exv10w18









Exhibit 10.18




Summary Sheet for Director Compensation and Executive Cash

Compensation and Performance Criteria Under Executive

Officers Variable Pay Plan

March 3, 2009




Director Compensation



The Company pays its Chairman of the Board an annual retainer of $70,000, and we pay or reimburse
him for the cost of his office space that has a rental value of approximately $13,000 per year. The
Company pays each of its other non-employee directors an annual retainer of $30,000. The chair of
the Audit Committee receives an additional annual fee of $20,000. The chairs of each of the
Compensation Committee and the Nominating and Corporate Governance Committee receive an additional
annual fee of $15,000. Non-chair members of these committees receive an additional $5,000 annual
fee for each committee on which they serve. All director fees are payable in advance in equal
quarterly installments, and beginning in April 2009, will be paid via shares of our common stock
based on the closing market price on the regularly scheduled quarterly payment date.



In line with the Company’s operating strategy, and as with all salaried employees, including senior
management, the Company’s Directors accepted a 5% reduction in quarterly fees beginning the second
quarter of 2009.



In addition to annual fees, each non-employee director is entitled to receive, at or following each
Company annual meeting, , a grant of stock of the Company valued at $25,000.



In addition to the annual fees and stock grants, it the Company’s policy to reimburse directors for
their out-of-pocket expenses incurred in connection with their service on the Board and its
committees.



The Company’s President and Chief Executive Officer is not separately compensated outside of his
employment agreement for service as a director.



Executive Cash Compensation






The following table sets forth the 2009 base salary of each of the Company’s executive officers:     



	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	2009 Base
	 	 	 	 	 	 	Salary
	Anupam Narayan
	 	 	 	 	 	$	360,000	 
	President and Chief Executive Officer
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	George H. Schweitzer
	 	 	 	 	 	$	210,000	 
	Senior Vice President, Hotel Operations
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Thomas L. McKeirnan
	 	 	 	 	 	$	209,000	 
	Senior Vice President, General Counsel, and Secretary
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Anthony F. Dombrowik
	 	 	 	 	 	$	175,000	 
	Senior Vice President, Chief Financial Officer
	 	 	 	 	 	 	 	 






In line with the Company’s operating strategy, and as with all salaried employees, senior
management, including the executive officers listed above, accepted a 5% reduction in pay in
January 2009.




 









 







2009 Performance Criteria Under Executive Officers Variable Pay Plan



On March 3, 2009, the Compensation Committee of the Company’s Board of Directors established 2009
performance goals for the Company’s named executive officers under the Company’s Executive Officers
Variable Pay Plan, effective January 1, 2005. Measured as a percentage of their 2009 base
salaries, the target and maximum variable pay available to these officers for achievement of these
goals in 2009 is as follows:




	 	 	 	 	 	 	 	 	 
	 	 	Variable Pay as Percentage
	 	 	of 2009 Base Salary
	 	 	Target	 	Maximum
	Anupam Narayan
	 	 	60	%	 	 	200	%
	George H. Schweitzer
	 	 	30	%	 	 	100	%
	Thomas L. McKeirnan
	 	 	30	%	 	 	100	%
	Anthony F. Dombrowik
	 	 	30	%	 	 	100	%