GUIDELINES AND DISCLOSURE STATEMENT FOR
THE TIMBERS RECIPROCITY PROGRAM
1.
Introduction
This Guidelines and Disclosure Statement for the Timbers Reciprocity Program governs the use
of the Timbers Reciprocity Program by its Members. Persons using the Timbers Reciprocity
Program, including the use of any Internet website maintained by the Company or any affiliate of
the Company, shall comply with the Guidelines. Failure to comply with the Guidelines may
result in the suspension and/or termination of a Person’s rights and privileges in the Timbers
Reciprocity Program.
2.
Definitions
The following terms are applicable to all exchanges made under the Timbers Reciprocity
Program. No governmental agency has approved or disapproved the merits of the exchange
program.
Affiliation Agreement means an agreement between the Company and the owners association or
comparable entity or owners’ representative for a Timbers Collection destination or a property
within a Timbers Collection destination, by which such destination becomes a Member Resort.
Authorized Transfer means the transfer and assignment of a Member Account and the
associated Resort Credits, Program Weeks, Reservation Confirmations, and other membership
rights in the Timbers Reciprocity Program pursuant to Section 6.7 below.
Category means each of the unique categories assigned from time to time to the Vacation Weeks
at each Member Resort to facilitate equivalent exchanges, as further described in Section 4.2 and
on the Database.
Company means Timbers Exchange, LLC, a Colorado limited liability company having its
business address at 201 Main Street, Suite 202, Carbondale, Colorado 81623.
Database means the electronic directory maintained by the Company or an affiliate of the
Company describing the Member Resorts and the Categories applicable to Vacation Weeks at
the Member Resorts, as the same may be modified from time to time by the Company. The
Database is currently accessible at www.collectionmembers.com.
Deposit Confirmation means a written or electronic acknowledgement by the Company that a
Member’s deposit of a Vacation Week has been accepted by the Company and credited to the
Member’s Account as a Program Week.
Exchange Pool means the portion of the Database at which Members may view their Program
Weeks and the Vacation Weeks then available for reservation at Member Resorts.
Guidelines means this Guidelines and Disclosure Statement, together with the documents and
information incorporated by reference herein, including the Database, each Member’s
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Membership Application (as the same applies to such Member) and, where applicable, the
Requirements for Residence Units.
Home Resort means the Member Resort in which a Member holds an ownership interest. In the
event a Member holds an ownership interest in more than one Member Resort, each such
Member Resort will be considered the Home Resort for that Member with respect to the
Vacation Weeks deposited by the Member from such Member Resort.
Host Resort means a Member Resort to which a Member has been issued a Reservation
Confirmation.
Initiation Fee means the fee owed by any Person in connection with such Person’s Membership
Application, as set forth in Section 6.6 below. The Initiation Fee is non-refundable and nontransferable.
Internal Exchange means the exchange of Program Weeks within one Member Resort by
Members with an ownership interest in such Member Resort.
Internal Exchange Pool means the portion of the Database at which a Member may view
Program Weeks at such Member’s Home Resort then available for an Internal Exchange.
Member means a Person who is an owner of an ownership interest at a Member Resort and who
has been registered and accepted by the Company as a Member of the Timbers Reciprocity
Program. If the Member is comprised of more than one individual or an entity, the Company
will recognize the Primary Person as the Member. Primary Person means the one natural
individual, who is fully authorized to act on behalf of the Member, and is (a) designated by the
other co-owners holding the ownership interest at a Member Resort; or (b) designated by the
corporate, partnership, trust, limited liability company or other entity owner of an ownership
interest at a Member Resort. Upon registration as a Member, each co-owned or entity-owned
Member shall give the Company written notice of the Primary Person, together with such
supporting documentation of authorization as the Company may reasonably request. The notice
of a Primary Person shall remain in effect for not less than one calendar year and shall continue
until a subsequent notice is given.
Member’s Account or Account means an account maintained by the Company for each Member
setting out the number and Category of Program Week(s) issued to the Member in exchange for
deposit of Vacation Week(s) into the Timbers Reciprocity Program. In the event a Member
holds an ownership interest in more than one Member Resort or holds more than one ownership
interest in the Member’s Home Resort, there shall be a single Member Account for such Member
but the Company shall allocate Program Weeks, Resort Credits and Reservation Confirmations
among such ownership interests as the Company deems appropriate. The Company shall
identify such allocations to the Member upon request by the Member.
Member Resort means any Timbers Collection resort which has executed an Affiliation
Agreement and been accepted by the Company into the Timbers Reciprocity Program, and
includes all Home Resorts and Host Resorts.
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Membership Application means the written or electronic application or registration form
completed by each Person who applies for a membership in the Timbers Reciprocity Program,
and by which each such Person agrees to the provisions of the Guidelines.
Person means an individual, partnership, corporation, limited liability company, trust, or other
legally recognized entity, in each case holding title to an ownership interest in a Member Resort.
Program Week(s) means the week or weeks credited to a Member upon the deposit of a
Vacation Week from a Home Resort into the Timbers Reciprocity Program and which are used
by a Member to complete the reservation of a Vacation Week at a Host Resort. Program Weeks
are sometimes referred to as credits in TRP.
Requirements for Residence Units means the requirements applicable to Members who are
Residence Unit Owners, as set forth in a separate “Requirements for Residence Units” form to be
executed upon enrollment, and any other requirements published by the Company on the
Database and as the same may be amended by the Company from time to time.
Reservation Confirmation means the written or electronic confirmation issued by the Company
to a Member on the completion of the reservation of a Vacation Week at a Host Resort.
Residence Unit Owner means a Person who is the owner of a whole unit residence (as opposed
to a fractional interest) at a Member Resort.
Resort Credits means a Member’s use rights to Vacation Weeks at a Host Resort earned by the
Member’s deposit of Vacation Weeks at the Member’s Home Resort.
Resort Verification means a written or electronic acknowledgement from the manager of a
Member Resort confirming that a Vacation Week is available for deposit by a Member into the
Timbers Reciprocity Program, as further described in Section 5.3.
Timbers Collection means the collection of resorts and services described at
www.timberscollection.com from time to time, which includes the Timbers Reciprocity
Program.
Timbers Reciprocity Program or TRP means the exchange program operated by the Company
for the benefit of the Members in order to allow Members to exchange Vacation Weeks at
Member Resorts.
Transfer Fee means the fee owed by any Person in connection with an Authorized Transfer
pursuant to Section 6.7 below. The Transfer Fee is non-refundable and non-transferable.
Vacation Week means consecutive seven (7) night periods of usage at a unit in a Member Resort
beginning and ending in accordance with the project documents of the Member Resort where
applicable or, if none are applicable, then beginning and ending in accordance with the
Guidelines. Guidelines for the Categories and types of Vacation Weeks at each Member Resort
that will be accepted for deposit and offered to Members are generally identified in Section 4.2
and are described in the Database. For Members holding fractional ownership interests in a
Member Resort, space available and short notice time (and similar reservations) will not qualify
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as Vacation Weeks and may not be deposited into the Exchange Pool or the Internal Exchange
Pool, although this limitation shall not apply to any use periods or reservation rights held by the
Company for its own benefit. Except for any such rights of the Company, for Members holding
fractional ownership interests in a Member Resort, only planned vacation weeks (generally
understood to be advanced reserved time pursuant to a priority reservation scheme pursuant to
the Member Resort’s reservation procedures or fixed weeks, and expressly excluding space
available, short notice or similar time) will qualify for Vacation Weeks. Members will be
subject to any further rules or restrictions their Home Resort may impose on time which may be
submitted to the Exchange Pool or the Internal Exchange Pool.
3.
Participation
3.1
Enrollment
If a Person completes a Membership Application, is accepted for membership in the Timbers
Reciprocity Program and pays (or otherwise satisfies) the Initiation Fee or Transfer Fee, as
applicable, then the Person may participate in the Timbers Reciprocity Program. Prospective
Members who are Residence Unit Owners must also comply with and satisfy the Requirements
for Residence Units (including execution of the separate Requirements for Residence Units
form), in order to be eligible for membership in the Timbers Reciprocity Program.
3.2
Sale of Ownership Interest in Home Resort.
(a)
Termination of Membership. A Member’s participation in the Timbers
Reciprocity Program shall terminate and expire upon the transfer, sale or
conveyance of such Member’s ownership interest in a Home Resort. In the event
a Member is the owner of more than one ownership interest in a Home Resort or
of ownership interests in more than one Member Resort, the rights and privileges
(including any Reservation Confirmations, Program Weeks and unused Resort
Credits) associated with any ownership interest(s) transferred, sold or conveyed
shall, subject to the Authorized Transfer provisions set forth herein, terminate and
expire without affecting such Member’s rights and privileges associated with such
Member’s other ownership interest(s).
(b)
Disclosure to Transferee. Prior to any transfer, sale or conveyance of an
ownership interest in a Home Resort, the transferring Member shall disclose to
the intended transferee: (i) the existence of the TRP; (ii) the discount available
through the Authorized Transfer provisions set forth in Section 6.7; (iii) the
Internet address of the Database, where the Guidelines are available for review;
and (iv) the specific Vacation Weeks of the Member which are subject to Deposit
Confirmations. In the event the Company has posted an approved form of
Acknowledgment and Agreement Regarding Authorized Transfer (herein, the
“Acknowledgment Form”) on the Database, the Transferee shall use such
Acknowledgment Form to satisfy this disclosure requirement. The Members are
not authorized to, and shall not, make any representations or warranties on behalf
of the Company. All transfers of a Member’s ownership interest in a Home
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Resort shall be subject to any outstanding Deposit Confirmations connected with
such ownership interest.
(c)
3.3
Effect of Termination. In the event of a sale, transfer or conveyance of an
ownership interest in a Home Resort that is not coupled with an Authorized
Transfer of the membership in TRP, a Person’s Member Account and
membership in the TRP shall automatically terminate and such Person shall have
no further rights to any Program Weeks, Resort Credits, or Reservation
Confirmations. However, if a Member held more than one ownership interest in a
Member Resort or in Member Resorts prior to such conveyance, the Member
Account shall not terminate but rather only the rights to those Resort Credits,
Program Weeks, and Reservation Confirmations allocated to the conveyed
interest shall terminate.
Acknowledgement of Guidelines
Each Person, upon completion of a Membership Application, agrees to be bound by the
Guidelines and by the terms and conditions set forth on the Database, as amended by the
Company from time to time. A Member’s privileges may be suspended or terminated for failure
to follow the Guidelines, including the failure to pay fees as set forth below and in the Database.
3.4
Separate and Distinct
A Member’s participation in the Timbers Reciprocity Program is separate and distinct from such
Person’s contract with the developer of the Home Resort or the seller of ownership interests in
the Home Resort. The Home Resort owners association must maintain an Affiliation Agreement
with the Company for the owners at such Home Resort to continue to participate as Members.
3.5
Relationship with the Company
By participating in the Timbers Reciprocity Program and depositing Vacation Weeks, the
Member retains all title and responsibility for the deposited Vacation Week, yet all rights of use,
occupancy, access and enjoyment of the deposited Vacation Week are subject to the Guidelines.
A Member may not disturb the rights of the Company herein or the rights of use and occupancy
by other Members with respect to any Vacation Week subject to a Reservation Confirmation.
Further, each Member grants the Company a right to use, in its sole discretion (including without
limitation for commercial, promotional, or personal use), any Vacation Week that is not subject
to a Reservation Confirmation within thirty (30) days prior to commencement of such Vacation
Week.
4.
Member Resorts
4.1
Initial Evaluation
If the Company determines that there is a sufficient number of Persons at a Timbers Collection
resort location who wish to become Members of the Timbers Reciprocity Program, and that the
resort meets the quality standards under the Timbers Reciprocity Program, then the Company
shall prepare and present a resort Affiliation Agreement to the owners association or comparable
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entity or owners’ representative for the resort or the applicable property or properties within the
resort. If a satisfactory Affiliation Agreement is executed, the Company shall add such resort as
a Member Resort and shall update the Database accordingly.
4.2
Calendars and Categories
As part of the Database, the Company shall maintain an electronic calendar for the Member
Resorts, which shall identify the available Vacation Weeks at each Member Resort by date and
by Category. The Company reserves the right to re-evaluate the weeks within each Category of
all Member Resorts from time to time and to adjust the Categories based on the Company’s
analysis of the demand by Members for occupancy in each Member Resort. The Company shall
give the Members electronic notice of any adjustments to the Categories. Currently, the
Categories are Prime, Choice and Select. Prime weeks may be traded for Vacation Weeks in any
Category; Select weeks may be exchanged only for Select weeks; and Choice weeks may be
exchanged for any Vacation Weeks that are not Prime weeks. The 2012 and all future calendars
will not contain Prime weeks and thereafter, Choice weeks maybe exchanged for any Vacation
Week; and Select weeks may be exchanged only for Select weeks.
4.3
Database
The Company shall prepare and update the Database from time to time. The Database will
contain a description of each Member Resort together with an identification of the dates
corresponding to the Categories for each Member Resort.
4.4
Property Standards and Affiliation Agreements
Each Member shall cause his or her Host Resort to maintain the resort accommodations to the
standards established by the Company from time to time. If the Host Resort or a Member fail to
maintain the resort accommodations to the standards established by the Company, then the
Company may suspend the Member’s membership or decline to accept a deposit from the
Member into the Timbers Reciprocity Program or both. Each Member acknowledges that such
Member has had an opportunity to review the Affiliation Agreement for its Home Resort and
each Member consents and agrees to the terms of such Affiliation Agreement. Any Affiliation
Agreement may be terminated in accordance with its terms, and the property which is subject to
such Affiliation Agreement shall no longer be a Member Resort, and the Database shall be
updated accordingly and the provisions of Section 6.4 shall apply.
5.
Mak in g an Exch an ge
5.1
Depositing a Vacation Week
A Member must deposit a Vacation Week in the Exchange Pool or Internal Exchange Pool, as
applicable, not less than ninety (90) days prior to the commencement date of the Vacation Week.
If a Member has a Vacation Week available for exchange within ninety (90) days prior to
commencement of such week, the Member may contact the Company’s member services
department for assistance in arranging an informal direct exchange with another Member or
other Person. The Member will not receive a Deposit Confirmation for such week and the
Company does not provide any assurance that an informal exchange will be identified or
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completed. The Company reserves the right to limit the number of Vacation Weeks deposited
from each Member Resort in order to match the supply of Vacation Weeks with the anticipated
reservation demand.
5.2
Member Services
A Member may deposit a Vacation Week by contacting the Company’s member services
department at (877) 877-4405 or [email protected]. The Database shall contain or link to
the most current version of the Guidelines, the Exchange Pool calendar, and other appropriate
Member communications.
5.3
Resort Verification
In order to deposit a Vacation Week, the Member’s Home Resort must have provided a Resort
Verification confirming that the Member is in good standing at his or her Home Resort, is in
compliance with all conditions of his or her Home Resort, and if the Member is not a Residence
Unit Owner, has irrevocably reserved a Vacation Week. In addition, a Member must notify the
manager or comparable representative at his or her Home Resort of the intended deposit.
Members who are Residence Unit Owners must also comply with all Requirements for
Residence Units before depositing a Vacation Week.
5.4
Deposit Confirmation
Upon receipt of the Resort Verification, the Company will issue a Deposit Confirmation and
transfer Program Week(s) to the Member’s Account which correspond to the Vacation Week(s)
deposited into the Timbers Reciprocity Program and the applicable Category for each deposited
Vacation Week.
5.5
Deposited Vacation Week
Once the Company has issued the Deposit Confirmation and transferred the Program Week(s) to
a Member’s Account, all rights to use the Vacation Week(s) are immediately and irrevocably
assigned to the Company and the Member can neither cancel the deposit nor withdraw the
Vacation Week(s) from the Timbers Reciprocity Program; provided that the Company, in its
discretion, may allow such a withdrawal upon payment of the facilitation fee described in the
Database.
5.6
Completing a Reservation
A Member may request a reservation for a Vacation Week at a Host Resort by completing an
electronic reservation request and authorizing the Company to exchange a Program Week from
the Member’s Account for the requested Vacation Week. The Member must not be in violation
of the Guidelines at the time of the request and must have at least one sufficient unexpired
Program Week for the requested Vacation Week. All exchanges are arranged on a spaceavailable basis and no guarantee is made concerning any specific request. There are a number of
factors which affect if and when a reservation request can be confirmed, including the Host
Resort location requested, the number of days which have elapsed since the initial reservation
request was placed, the number of days in advance of the arrival date that a Member deposited
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his or her Vacation Week and the Category corresponding to the Vacation Week deposited into
the Timbers Reciprocity Program. Except with respect to Categories, such factors shall be
applied uniformly among all Members regardless of their Home Resort. Once a Reservation
Confirmation is issued, the Member’s Program Week is debited from his or her Member
Account.
5.7
Reservation Service Charge
No fee to the Company is required to deposit a Vacation Week into the Timbers Reciprocity
Program. A facilitation fee is, however, required to be paid once a Reservation Confirmation for
a Vacation Week is issued. The amount of the facilitation fee is and shall be (as amended from
time to time) identified on the Database. Members who are Residence Unit Owners will also be
required to pay any fees or expenses associated with satisfaction of the Requirements for
Residence Units.
5.8
Expiry of Program Weeks
Program Weeks automatically expire if the Program Weeks have not been exchanged by a
Member within two years of the Deposit Confirmation within the Member’s Account. Once the
Program Weeks have expired, they are no longer available for use by a Member. Prior to the
expiry of his or her Program Weeks, the Member should contact the Company’s member
services department for assistance in identifying various reservation opportunities and in
preparing an acceptable reservation request.
5.9
Acknowledgement
Each Member who participates in the Timbers Reciprocity Program acknowledges that:
(a)
the Company has made all reasonable efforts to ensure that the information
published in the Database is accurate. The Member, however, acknowledges that
the facilities and accommodations at Member Resorts, together with individual
rooms, may vary in size, decor, view and interior detail from the information
contained in the Database;
(b)
the Company is not liable for any damage, loss or theft to personal property or for
any personal or bodily injury which occurs at a Member Resort; the Company is
not liable for any casualty, natural disaster, civil unrest, or other unforeseen
circumstance which limits the Member’s ability to use or occupy a Host Resort;
(c)
Members agree to comply with all rules and regulations of the Host Resort;
(d)
Members may not use the Timbers Reciprocity Program for any commercial
purpose, including rental or auction of reserved Vacation Weeks or deposit of
reserved Vacation Weeks into other exchange or reciprocity programs;
(e)
Only Members, their families and accompanied guests may use or occupy a Host
Resort for a Vacation Week.
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(f)
a visiting Member is liable for the cost and expense of any maintenance, repair or
replacement of any Host Resort facility, caused by the acts of the visiting Member
or the visiting Member’s guests or family members, provided that such liability
and obligation shall not be construed as a limitation on or as being in derogation
of any provision of the governing documents of a Member Resort relating to
liability of parties other than such visiting Member for the acts of occupants or
users of such Resort;
(g)
a Member shall have the right to exchange Vacation Weeks with other Members
holding ownership interests at such Member’s Home Resort through the Internal
Exchange Pool, and that any Internal Exchanges by Members may affect the
number and type of Vacation Weeks available within the Exchange Pool;
(h)
the exchange of Program Weeks for use of Vacations Weeks at Host Resorts is
arranged on a space-available, first-come, first-served basis at such Host Resort
and there can be no guarantee that a reservation request will be confirmed for the
requested Vacation Week at the requested Host Resort;
(i)
all decisions of the Company concerning the interpretation of the Guidelines,
including the Categories, or concerning the Database shall be final provided such
decisions are made in good faith and in the reasonable discretion of the Company
and applied uniformly among all Members;
(j)
a Member Account is not part of a Member’s ownership interest in such
Member’s Home Resort and does not “run with the land” and therefore, a
Member Account shall not transfer to successive purchasers of a Member’s
ownership interest in the Member’s Home Resort, except as provided in
Section 6.7 below; and
(k)
the Timbers Reciprocity Program is not the primary reason for purchasing an
ownership interest at a Member Resort.
6.
Gen eral
6.1
Interpretation. Applicable Law and Governing Jurisdiction
The terms and conditions of the Timbers Reciprocity Program shall be construed under the laws
of Colorado. By executing a Membership Application, each Member consents to the exclusive
subject matter and personal jurisdiction of Colorado. Any dispute arising out of or in connection
with the Guidelines, including any question regarding their existence, validity or termination,
shall be referred to and finally resolved by arbitration administered by the American Arbitration
Association in accordance with its rules (“AAA Rules”), which AAA Rules are deemed to be
incorporated by reference into the Guidelines except to the extent that any such AAA Rules
conflict or are inconsistent with any of the provisions of this Section in which case the provisions
of this Section shall prevail. The place of the arbitration shall be held in Denver, Colorado.
Each party waives any right which it may have to any substantive review of any arbitration
awarded by the court of the jurisdiction in which the arbitration is conducted and agrees that the
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award of the arbitrators in any such arbitration proceedings shall be final and without any right of
appeal. The arbitration award may be entered as a final judgment in the court of any jurisdiction
in which such entry shall be recognized under applicable law. Each party involved in any
arbitration proceeding pursuant to this Section shall pay its own expenses in connection
therewith.
6.2
Additional Resort Opportunities
The Members acknowledge and agree that the Company may, on occasion, offer various resort
real estate opportunities and services through electronic correspondence or direct mail programs
and the Member consents to such electronic mail solicitation and direct mailings.
6.3
Amendments to Timbers Reciprocity Program
The Company reserves the right to change the Guidelines of the Timbers Reciprocity Program,
including (without limitation) the Categories at Member Resorts, from time to time, upon written
or electronic notice to the Members. In addition, the Company reserves the right to add or delete
participating Member Resorts on an ongoing basis and amend the Database accordingly.
Deletion of Member Resorts is subject to the provisions of Section 6.4.
6.4
Termination
The Company may terminate the Timbers Reciprocity Program upon ninety (90) days’ prior
written notice (which may be electronic notice) to the Members and compliance with the
provisions regarding termination of each Affiliation Agreement. The Company may also, at its
sole discretion, terminate the membership of a Member in the Timbers Reciprocity Program and
refuse to accept further deposits of Vacation Weeks and reservation requests from such Member
in the event of a violation of the Guidelines. In addition, the Company may terminate any
Affiliation Agreement in accordance with its terms, in which case the property that is the subject
of the Affiliation Agreement shall no longer be a Member Resort and the memberships of the
Members for whom such property was the Home Resort shall terminate. Termination shall not
affect any Reservation Confirmations issued prior to the effective date of such termination. All
deposited Vacation Weeks that are not subject to a Deposit Confirmation as of the termination
date shall automatically revert to the Persons who deposited such weeks and all corresponding
Program Weeks shall automatically be cancelled, without fee or charge to the relevant
Member(s). Any purported resignation from the Timbers Reciprocity Program by a Member
shall not affect the Vacation Weeks deposited by such Person. The provisions of this Section 6.4
shall not apply to the termination of an individual membership in the event of a sale, conveyance
or transfer of the Member’s interest in a Home Resort. Rather, such terminations are governed
by Section 3.2.
6.5
Liability
The Company’s liability to any Member is limited to the then current Initiation Fee paid by the
Member to the Company. In no case shall the Company be liable for special, consequential or
punitive damages.
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6.6
Fees
The membership and other fees set forth in the Database and/or in the Guidelines are in U.S.
dollars. Fees charged by the Company may be amended at the Company’s sole discretion from
time to time upon thirty (30) days’ notice (which may be electronically given) to the Members.
Members are responsible for:
(a)
Initiation Fee. Except as provided herein, the Initiation Fee shall be paid by any
Person applying for membership in the Timbers Reciprocity Program prior to the
admission of such Person as a Member; provided, however, that in certain
situations, the Initiation Fee may be decreased or waived completely at the
discretion of the Company or may be paid by the developer of a Member’s Home
Resort. In the event a Person applying for membership in the Timbers
Reciprocity Program is responsible for payment of the Initiation Fee, then
following submittal of a Membership Application such Person shall be contacted
by the Company in order to make arrangements for payment of the Initiation Fee,
and in such event payment of the Initiation Fee shall be required prior to such
Person’s acceptance as a Member of TRP. The amount of the Initiation Fee is
currently $35,000.00 per Member.
(b)
Facilitation Fee. A facilitation fee as set forth in the Database, plus applicable
taxes, if any, shall be paid by the reserving Member upon issuance of a
Reservation Confirmation.
(c)
Transfer Fee. If a Member sells, transfers or otherwise absolutely assigns his or
her ownership interest in a Host Resort, the grantee or purchaser may only
become a Member and succeed to the rights of the selling Member under the
Timbers Reciprocity Program (including any Resort Credits in the Member’s
Account and any unused Reservation Confirmations) upon: (i) compliance with
the requirements of Section 6.7 below; and (ii) payment of a Transfer Fee (in lieu
of the Initiation Fee). The amount of the Transfer Fee is currently $3,500.00 per
Member.
(d)
Double Occupancy. If a Member sells, rents, assigns or otherwise transfers an
ownership interest in a Host Resort to any third party affecting a Vacation Week
subject to a Deposit Confirmation, the Member will be responsible for all liability,
costs and expenses incurred by the Company in connection with the double
occupancy of accommodations by the Member, including the cost of arranging
alternate accommodation for the visiting Member and the legal fees of the
Company. The Company also reserves the right to suspend membership privileges
in these circumstances.
(e)
Taxes. Some jurisdictions have imposed a tax on the occupancy of resort
accommodations and any bed tax, transit and occupancy tax or similar tax will be
the responsibility of the Member using the Host Resort accommodations.
Members are also responsible for paying any value added tax, goods and services
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tax or applicable sales tax charged by governmental authorities in connection with
the Initiation Fee, the facilitation fee or the Transfer Fee.
6.7
(f)
Personal Charges. Members are also responsible for all personal charges, such as
telephone calls, room service, spa services use fees, and other incidental charges
at the Host Resort. Fees, if any, charged by the Host Resort for the use of
amenities are determined and levied by the appropriate Person(s) each Member
Resort and the visiting Member is responsible for payment of those fees upon
departure. A Host Resort may request a visiting Member supply a credit or debit
card upon check-in with pre-authorization to bill use fees and other incidental
charges to such card.
(g)
Assessments and Fees. Host Members will be responsible for paying all Home
Resort assessments, common expenses, maintenance fees, dues and fees charged
to owners generally, including any customary housekeeping charges associated
with the Vacation Week which they have deposited into the Timbers Reciprocity
Program. Visiting Members shall be responsible upon departure for any
additional housekeeping, cleaning or service fees (or other personal charges as
discussed above) incurred by the visiting Member at the Host Resort.
Transfer of Membership Rights
(a)
Authorized Transfer. Member Accounts, Resort Credits, Program Weeks and
Reservation Confirmations are the personal rights of a Member and may not be
further sold, assigned, transferred or exchanged to non-Members, unless such
transfer is an Authorized Transfer pursuant to the Guidelines. The transfer of a
Member Account and membership rights in the Timbers Reciprocity Program
shall be deemed an “Authorized Transfer” only if such transfer satisfies the
requirements of Section 6.7(b) below.
(b)
Requirements of Authorized Transfer. If a Member sells, transfers or otherwise
absolutely assigns his or her ownership interest in a Host Resort, the grantee or
purchaser may become a Member and succeed to the rights of the selling Member
under the Timbers Reciprocity Program (including the Member’s Account and
any Reservation Confirmations, Program Weeks, and Resort Credits in the
Member’s Account) upon delivery of the following to the Company
contemporaneously with the closing of the sale or transfer of the ownership
interest in a Host Resort: (i) the standard Membership Application executed by
Member’s grantee or purchaser, (ii) evidence acceptable to the Company that the
requirements of Section 3.2(b) have been satisfied; (iii) payment of all amounts
then due to the Company by the transferring Member; and (iv) payment of the
Transfer Fee (in lieu of payment of the Initiation Fee). In the event the
transferring Member continues to hold an ownership interest in a Member Resort
other than the ownership interest being conveyed, the Authorized Transfer shall
result in the creation of a new Member Account for the transferee and only the
Resort Credits, Program Weeks, and Reservation Confirmations allocated to the
interest being conveyed will be assigned to the transferee. If the documents and
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payments described above are not delivered to the Company contemporaneously
with the closing of the sale or transfer of an ownership interest in a Host Resort in
accordance with this Section 6.7(b), the grantee or purchaser may only become a
Member by enrolling in the Timbers Reciprocity Program as a new Member,
including payment of the Initiation Fee, and shall have no rights to an existing or
former Member’s Member Account, Resorts Credits, unused Reservation
Confirmations or any other membership rights of the existing or former Member.
The Company reserves the right to refuse any Membership Application, including
any delivered in connection with a proposed Authorized Transfer.
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