During the Term (as defined below), Vistana shall employ Executive, and Executive shall be employed as its Senior Vice President and Chief Operating Officer and, in particular, lead the operations of its vacation membership programs, including, without limitation, the program known as Vistana Vacation Network.  During such employment, Executive shall do and perform all services and acts necessary or advisable to fulfill the duties and responsibilities as are commensurate and consistent with Executive’s position and shall render such services on the terms set forth herein.  Executive shall report directly to the President and Chief Executive Officer of Vistana or such person(s) as may be designated from time to time (the “ Reporting Officer ”).  Executive shall have such powers and duties with respect to Vistana, as may reasonably be assigned to Executive by the Reporting Officer.  Executive agrees to devote all of Executive’s working time, attention and efforts to Vistana and to perform the duties of Executive’s position in accordance with the policies of ILG and Vistana as in effect from time to time.