inc. Certificate of Incorporation filed with the Secretary of State for Delaware on the 26th day of June 2001.
AMENDED AND RESTATED FAIRSHARE VACATION PLAN USE MANAGEMENT TRUST AGREEMENTFairshare Vacation Plan Use Management Trust Agreement • May 11th, 2006 • Wyndham Worldwide Corp • Arkansas
THIS AMENDED AND RESTATED FAIRSHARE VACATION PLAN USE MANAGEMENT TRUST AGREEMENT (the “Trust Agreement”) is effective as of the 1st day of January, 1996, by and among Fairshare Vacation Owners Association, an Arkansas nonprofit corporation, Fairfield Communities, Inc., a Delaware corporation, Fairfield Myrtle Beach, Inc., a Delaware corporation, such other subsidiaries of Fairfield Communities, Inc. and such other unrelated third parties as may from time to time desire to subject property to this Trust Agreement in accordance with the terms and conditions set forth herein, and amends FairShare Vacation Plan Use Management Trust Agreement dated June 26, 1991 and recorded in the counties and states listed on Exhibit A attached hereto.
AMENDMENT AGREEMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 11th, 2006 • Wyndham Worldwide Corp
This Amendment Agreement to the Asset Purchase Agreement (this “Amendment Agreement”) is entered into as of October 11, 2005, among Wyndham Management Corporation, a Delaware corporation, GH-Galveston, Inc., a Texas corporation, W-Isla, LLC, a Delaware limited liability company, Performance Hospitality Management Company, a Delaware corporation, Wyndham (Bermuda) Management Company Ltd., a company incorporated in the islands of Bermuda, WHC Franchise Corporation, a Delaware corporation, Wyndham International Inc., a Delaware corporation, Wyndham Hotels & Resorts (Aruba) N.V., a company organized under the laws of Aruba, Wyndham IP Corporation, a Delaware corporation, Wyndham 58th Street, L.L.C., a Delaware limited liability company, Wyndham International Operating Partnership, L.P., a Delaware limited partnership, and Grand Bay Management Company, a Florida corporation, and Cendant Corporation, a Delaware corporation.
MANAGEMENT AGREEMENTManagement Agreement • May 11th, 2006 • Wyndham Worldwide Corp • Arkansas
THIS MANAGEMENT AGREEMENT (“Agreement”) is dated as of January 1, 1996, by and between FAIRSHARE VACATION OWNERS ASSOCIATION, an Arkansas nonprofit corporation (“Owners Association”), as Trustee under that certain Amended and Restated FairShare Vacation Plan Use Management Trust Agreement dated as of January 1, 1996, as may be amended from time to time (in such capacity, the “Trustee”), and FAIRFIELD COMMUNITIES, INC., a Delaware corporation (“Manager”).
ASSET PURCHASE AGREEMENT among WYNDHAM MANAGEMENT CORPORATION GH-GALVESTON, INC. W-ISLA, LLC PERFORMANCE HOSPITALITY MANAGEMENT COMPANY WYNDHAM (BERMUDA) MANAGEMENT COMPANY, LTD. WYNDHAM HOTELS & RESORTS (ARUBA) N.V. WHC FRANCHISE CORPORATION WYNDHAM...Asset Purchase Agreement • May 11th, 2006 • Wyndham Worldwide Corp • New York
ASSET PURCHASE AGREEMENT, made as of the 13th day of September, 2005 by and among Wyndham Management Corporation, a Delaware corporation, GH-Galveston, Inc., a Texas corporation, W-Isla, LLC, a Delaware limited liability company, Performance Hospitality Management Company, a Delaware corporation, Wyndham (Bermuda) Management Company Ltd. a company incorporated in the islands of Bermuda, WHC Franchise Corporation, a Delaware corporation, Wyndham International Inc., a Delaware corporation, and Wyndham Hotels & Resorts (Aruba) N.V., a company organized under the laws of Aruba, Wyndham IP Corporation, a Delaware corporation, Wyndham 58th Street, L.L.C., a Delaware limited liability company, Grand Bay Management Company, a Florida corporation, and Wyndham International Operating Partnership, L.P., a Delaware limited partnership (collectively, the “Sellers” and each a “Seller”), and Cendant Corporation, a Delaware corporation (the “Buyer”).
FIRST AMENDMENT TO THE AMENDED AND RESTATED FAIRSHARE VACATION PLAN USE MANAGEMENT TRUST AGREEMENTFairshare Vacation Plan Use Management Trust Agreement • May 11th, 2006 • Wyndham Worldwide Corp
This Amendment to the Amended and Restated FairShare Vacation Plan Use Management Trust Agreement (this “Amendment”) is effective as of the 29th day of February, 2000 by and between the Fairshare Vacation Owners Association, an Arkansas nonprofit corporation (the “Trustee”) and Fairfield Communities, Inc., a Delaware corporation (“Fairfield”).
