Disclosure Guides 2004-2005 ® and This publication contains information that indicates resorts participating in, and explains the terms, conditions and use of the RCI Points Exchange Program (which also includes use of the RCI Weeks Exchange Program) operated by Resort Condominiums International, LLC. You are urged to read it carefully. ® This publication contains the Disclosure Guides for both RCI Points and RCI Weeks Exchange Programs, since membership in the RCI Points Exchange Program includes membership in the RCI Weeks Exchange Program. The Disclosure Guide to RCI Points is set forth in Part A of this publication. The Disclosure Guide to RCI Weeks is set forth in Part B of this publication. 1 2 Part A Disclosure Guide to RCI Points 3 4 DISCLOSURE GUIDE Joel R. Buckberg TO Executive Vice President and Assistant Secretary RCI POINTS 1 Sylvan Way, Parsippany, NJ 07054 James E. Buckman Executive Vice President and Assistant Secretary 1. DEFINITIONS 9 West 57th Street, New York, NY 10019 The capitalized terms in this Disclosure Guide to the RCI Points Peter Giamalva (“Disclosure Guide”) shall be given the meanings set forth in Executive Vice President the RCI Points Terms and Conditions also set forth in this 7 Sylvan Way, Parsippany, NJ 07054 Disclosure Guide. Anthony E. Hull Executive Vice President 2. SCOPE AND PURPOSE OF 1 Campus Drive, Parsippany, NJ 07054 DISCLOSURE GUIDE John Paul Nichols Executive Vice President This Disclosure Guide is provided to explain the RCI Points Horacio 1855 – P.H., esp. Periferico, Col. Los Morales, exchange program (“Network”) offered to Members by the Polanco, 11510 Mexico, D.F., Mexico Network Administrator. The Network includes the Reservation System through which Members exchange and reserve use of Kevin M. Sheehan Vacation Time and Partner Inventory. This Disclosure Guide Executive Vice President is not intended to be an exhaustive description of a Member’s 9 West 57th Street, New York, NY 10019 rights and obligations within the Network. Members should carefully review their Network Participation Agreement, the David B. Wyshner Terms and Conditions and the other Network Documents in Executive Vice President and Treasurer order to gain a full understanding of the terms, conditions, 1 Campus Drive, Parsippany, NJ 07054 operation and use of the Network. Mary Falvey Senior Vice President The Network Administrator is the operator of the Network 7 Sylvan Way, Parsippany, NJ 07054 and is offering the Network as an exchange program. No government agency has approved or disapproved the merits Ilese Meltzer Flamm of the exchange program. Senior Vice President, General Counsel and Assistant Secretary 7 Sylvan Way, Parsippany, NJ 07054 3. THE EXCHANGE COMPANY Gordon Gurnik Senior Vice President The Network Administrator is RCI, a Delaware limited liability 7 Sylvan Way, Parsippany, NJ 07054 company with its principal offices located at: 7 Sylvan Way Richard S. Meisner Parsippany, New Jersey 07054 Senior Vice President and Assistant Secretary 1 Campus Drive, Parsippany, NJ 07054 The Network is owned and operated by RCI and is processed David L. Pontius at this principal office location. RCI is an indirect subsidiary Senior Vice President of Cendant Corporation, a Delaware corporation. 4901 Vineland Road, Suite 250, Orlando, FL 32811 Officers Vincent Ventura Stephen P. Holmes Senior Vice President, Tax Chairman 1 Campus Drive, Parsippany, NJ 07054 1 Campus Drive, Parsippany, NJ 07054 Lynn A. Feldman Kenneth N. May Vice President and Assistant Secretary President and Chief Executive Officer 1 Campus Drive, Parsippany, NJ 07054 7 Sylvan Way, Parsippany, NJ 07054 Frank Galus Christopher Annese Vice President Executive Vice President and Chief Financial Officer 1 Campus Drive, Parsippany, NJ 07054 7 Sylvan Way, Parsippany, NJ 07045 Joseph J. Huber Eric J. Bock Vice President, Tax Executive Vice President and Secretary 1 Campus Drive, Parsippany, NJ 07054 9 West 57th Street, 37th Floor, New York, NY 10019 5 Gail Mandel Vice President 4. PARTICIPATION IN THE NETWORK 1 Campus Drive, Parsippany, NJ 07054 The Network uses a Deposit system. By executing a Network Anne Morrison Participation Agreement, the Member Deposits with the Vice President and Assistant Secretary Network all rights of use, occupancy, access and enjoyment 1 Campus Drive, Parsippany, NJ 07054 in respect to his or her Vacation Time. The Member retains Jeffrey W. Parker title to the Vacation Time, subject to this Deposit. The Vice President Deposit is for the benefit, use and enjoyment of the Network 9998 North Michigan Road, Carmel, IN 46032 Administrator in accordance with the Network Documents. The Deposit shall be for a term equal to the stated term of Garry R. Stamm the Member’s Network Participation Agreement, subject to Vice President and Assistant Secretary the Network Documents. 7 Sylvan Way, Parsippany, NJ 07054 Kevin Monaco Participation in the Network is voluntary. The rights of Assistant Treasurer membership and term of such memberships may vary 1 Campus Drive, Parsippany, NJ 07054 between Members. Membership in the Network may be offered for varying lengths of time. John M. Peterson Assistant Treasurer The Deposit of Vacation Time and availability of RCI Points 1 Campus Drive, Parsippany, NJ 07054 to a Member does not relieve a Member’s obligation to pay all fees or other amounts due RCI, or the obligation to pay RCI provides the Network, the External Exchange Program any maintenance fees, assessments, taxes or other similar and other related services and benefits to RCI Points charges or fees imposed by any applicable local, state or Members. RCI is an independent exchange service company federal government entity (or its equivalent if the resort is in and is not owned, operated or controlled by an Affiliated a foreign country) or other similar charges or fees relating to Resort developer, seller, managing entity or vacation such Member’s Vacation Time, by whomsoever levied. ownership plan participating in the Network or the External Network privileges may be suspended, among other Exchange Program. Other than as stated in this reasons, if a Member’s Home Resort maintenance paragraph, neither RCI nor any of its officers or fee(s), assessment(s) or similar charges have not directors has any legal or beneficial interest in been paid when due. Special charges, user fees or any developer, seller, managing entity or vacation government taxes that may not be required by a Member’s ownership plan participating in the Network. RCI Home Resort may be charged to the Member by an Affiliated Resort Management, Inc. (“RCIRM”), a resort Resort at which that Member obtains a Reservation. If so, it management company, Fairfield Resorts, Inc. is the Member’s or guest’s obligation to pay those charges, (“Fairfield”), Trendwest Resorts, Inc. (“Trendwest”), fees or taxes, and not the obligation of the Network, the and Equivest Finance, Inc. (“Equivest”), timeshare Network Administrator or any Affiliated Resort. companies, and their respective subsidiaries, and Global Registry, LLC (“Global Registry”), an exchange The Network Participation Agreement between a Member company, are subsidiaries of Cendant Corporation and the Network Administrator is a separate and distinct (“Cendant”). Cendant is the parent corporation of RCI. agreement from any agreement that a Member may have Some officers and/or directors of Cendant may from with the developer or seller of a vacation plan, including any time to time serve as officers and/or directors of RCI, agreement with the developer or seller to purchase, occupy RCIRM, Fairfield, Trendwest, Equivest and/or Global or use Vacation Time or other property or benefits. The Registry, and vice versa. RCIRM, Fairfield, Trendwest Network provides an opportunity to obtain exchanges and/or Equivest resorts are marked with a plus pursuant to Reservations and does not provide a right to symbol “+” in the Resorts and Members lists. Certain occupy any specific Unit or Units. officers and directors of RCI may own, or have rights to acquire, shares of stock in Cendant. RCI also reserves the right to offer additional benefits to Members in exchange of the Vacation Time Deposited. Such Any decision to purchase Vacation Time should be additional benefits, which may be identified from time to based primarily upon the benefits to be gained from the time by RCI, include, but are not limited to, cruises or other ownership, use and enjoyment of Vacation Time at the accommodations, products or services. Additional benefits Affiliated Resort and not upon the anticipated benefits offered in exchange of Vacation Time Deposited may of the Network. The Affiliated Resort at which Vacation periodically change at RCI’s sole discretion. In addition, Time is purchased is solely responsible for its financial RCI does not guarantee that any specific additional benefit viability and the quality of its Units, facilities, amenities, will be available to Members, or, if made available, will management and services. remain available for any period of time. 6 The above fees may vary for corporate participation or other 5. NETWORK PROCEDURES programs offered by or through the Network Administrator. AND OBLIGATIONS From time to time, in order for the Network Administrator to obtain more favorable inventory for its Members, the The terms and conditions of a Member’s contractual Network Administrator may waive certain fees. In addition, relationship with the Network and the procedures for the Network Administrator may increase or decrease any fees.