Amendment to Amended and Restated Chairman’s Services Agreement between Choice Hotels International, Inc. and Stewart Bainum, Jr.

Summary

This amendment, effective January 1, 2017, updates the existing Chairman’s Services Agreement between Choice Hotels International, Inc. and Stewart Bainum, Jr. The main change is an adjustment of Mr. Bainum’s base salary to $350,000 per year, paid bi-weekly. All other terms of the original agreement remain unchanged. The amendment confirms that the agreement, as amended, is the complete understanding between the parties and can only be changed in writing signed by both parties.

EX-10.02B 2 chh123116ex1002b.htm EXHIBIT 10.02B Exhibit

AMENDMENT TO

AMENDED AND RESTATED CHAIRMAN’S SERVICES AGREEMENT

This Amendment (“Amendment”) is made as of January 1, 2017 by and between Choice Hotels International, Inc. ("Choice"), and Stewart Bainum, Jr. (“Mr. Bainum”) and amends that certain Amended and Restated Chairman’s Services Agreement dated September 10, 2008 between the parties (as amended, the “Agreement”).

NOW, THEREFORE, in consideration of the promises contained in this Amendment, and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree to the following terms:

1. Compensation. Section 3(a) of the Agreement is deleted and replaced with the following:

(a) Base salary of $350,000 per annum payable in bi-weekly installments.

2. Miscellaneous.

(a) All other provisions of the Agreement not modified by this Amendment remain in full force and effect.

(b) The Agreement and this Amendment contains the entire agreement of the parties, and supersedes all other agreements, discussions or understandings concerning the subject matter. The Agreement may be changed only by an agreement in writing signed by both parties.

Choice Hotels International, Inc. Chairman:

By: /s/ Patrick Cimerola /s/ Stewart Bainum, Jr.

Patrick Cimerola Stewart Bainum, Jr.

Chief Human Resources Officer