Starwood 2004 Annual Report Download - page 137

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Exhibit
Number Description of Exhibit
10.28 First Amendment to the 1999 LTIP, dated as of August 1, 2001 (incorporated by reference to
Exhibit 10.1 to the Corporation's and the Trust's Joint Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2001).(1)
10.29 Second Amendment to the 1999 LTIP (incorporated by reference to Exhibit 10.2 to the 2003
10-Q1).(1)
10.30 Form of Non-QualiÑed Stock Option Agreement pursuant to the 1999 LTIP.(1)(2)
10.31 Form of Restricted Stock Agreement pursuant to the 1999 LTIP.(1)(2)
10.32 Starwood Hotels & Resorts Worldwide, Inc. 2002 Long-Term Incentive Compensation Plan (the
""2002 LTIP'') (incorporated by reference to Annex B of the Corporation's 2002 Proxy Statement).(1)
10.33 First Amendment to the 2002 LTIP (incorporated by reference to Exhibit 10.1 to the 2003
10-Q1).(1)
10.34 Form of Non-QualiÑed Stock Option Agreement pursuant to the 2002 LTIP (incorporated by
reference to Exhibit 10.49 to the 2002 Form 10-K Ñled on February 28, 2003 (the ""2002 10-K'')).(1)
10.35 Form of Restricted Stock Agreement pursuant to the 2002 LTIP.(1)(2)
10.36 2004 Long-Term Incentive Compensation Plan (""2004 LTIP'') (incorporated by reference to the
Corporation's 2004 Notice of Annual Meeting of Stockholders and Proxy Statement, pages A-1
through A-20).(1)
10.37 Form of Non-QualiÑed Stock Option Agreement pursuant to the 2004 LTIP (incorporated by
reference to Exhibit 10.4 to the 2004 10-Q2).(1)
10.38 Form of Restricted Stock Agreement pursuant to the 2004 LTIP (incorporated by reference to
Exhibit 99.1 to the Corporation and the Trust's Joint Current Report on Form 8-K Ñled with the SEC
on February 16, 2005 (the ""February 2005 8-K'')).(1)
10.39 Starwood Hotels & Resorts Worldwide, Inc. 1999 Annual Incentive Plan for Certain Executives (the
""1999 AIP'') (incorporated by reference to Exhibit 10.5 to the 1999 Form 10-Q2).(1)
10.40 First Amendment to the 1999 AIP, dated as of December 17, 2003 (incorporated by reference to
Exhibit 10.65 to the Corporation's and the Trust's Joint Annual Report on Form 10-K for the Ñscal
year ended December 31, 2003 (the ""2003 10-K'')).(1)
10.41 Starwood Hotels & Resorts Worldwide, Inc. Annual Incentive Plan, dated June 1, 2001.(1)(2)
10.42 Starwood Hotels & Resorts Worldwide, Inc. Deferred Compensation Plan, eÅective as of January 1,
2001 (incorporated by reference to Exhibit 10.1 to the 2001 Form 10-Q2).(1)
10.43 Form of IndemniÑcation Agreement between the Corporation, the Trust and each of its Direc-
tors/Trustees and executive oÇcers (incorporated by reference to Exhibit 10.10 to the 2003 10-K).(1)
10.44 Registration Rights Agreement, dated May 16, 2003, among the Corporation, the Guarantor and the
Initial Purchasers (incorporated by reference to Exhibit 4.10 to the Form S-3).
10.45 Exchange Rights Agreement, dated as of January 1, 1995, among the Trust, the Corporation, Realty
Partnership, Operating Partnership and the Starwood Partners (incorporated by reference to Ex-
hibit 2B to the Trust's and the Corporation's Joint Current Report on Form 8-K dated January 31,
1995 (the ""Formation Form 8-K'')).
10.46 Registration Rights Agreement, dated as of January 1, 1995, among the Trust, the Corporation and
Starwood Capital (incorporated by reference to Exhibit 2C to the Formation Form 8-K).
10.47 Exchange Rights Agreement, dated as of June 3, 1996, among the Trust, the Corporation, Realty
Partnership, Operating Partnership, Philadelphia HIR Limited Partnership and Philadelphia HSR
Limited Partnership (incorporated by reference to Exhibit 10.1 to the Trust's and the Corporation's
Joint Quarterly Report on Form 10-Q for the quarterly period ended June 30, 1996 (the ""1996
Form 10-Q2'')).
E-4