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Disclosure Guide 2010 - 2011 Disclosure Guide RCI Points® and RCI® Weeks 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 RCI, 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. Part A Disclosure Guide to RCI Points DISCLOSURE GUIDE TO THE RCI Scott G. McLester POINTS EXCHANGE PROGRAM Executive Vice President, Legal and Assistant Secretary 22 Sylvan Way, Parsippany, NJ 07054 This Disclosure Guide explains the RCI Points Exchange Program offered to Vacation Owners by Kirsten Hotchkiss RCI, LLC (“RCI”). Vacation Owners should carefully Senior Vice President, Legal and Assistant Secretary review this information to ensure full understanding of 22 Sylvan Way, Parsippany, NJ 07054 the terms, conditions, operation and use of the RCI Points Exchange Program. Note: Unless otherwise Susan Loring Crane stated herein, capitalized terms in this document have Group Vice President, Legal and Assistant Secretary the same meaning as those in the Terms and 22 Sylvan Way, Parsippany, NJ 07054 Conditions of RCI Points Subscribing Membership, which are also included in this document. Nicola Rossi Senior Vice President RCI is the operator of the RCI Points Exchange 22 Sylvan Way, Parsippany, NJ 07054 Program. No government agency has approved the merits of this exchange program. Steve Meetre Vice President, Legal and Assistant Secretary RCI is a Delaware limited liability company with its 22 Sylvan Way, Parsippany, NJ 07054 principal offices located at: Lynn A. Feldman 7 Sylvan Way Senior Vice President and Secretary Parsippany, NJ 07054 22 Sylvan Way, Parsippany, NJ 07054 Exchanges through the RCI Points Exchange Gregory T. Geppel Program are processed at: Vice President, Tax 22 Sylvan Way, Parsippany, NJ 07054 9998 North Michigan Road Carmel, IN 46032 Gail Mandel Executive Vice President and Chief Financial Officer RCI is a subsidiary of Wyndham Worldwide 7 Sylvan Way, Parsippany, NJ 07054 Corporation, a Delaware corporation. Barry Goldschmidt Officers Vice President and Assistant Treasurer 7 Sylvan Way, Parsippany, NJ 07054 Stephen P. Holmes Chairman and Director Steve Hawco 22 Sylvan Way, Parsippany, NJ 07054 Senior Vice President 7 Sylvan Way, Parsippany, NJ 07054 Thomas G. Conforti Executive Vice President and Director Daniel A. Kornick 22 Sylvan Way, Parsippany, NJ 07054 Senior Vice President 7 Sylvan Way, Parsippany, NJ 07054 Geoffrey A. Ballotti President and Chief Executive Officer Richard G. Ruff III 7 Sylvan Way, Parsippany, NJ 07054 Senior Vice President 9998 North Michigan Road, Carmel, IN 46032 Thomas J. Edwards Executive Vice President Paul F. Cash 7 Sylvan Way, Parsippany, NJ 07054 Senior Vice President and General Counsel 7 Sylvan Way, Parsippany, NJ 07054 Gordon S. Gurnik Executive Vice President Jeanmarie Cooney 7 Sylvan Way, Parsippany, NJ 07054 Senior Vice President, Financial Planning and Analysis Mary R. Falvey 22 Sylvan Way, Parsippany, NJ 07054 Executive Vice President 22 Sylvan Way, Parsippany, NJ 07054 Paul Davis Senior Vice President, Global Procurement 22 Sylvan Way, Parsippany, NJ 07054 P1 David Evans Donald R. Schmal Group Vice President, Legal Senior Vice President 7 Sylvan Way, Parsippany, NJ 07054 9998 North Michigan Road, Carmel, IN 46032 Jeanne M. Bratsafolis Faye Tylee Group Vice President, Legal Executive Vice President 7 Sylvan Way, Parsippany, NJ 07054 7 Sylvan Way, Parsippany, NJ 07054 Christopher A. Nowak Frank Campana Group Vice President, Legal and Assistant Secretary Vice President 22 Sylvan Way, Parsippany, NJ 07054 22 Sylvan Way, Parsippany, NJ 07054 Philip S. Brojan Christopher J. Feeney Vice President Senior Vice President and Treasurer 7 Sylvan Way, Parsippany, NJ 07054 22 Sylvan Way, Parsippany, NJ 07054 Brad A. Dettmer Michael S. Heistein Chief Technology Officer Assistant Secretary 7 Sylvan Way, Parsippany, NJ 07054 22 Sylvan Way, Parsippany, NJ 07054 Anthony P. Greco Kenneth Drake Vice President Vice President, Legal 7 Sylvan Way, Parsippany, NJ 07054 7 Sylvan Way, Parsippany, NJ 07054 Kris M. Jamtaas Kim Sanborn Vice President Vice President, Finance 7 Sylvan Way, Parsippany, NJ 07054 7 Sylvan Way, Parsippany, NJ 07054 Stanley Kreydin RCI provides the RCI Points Exchange Program and Senior Vice President other related services and benefits to Members. 7 Sylvan Way, Parsippany, NJ 07054 Wyndham Worldwide Corporation (“Wyndham Worldwide”) is the parent corporation of RCI and Ronald Pearce Fairfield Resort Management Services, Inc. Vice President and Global Controller (“FRMS”), a resort management company, 7 Sylvan Way, Parsippany, NJ 07054 Wyndham Vacation Resorts, Inc. (“WVR”), Wyndham Resort Development Corporation doing Deborah A. Wunder business as WorldMark by Wyndham (“WbW”), Vice President and Equivest Finance, Inc. (“Equivest”), 9998 North Michigan Road, Carmel, IN 46032 timeshare companies, and their respective subsidiaries. Some officers and/or directors of Bradley J. McDonald Wyndham Worldwide may from time to time serve Senior Vice President as officers and/or directors of RCI, FRMS, WVR, 9998 North Michigan Road, Carmel, IN 46032 WbW, and/or Equivest, and vice versa. FRMS, Terry Motsenbocker WVR, WbW and/or Equivest resorts are marked Vice President with a plus symbol “+” in the Resorts and 9998 North Michigan Road, Carmel, IN 46032 Members lists. Certain officers and directors of RCI may own, or have rights to acquire, shares of Rishi Nigam stock in Wyndham Worldwide. Other than as Vice President stated in this paragraph, neither RCI nor any of its 7 Sylvan Way, Parsippany, NJ 07054 officers or directors has any legal or beneficial interest in any developer, seller, managing entity Jeffrey W. Parker or vacation ownership plan participating in the Vice President RCI Points Exchange Program. RCI is an 9998 North Michigan Road, Carmel, IN 46032 independent exchange service company and is not owned, operated or controlled by an Affiliated Resort Christine M. Parren developer, seller, managing entity or vacation Senior Vice President ownership plan participating in the RCI Points 9998 North Michigan Road, Carmel, IN 46032 Exchange Program. Nicholas Paul Because vacation exchange is used intermittently as Vice President an adjunct to Vacation Ownership, potential Vacation 7 Sylvan Way, Parsippany, NJ 07054 Owners should select a resort that best meets their P2 ongoing vacation needs. A Member’s decision to is the Member’s or guest’s obligation to pay those purchase Vacation Ownership should be based charges, fees or taxes, and not the obligation of the primarily upon the benefits to be gained from the Network, the Network Administrator or any Affiliated ownership, use and enjoyment of the Vacation Resort. Ownership Resort and not upon the anticipated benefits of the RCI Points Exchange Program. The RCI also reserves the right to offer additional benefits Affiliated Resort at which a Member purchases to Members in exchange for deposited Vacation Vacation Ownership is solely responsible for its Time. Additional benefits so offered may periodically financial viability and the quality of its change at RCI’s sole discretion. In addition, RCI does accommodations, facilities, amenities, not guarantee that any specific additional benefit will be available to Members, or, if made available, will management and services. remain available for any period of time. PARTICIPATION IN THE NETWORK. Participation NETWORK PROCEDURES AND OBLIGATIONS. in the Network is voluntary. The rights of membership The terms and conditions of a Member’s contractual and term of such memberships may vary among relationship with the Network and the procedures for Members and RCI may waive certain requirements, in utilizing the Network are set forth in the Terms and its discretion. Membership in the Network may be Conditions contained in this Disclosure Guide. offered for varying lengths of time. By executing a Network Participation Agreement, the THIS CONTENTS OF THIS DISCLOSURE GUIDE RCI Points Subscribing Member deposits with the AND ALL OTHER NETWORK DOCUMENTS, Network all rights of use, occupancy, access and INCLUDING THE TERMS AND CONDITIONS OF enjoyment in respect to his or her Vacation Time. The RCI POINTS SUBSCRIBING MEMBERSHIP AND Member retains title to his or her Vacation Ownership, ANY PROVISION IN ANY DOCUMENT RELATED subject to this Deposit. The Deposit is for the benefit, TO, FEES, BENEFITS AND RESERVATION use and enjoyment of the Network Administrator in PROCEDURES AND PRIORITIES. ARE SUBJECT accordance with the Network Documents. The TO MODIFICATION, AMENDMENT, OR Deposit shall be for a term equal to the stated term of ELIMINATION BY THE NETWORK the Member’s Network Participation Agreement, ADMINISTRATOR WITHOUT ADVANCE NOTICE. subject to the Network Documents. SUBSCRIBING MEMBERSHIP AND The Network Participation Agreement between the TRANSACTION FEES. Network Dues and Member and the Network Administrator is a separate Subscription Fees (“Network Dues”) are payable to and distinct agreement from any agreement that the the Network each Use Year. The 2010 Network Dues Member may have with
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