45TH AMENDMENT
SEVENTEENTH AMENDMENT TO THE THIRD AMENDED AND
RESTATED OFFERING PLAN
THE VILLAS AT FAIRWAY
ROUTE #209
BUSHKlLL,PENNSYLVANIA
This Amendment modifies and supplements the tenns of the Third Amended and Restated Offering
Plan filed October 25,2006, the First Amendment to the Third Amended and Restated Offering Plan
filed December 15,2006, the Second Amendment to the Third Amended and Restated Offering Plan
filed May 31, 2007, the Third Amendment to the Third Amended and Restated Offering Plan filed
November 27,2007, the Fourth Amendment to the Third Amended and Restated Offering Plan filed
April 23, 2008, the Fifth Amendment to the Third Amended and Restated Offering Plan filed on
October 22, 2008, the Sixth Amendment to the Third Amended and Restated Offering Plan filed
April 16, 2009, the Seventh Amendment to the Third Amended and Restated Offering Plan filed
October 9,2009, the Eighth Amendment to the Third Amended and Restated Offering Plan filed
April 7, 2011, the Ninth Amendment to the Third Amended and Restated Offering Plan filed on
September 17, 2010, the Tenth Amendment to the Third Amended and Restated Offering Plan filed
on March 17,2011, the Eleventh Amendment to the Third Amended and Restated Offering Plan
filed August 16,2011, the Twelfth Amendment to the Third Amended and Restated Offering Plan
filed on February 1, 2012, the Thirteenth Amendment to the Third Amended and Restated Offering
Plan filed on July 11,2012, the Fourteenth Amendment to the Third Amended and Restated Offering
Plan filed on December 28,2012, the Fifteenth Amendment to the Third Amended and Restated
Offering Plan filed on May 8, 2013, the Sixteenth Amendment to the Third Amended and Restated
Offering Plan filed November 6,2013 and should be read in conjunction with said Third Amended
and Restated Offering Plan (the "Plan"), the First Amendment to the Third Amended and Restated
Offering Plan, the Second Amendment to the Third Amended and Restated Offering Plan, the Third
Amendment to the Third Amended and Restated Offering Plan, the Fourth Amendment to the Third
Amended and Restated Offering Plan, the Fifth Amendment to the Third Amended and Restated
Offering Plan, the Sixth Amendment to the Third Amended and Restated Offering Plan, the Seventh
Amendment to the Third Amended and Restated Offering Plan, the Eighth Amendment to the Third
Amended and Restated Offering Plan, the Ninth Amendment to the Third Amended and Restated
Offering Plan, the Tenth Amendment to the Third Amended and Restated Offering Plan, the
Eleventh Amendment to the Third Amended and Restated Offering Plan, the Twelfth Amendment to
the Third Amended and Restated Offering Plan, the Thirteenth Amendment to the Third Amended
and Restated Offering Plan, the Fourteenth Amendment to the Third Amended and Restated Offering
Plan, the Fifteenth Amendment to the Third Amended and Restated Offering Plan, and the Sixteenth
Amendment to the Third Amended and Restated Offering Plan.
The tenns of this Amendment are as follows:
1.
Extension ofTenn
The Plan is hereby extended for six (6) months.
2. Updated Budget
The Budget for The Villas at Fairway for the period January 1, 2014 to December 31,2014
is set forth herein as Exhibit A.
3. Annual Maintenance Fees
Annual Maintenance Fees for the 2014 calendar year for 2 Bedroom One Week Villa
Vacation Plan Owners are $738. Annual Maintenance Fees for the 2014 calendar year for 3
Bedroom One Week Villa Vacation Plan Owners are $841. Annual Maintenance Fees for the
2014 calendar year for 3 Bedroom One Week Alternate Year Villa Vacation Plan Owners are
one-half of the then current annual Maintenance Fees for a 3 Bedroom One Week Villa
Vacation Plan (presently $841). Annual Maintenance Fees for the 2014 calendar year for 4
Bedroom One Week Villa Vacation Plan Owners are $868. Annual Maintenance Fees for the
2014 Calendar year for 4 Bedroom One Week Alternate Year Villa Vacation Plan Owners are
one-half of the then current annual Maintenance Fees for a 4 Bedroom One Week Villa
Vacation Plan (presently $ 868.00). Annual Maintenance Fees for the 2014 calendar year for
2 Bedroom Two Week Villa Vacation Plan Owners are $1,115. Annual Maintenance Fees
for the 2014 calendar year for Thirteenth Share Villa Vacation Plan Owners are $1,892.
4.
Cover Page
To conform with the Third, Fourth, Sixth and Fifteenth Amendments to the Third Amended
and Restated Offering Plan regarding pricing which Amendments were all previously filed,
the aggregate price of the offering in the first paragraph of the cover page has been changed
from $118,144,120 to $124,540,870. The price range ofthe Unit Weeks being offered for
sale was changed from between $8,500 and $36,800 to between $12,700 and $40,075. The
revised Cover Page is attached hereto as Exhibit B. No price changes are included with this
Amendment.
5.
Section of Offering Plan titled "Sponsor's Sales and Marketing Programs"
This section is hereby amended to delete the fourth paragraph on page 40 of the Offering
Plan as follows:
"A stay may be offered at The Villas at Fairway or at an affiliated or non affiliated resort.
The offer may be either a 4 day/3 night stay, or a 3 dayl2 night stay for a price of up to $499
plus tax, depending on Unit size, amenity package and vacation Season. A sales/facility tour
is required."
And is hereby further amended to replace said paragraph with the following:
"A stay may be offered at The Villas at Fairway or at an affiliated or non affiliated resort.
The offer may be either a 4 day/3 night stay, or a 3 day/2 night stay for a price of up to $999
plus tax, depending on Unit size, amenity package and vacation Season. A sales/facility tour
is required."
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6.
Revised Escrow Trust Fund Regulations
The Department of Law has revised its regulations to eliminate the Attorney General's
authority to adjudicate disputes regarding the disposition of deposits, down payments, or
advances ("Deposits") received by Sponsor pursuant to New York General Business Law
("GBL") §§ 352-e(2-b) and 352-h. The changes only impact Purchasers who have not
received a fully executed Contract prior to the date of service of this Amendment. For all
other Purchasers, the disclosures set forth in the Procedure to Purchase section of the Plan are
modified as set forth herein.
7.
Section of Offering Plan titled "Procedure to Purchase"
The Procedure to Purchase section of the Plan regarding escrow trust fund requirements
is hereby replaced with the following disclosures set forth herein. The Contracts as set
forth in Part II of The Plan as Exhibits E-1 through E-4, as amended, are unchanged. The
Escrow Agreement, as set forth in Part II of the Plan as Exhibit Q, is hereby replaced with
the revised Escrow Agreement, attached hereto as Exhibit C.
The Escrow Agent:
The law firm ofVyzas & Associates, P.C., with an address at 241 Kearny Avenue, Kearny,
New Jersey 07032, telephone number 201-991-0584, shall serve as escrow agent ("Escrow
Agent") for Sponsor and Purchaser. Escrow Agent has designated the following attorneys to
serve as signatories: Vincas M. Vyzas. All designated signatories are admitted to practice
law in the State of New York. Neither the Escrow Agent nor any authorized signatories on
the account are the Sponsor, Selling Agent, Managing Agent, or any principal thereof, or
have any beneficial interest in any of the foregoing.
The Escrow Account:
The Escrow Agent has established the escrow account at Bank of America, located at 205
Montague Street, Brooklyn, in the State of New York 11201 ("Bank"), a bank authorized to
do business in the State of New York. The escrow account is entitled Vyzas & Associates,
P .C., Attorney Escrow Account (FV) ("Escrow Account"). The Escrow Account is federally
insured by the FDIC at the maximum amount of $250,000 per deposit. Any deposit in
excess of$250,000 will not be insured.
All Deposits received by Purchaser shall be in the form of checks, drafts, money orders, wire
transfers, credit card payments, or other instruments, and shall be made payable to or
endorsed by the Purchaser to the order of "Vyzas & Associates, P.C., Attorney Escrow
Account (FV)" as Escrow Agent.
Any Deposits made for upgrades, extras, or custom work shall be initially deposited into the
Escrow Account, and released in accordance to the terms of a written agreement between
Purchaser and Sponsor.
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The interest rate for all Deposits made into the Escrow Account shall be the prevailing rate
for such accounts, which is currently 0.0015%. Interest shall begin to accrue upon placing
the Deposit into the Escrow Account. All interest earned thereon shall be credited in
accordance with the lOLA regulations of New York. No fees of any kind may be deducted
from the Escrow Account, and the Sponsor shall bear all costs associated with the
maintenance of the Escrow Account.
Escrow Agreement:
The Escrow Agreement, as revised to reflect the foregoing, is attached hereto as Exhibit C.
The Escrow Agreement must be executed by the Sponsor, Purchaser, and Escrow Agent.
Notification to Purchaser:
Within five (5) business days after the Escrow Agreement has been tendered to Escrow Agent
along with the Deposit, the Escrow Agent shall sign the Escrow Agreement and place the
Deposit into the Escrow Account. Within ten (10) business days of the placing the deposit in
the Escrow Account, Escrow Agent shall provide written notice to Purchaser and Sponsor,
confirming the Deposit. The notice shall provide the account number and the initial interest
rate to be earned on the Deposit. Any Deposits made for upgrades, extras, or custom work
shall be initially deposited into the Escrow Account, and released in accordance to the terms
of a written agreement between Purchaser and Sponsor.
The Escrow Agent is obligated to send notice to the Purchaser once the Deposit is placed il
the Escrow Account. If the Purchaser does not receive notice of such deposit within fifteen
(15) business days after tender of the Deposit, he or she may cancel the Contract within
ninety (90) days after tender of the Contract and Deposit to Escrow Agent.
Complaints concerning the failure to honor such cancellation requests may be referred to the
New York State Department of Law, Real Estate Finance Bureau, 120 Broadway, 23rd Floor,
New York, N.Y. 10271. Rescission shall not be afforded where proof satisfactory to the
Attorney General is submitted establishing that the Deposit was timely placed in the Escrow
Account in accordance with the New York State Department of Law's regulations concerning
Deposits and requisite notice was timely mailed to the Purchaser.
Release of Funds:
All Deposits, except for advances made for upgrades, extras, or custom work received in
connection with the Contract, are and shall continue to be the Purchaser's money, and may
not be comingled with any other money or pledged or hypothecated by Sponsor, as per GBL
§ 352-h.
Under no circumstances shall Sponsor seek or accept release of the Deposit of a defaulting
Purchaser until after consummation of the Plan, as evidenced by the acceptance of an
effectiveness amendment by the New York State Department of Law. Consummation of the
Plan does not relieve the Sponsor of its obligations pursuant to GBL §§ 352-e(2-b) and 352-h.
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The Escrow Agent shall release the Deposit if so directed:
(a) pursuant to the tenns and conditions set forth in the Escrow Agreement upon
closing of title to the Interval Ownership Interests; or
(b) in a subsequent writing signed by both Sponsor and Purchaser; or
(c) by a final, non-appealable order or judgment of a court.
If the Escrow Agent is not directed to release the Deposit pursuant to paragraphs (a) through
(c) above, and the Escrow Agent receives a request by either party to release the Deposit, then
the Escrow Agent must give both the Purchaser and Sponsor prior written notice of not fewer
than thirty (30) days before releasing the Deposit. If the Escrow Agent has not received
notice of objection to the release of the Deposit prior to the expiration of the thirty (30) day
period, the Deposit shall be released and the Escrow Agent shall provide further written
notice to both parties infonning them of said release. Ifthe Escrow Agent receives a written
notice from either party objecting to the release of the Deposit within said thirty (30) day
period, the Escrow Agent shall continue to hold the Deposit until otherwise directed pursuant
to paragraphs (a) through (c) above. Notwithstanding the foregoing, the Escrow Agent shall
have the right at any time to deposit the Deposit contained in the Escrow Account with the
clerk of the county ofN ew York and shall give written notice to both parties of such deposit.
The Sponsor shall not object to the release of the Deposit to:
(a) a Purchaser who timely rescinds in accordance with an offer of rescission
contained in the Plan or an Amendment to the Plan; or
(b) all Purchasers after an Amendment abandoning the Plan is accepted for filing
by the Department of Law.
The Department of Law may perfonn random reviews and audits of any records involving the
Escrow Account to detennine compliance with all applicable statutes and regulations.
Waiver Void:
Any provision of any Contract or separate agreement, whether oral or in writing, by which a
Purchaser purports to waive or indemnify any obligation of the Escrow Agent holding any
Deposit in trust is absolutely void. The provisions ofthe Attorney General's regulations and
GBL §§ 352-e(2-b) and 352-h concerning escrow trust funds shall prevail over any
conflicting or inconsistent provisions in the Contract, Plan, or any amendment thereto.
8.
Amenity Fees - Schedule "C"
The list of Amenity Fees as contained in the Plan at Page 78 as "Schedule C" and as amended
by the 41 st Amendment is hereby further amended as reflected on the attached Exhibit D.
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9.
Resort Facilities - Schedule "D"
The list of Resort Facilities as contained in the Plan at Pages 79 through 80 as "Schedule D"
and as amended by the 41 st Amendment is hereby amended as reflected on the attached
Exhibit E.
10. Section of Offering Plan titled "Sponsor's Financial Condition"
This section is hereby amended as follows:
b) Page 88, first paragraph is hereby deleted and replaced with the following:
"The Sponsor owns an interest in the following Villas at The Villas at Fairway: 1501-1560,
1601, 1602, 1605, 1606, 1609-1613, 1615-1619, 1621-1623, 1626-1628, 1630-1638, 16401658, 1660-1663, 1665-1696,3401-3416,3421,3423-3427,3429-3438,3441-3452,3459,
3461,3462,3509-3528,3801,3803,3805,3811,3817,3819,3821,3823,3825,3827,3829,
3831, 3835, 3839, 3841, 3843, 3845 and 3847. The inventory of Villas owned by the
Sponsor is subject to change as Villas are reacquired by the Sponsor in the normal course of
business because of default or upgrade by Villa Vacation Plan Owners or as Sponsor
constructs additional Villas. Under the Offering Plan, the Sponsor has no obligation to pay
the monthly Maintenance Fees on unsold Villa Vacation Plans. If the actual costs of
operation and maintenance of the Property exceed the aggregate Maintenance Fees due for
Villa Vacation Plans sold, then the Sponsor will pay for any shortfall. The amount may vary
from year to year."
11. Authorization for Automatic Debit of Funds
The Sponsor's authorization for automatic debit of funds for loan payment(s) from
Purchaser's checking/statement savings account is attached hereto as Exhibit F. This
replaces the form found in the Fourth Amendment to the Third Amended and Restated
Offering Plan.
12.
Distribution of Digital Copies of Offering Plan and Amendments
The Sponsor has elected to electronically distribute Offering Plans and Amendments to
prospective purchasers of Timeshare Interests at The Villas at Fairway, except to those
Purchasers who elect to receive a "hard" copy of the Offering Plan and Amendments. The
Certification of Offeror and Principals is attached hereto as Exhibit G. The Purchaser's
Election Form to Receive a Digital Copy or a Paper Copy of Offering Plan is attached hereto
as Exhibit H. The Offering Plan and Amendments are available for review and download
by visiting http://www.treetopsfairwavvillas.comltfv/fv-offering-planl.
13. SoldlUnsold Unit Weeks
As of October 31, 2013, the Sponsor has sold approximately nine thousand four hundred
nineteen (9,419) Unit Weeks primarily to residents of the Commonwealth of Pennsylvania,
the State ofN ew Jersey and the State ofNew York. There are currently approximately three
thousand three hundred sixty one (3,361) Unit Weeks which are unsold.
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14. Status of Construction
All of the Villas in which Time-Share Interests are being offered for sale under the Plan have
been completed except for the Unit Weeks in the Four Bedroom Units being offered for sale
pursuant to the Thirtieth Amendment (Designated as the Second Amendment to the Third
Amended and Restated Offering Plan) which are to be constructed. There have been no
changes in the status of construction of the Villas or the Resort Facilities since the filing of
the Forty Fourth Amendment (Designated as the Sixteenth Amendment to the Third
Amended and Restated Offering Plan) except as stated herein.
15. Definitions
All terms used in this Amendment, not otherwise defined herein, shall have the same
meanings ascribed to them in the Plan.
16. No Material Changes
Except as set forth in this Amendment, there have been no material changes to the Plan.
17. Incorporation of Plan
The Plan, as modified and supplemented hereby, is incorporated herein by reference with the
same effect as if set forth at length.
Dated: Kearny, New Jersey
January 28,2014
Sponsor: HRP Corp.
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SCHEDULEB
The Villas at Fairway
Projected Budget for Timesharing Plan
January 1, 2014 to December 31,2014
Income
Annual Maintenance Fees (1)
Payment by Sponsor (2)
Rental Income (3)
4,281,000
1,183,378
65,000
Total Income (14) ............................................................................. 5,529,378
Expenses
Labor and Benefits (4)
Utilities (electricity) (5)
Water charges and sewer rents (6)
Repairs, maintenance and supplies (7)
Insurance (8)
Management fees (9)
Legal fees and audit fees
Real estate taxes (10)
Other:
Cable (11)
Waste Disposal and Pest Control
Laundry (12)
Telephone (13)
Recreation
Marketing Rental
1,910,378
750,000
165,000
650,000
150,000
41,000
1,360,000
96,000
35,000
306,000
27,000
63,000
(24,000)
Total Expenses (14) .......................................................................... 5,529.378
EXHIBIT A
FOOTNOTES TO SCHEDULE "B"
1. Annual Maintenance Fees. This projected Budget is for the twelve-month operating
period of the Project, ending December 31, 2014. Maintenance Fees will be assessed on a per Villa
Vacation Plan basis. This projected Budget assumes completion, use and occupancy of 246
constructed Villas as of December 31,2014 and 9,419 Unit Weeks sold as of October 31, 2013.
Annual Maintenance Fees are not fixed and will rise over time as the cost of operating the Project
increases. Annual Maintenance Fees for the 2014 calendar year for 2 Bedroom One Week Villa
Vacation Plan Owners are $738. Annual Maintenance Fees for the 2014 calendar year for 3
Bedroom One Week Villa Vacation Plan Owners are $841. Annual Maintenance Fees for the 2014
calendar year for 3 Bedroom One Week Alternate Year Villa Vacation Plan Owners are one-half of
the then current annual Maintenance Fees for a One Week 3 Bedroom Villa Vacation Plan (presently
$841). Annual Maintenance Fees for the 2014 calendar year for 4 Bedroom One Week Villa
Vacation Plan Owners are $868. Annual Maintenance Fees for the 2014 calendar year for 4
Bedroom One Week Alternate Year Villa Vacation Plan Owners are one-half of the then current
annual Maintenance Fees for a One Week 4 Bedroom Villa Vacation Plan (Presently $868). Annual
Maintenance Fees for the 2014 calendar year for 2 Bedroom Two Week Villa Vacation Plan Owners
are $1,115. Annual Maintenance Fees for the 2014 calendar year for Thirteenth Share Villa Vacation
Plan Owners are $1,892. This projected Budget assumes an average collection rate of$503 per Unit
Week and is based on the prior experience of Sponsor. See, "Rights and Obligations of Timeshare
Owners," at Page 67.
The Sponsor may increase the Maintenance Fees per Villa Vacation Plan annually in
its discretion. The annual increase cannot exceed the greater of the annual percentage increase in the
Consumer Price Index for all urban consumers for the Eastern United States for the immediate
preceding year as reported by the U.S. Department of Labor, Bureau of Labor Statistics, plus, an
adjustment for electric cost not to exceed 10% of the prior year cost or 10% of the prior year's
Maintenance Fees.
2. Payment by Sponsor. If the actual costs of operation and maintenance ofthe Property
as described above exceed the aggregate Maintenance Fees due for Timeshares sold, then the
Sponsor is responsible for paying any shortfall. However, the Sponsor may increase the
Maintenance Fees per Villa Vacation Plan annually in its discretion as it sees fit. NO BOND OR
OTHER SECURITY HAS BEEN FURNISHED TO SECURE THE PERFORMANCE OF THE
SPONSOR'S OBLIGATIONS. THE ABILITY OF THE SPONSOR TO PERFORM ITS
OBLIGATIONS WILL DEPEND UPON ITS FINANCIAL CONDITION AT THE TIME IT IS
CALLED UPON TO PERFORM. The Sponsor Has No Obligation To Pay Annual Maintenance
Fees On Unsold Villa Vacation Plans.
3. Rental Income. In addition to annual Maintenance Fees, the Sponsor operates a rental
program for the benefit of its Timeshare Owners and is paid a fee for this service. No representations
are made that such programs will be continued, that Purchasers can obtain a renter or that rental
income will be produced.
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4. Labor. Labor projections are based on the Sponsor employing personnel on hourly and
fixed salaries (in thousands):
Property Management 18 Office Staff (1 fulll17 part time)
$207,854
Housekeeping 1 Manager (full time)
38 Maid Service (8 full/30 part time)
9 Inspectors
$48,696
$596,370
$199,372
Maintenance 18 Hourly Services (full time)
$396,281
The amount stated for payroll taxes, benefits and insurance is computed upon the following
percentages of base salaries:
Pennsylvania State Unemployment Insurance
Federal Unemployment Insurance
Workmen's Compensation
Social Security
Federal Medicare
Medical Benefits
7.5305%
.006%
4.35%
6.20%
1.45%
12.34%
31.88%
All employees are non-union. The foregoing wage rates do not violate applicable minimum
wage laws.
5. Utilities. All Units are electrically heated and cooled and all appliances are operated
by electricity. Electricity is supplied by General Public Utilities. The Budget reflects the current
charge per kilowatt hour, plus a customer charge, 6% tax, and reasonably anticipated increases. In
addition, the Budget reflects the estimated electric consumption for the common areas and the
proportionate share of the electricity expense for the Resort Facilities and operations offices.
6. Water and Sewer. This projection is based on a proportionate estimate of actual usage
charges to the Property plus reasonably anticipated increases.
7. Repairs, maintenance and supplies. The material components of the expense for
repairs and maintenance includes interior repairs, roofing, exterior repairs (including walls,
foundations, windows, doors and locks), repairs to heating systems (including fuel burners, boilers,
decks, pipes and radiators), plumbing, electrical, grounds maintenance (including snow removal,
gardening and landscaping), janitorial supplies, furniture and fixture replacement (on an as needed
basis), and painting of common areas.
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8. Insurance. The projected cost of insurance insuring the interest of the Sponsor, is
based on Blanket All Risk coverage as follows:
Item Covered
Buildings
Exposure Insured Against
Amount
$64,639,000*
Fire, all risk, extended
coverage
Building contents
5,412,000*
Contents
Comprehensi ve
general liability
1,000,000**
Personal injuries and
Property damage, per occurrence
Umbrella liability
10,000,000*
Personal injuries and property damage, per
occurrence
*$ 25,000 per occurrence deductible
**$100,000 per occurrence deductible
The foregoing insurance coverage does not include losses of individual Villa Vacation Plan
Owners. Each Villa Vacation Plan Owner is an additional insured under the fire and casualty and
general liability policies on the Project.
In the event of damage to or the destruction of a Villa, the Sponsor has agreed to use its best
efforts to repair or rebuild the Villa in a reasonable period of time. In the event that a Purchaser is
unable to use a Villa due to such damage or destruction, the Sponsor will attempt to make alternative
time, which is acceptable to such Villa Vacation Plan Owner, available to such Owner or, in the
alternative, shall extend the period of the Villa Vacation Plan Owner's Interval to equal the amount
of time lost by such Villa Vacation Plan Owner or Purchasers will be given comparable
accommodations at a Sponsor affiliated resort.
The insurance placed by the Sponsor is adequate to replace the Villas in the event of a total
loss. Villa Vacation Plan Owners will not be co-insurers of the Villas. Villa Vacation Plan Owners
are not given the option to forego repair in order to have insurance proceeds applied to mortgage
debt.
The fire, casualty and general liability insurers waive their subrogation rights against Villa
Vacation Plan Owners. No act or omission by a Villa Vacation Plan Owner will void the insurance
policies. There is no pro-rata reduction in coverage in the event a Villa Vacation Plan Owner has an
individual policy which provides overlapping coverage. Insurance coverage meeting the
requirements set forth in this paragraph will be maintained at all times by the Sponsor.
9. Management Fee. The Sponsor no longer charges a Management Fee but reserves the
right to institute this fee again in the future.
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10. Real Estate Taxes. The amount is based upon an estimated assessed valuation for the
Property (for taxation purposes) as improved. The Township of Middle Smithfield is the assessing
authority for real estate taxes. The East Stroudsburg School District is the assessing authority for
school taxes. The taxes assessed against the Property for 2014 are approximately $2,209,508.
11. TV Cable. Based upon monthly charge for each Villa.
12. Laundry. All housekeeping, office and laundry supplies are estimated based on the
Sponsor's prior experience.
13. Telephone. Each Villa is equipped with a telephone. Telephone service is provided
by Verizon Communications.
14. Total Estimated Income and Expenses. The Sponsor is not required to segregate
monies for any particular Villa or Villas and may spend monies received in payment of Maintenance
Fees for the benefit of one or more of the Villas or Property as needed.
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THIS PLAN HAS BEEN AMENDED
SEE INSIDE COVER
CONTRACTS TO PURCHASE TIMESHARES UNDER THIS OFFERING PLAN MAY BE CANCELLED
BY THE PURCHASER WITHIN SEVEN (7) BUSINESS DAYS OF EXECUTION. SEE PAGE (1).
THIRD AMENDED AND RESTATED TIMESHARE OFFERING PLAN VILLA
VACATION PLAN
THE VILLAS AT FAIRWAY
ROUTE #209 NORTH
BUSHKILL, PENNSYLVANIA 18324
(Monroe County)
Total Cash Amount of Offering (consisting of an estimated 12,792 Unit Weeks in 246 Villas).
*$124,540,870
*This amount reflects sale of 100% of the available 12,792 Unit Weeks, at Purchase Prices
of between $12,700 and $40,075 per Villa Vacation Plan Fee Timeshare Interest allocated
to as many as 246 Units known as Villas of this multi-phase Project. **
**Estimated maximum number of Villas- 470.
Estimated maximum number of Unit Weeks- 24,440.
Name and Address of Sponsor/Selling Agent:
HRP CORP.
a subsidiary of Bushkill Group, Inc.
P.O. Box447
Route 209
Bushkill, Pennsylvania 18324
The approximate date of first Offering of the Plan is August 13, 1992. The date of the
Second Amended and Restated Timeshare Offering Plan (Amendment Num ber 10) is April
16,1999. This Third Amended and Restated Offering Plan may not be used after NOV. 8,
2013 unless such period is extended by Amendment to this Plan duly filed with the
Department of Law of the State of New York. THIS OFFERING INVOLVES A HIGH
DEGREE OFRISK. SEE PAGE 3 FOR A DISCUSSION OF SPECIAL RISK FACTORS.
THIS OFFERING PLAN IS THE SPONSOR'S ENTIRE OFFER TO SELL THESE
TIMESHARE INTERESTS. NEW YORK LAW REQUIRES THE SPONSOR TO
DISCLOSE ALL MATERIAL INFORMATION CONCERNING THE FEE TIMESHARE
INTERESTS DESCRIBED IN THIS PLAN AND TO FILE THIS PLAN WITH THE
NEW YORK STATE DEPARTMENT OF LAW PRIOR TO SELLING OR OFFERING
TO SELL ANY TIMESHARE INTERESTS. FILING WITH THE DEPARTMENT OF
LAW DOES NOT MEAN THAT THE DEPARTMENT OR ANY OTHER
GOVERNMENT AGENCY HAS APPROVED THIS OFFERING.
EXHIBIT B
ESCRO\V AGREEMENT
BET\VEEN
HRP CORP., SPONSOR
AND
VYZAS & ASSOCIATES, P.C. ESCRO\V AGENT
AGREEMENT made this _ _ day of
"
by and among
("PURCHASER"), HRP Corp. ("SPONSOR"), as sponsor of The Villas at Fainvays offering
plan ("Plan") and Vyzas & Associates, P.e. ("ESCROW AGENT").
\VHEREAS, SPONSOR has filed the Offering Plan with the Attorney General to offer
for sale timeshare interests at the premises located at Route 209, Bushkill, Pennsylvania 18324,
subj ect to the terms and conditions set forth in the Plan; and
\VHEREAS, ESCROW AGENT is authorized to act as an escrow agent hereunder in
accordance with New York General Business Law ("GBL") Sections 352-e(2-b), 352-(h) and the
New York Department of Law's regulations promulgated hereunder; and
\VHEREAS, SPONSOR and PURCHASER desire that ESCROW AGENT act as escrow
agent for deposits, down payments, and advances (referred to herein as "Deposit") pursuant to
the terms of this Agreement.
NO\V, THEREFORE, in consideration of the covenants and conditions contained herein
and other good and valuable consideration, the parties hereby agree as follows:
1.
EST ABLISHMENT OF THE ESCRO\V ACCOUNT.
1.1.
ESCRO\V AGENT has established an escrow account for the purpose of holding
the Deposit made by PURCHASER pursuant to that certain Contract for the purchase and sale of
timeshare interests (the "Contract") at Bank of America, located at 205 Montague Street,
Brooklyn, in the State of New York 11201 ("Bank"), a bank authorized to do business in the
State of New York. The escrow account is entitled Vyzas & Associates, P.C. Attorney Escrow
Account (FV) ("Escrow Account"). The account number is 9419041937.
1.2
ESCROW AGENT has designated the following attorneys to serve as signatories:
Vincas M. Vyzas, Esq. All designated signatories are admitted to practice law in the State of
New York.
All of the signatories on the Escrow Account have an address of 241 Kearny Avenue, Kearny,
New Jersey 07032, and a telephone number of201-991-0584.
EXHIBIT C
S;\fonns\NY Escrow Regylalioos and L1ngu:l!;!e\Escrow .~rrC\.'t11c:nI.Fatnl,,~·. IJ-I'M·16 .doo
1.3
ESCROW AGENT and all authorized signatories hereby submit to the
jurisdiction of the State of New York and its Courts for any cause of action arising out of this
Agreement or otherwise concerning the maintenance of or release of the Deposit from escrow.
1.4
Neither ESCROW AGENT nor any authorized signatories on the Escrow Account
are the Sponsor, Selling Agent, Managing Agent (as those terms are defined in the Plan), or any
principal thereof, or have any beneficial interest in any of the foregoing.
1.5
Section 497.
2.
The Escrow Account is an lOLA account established pursuant to Judiciary Law
DEPOSITS INTO THE ESCRO\V ACCOUNT.
2.1
All Deposits received from PURCHASER prior to closing, whether in the form of
checks, drafts, money orders, wire transfers, credit card payments, or other instruments which
identify the payor, shall be placed into the Escrow Account. All instruments to be placed into
the Escrow Account shall be made payable directly to the order of Vyzas & Associates, P.C,
Attorney Escrow Account (FV), as ESCROW AGENT, pursuant to the terms set forth in the
Plan. Any instrument payable to, or endorsed other than as required hereby, and which cannot
be deposited into such Escrow Account, shall be returned to PURCHASER promptly, but in no
event more than five (5) business days following receipt of such instrument by ESCROW
AGENT. In the event of such return ofthe Deposit, the instrument shall be deemed not to have
been delivered to ESCROW AGENT pursuant to the terms of this Agreement.
2.2
ESCROW AGENT is hereby obligated to send a notice of all Deposits
received by ESCROW AGENT to PURCHASER within ten (10) business days of receipt of
same. Such notice shall set forth the Bank, the account number, and the initial interest rate
earned thereon. If the PURCHASER does not receive notice within fifteen (15) business days
after tender of the Deposit, the PURCHASER may cancel the Purchase Agreement within ninety
(90) days after tender of the Deposit. Complaints concerning the failure to honor such
cancellation requests may be referred to the New York State Department of Law, Real Estate
Finance Bureau, 120 Broadway, 23 rd Floor, New York, N.Y. 10271. Rescission shall not be
afforded where proof satisfactory to the Attorney General is submitted establishing that the
Deposit was timely placed in the Escrow Account in accordance with the New York State
Department of Law's regulations concerning the Deposit and requisite notice was timely mailed
to the Purchaser.
3.
RELEASE OF FUNDS
3.1
Under no circumstances shall SPONSOR seek or accept release of the Deposit of
PURCHASER to SPONSOR until after consummation of the Plan, as evidenced by the
acceptance of an effectiveness amendment by the New York State Department of Law.
Consummation of the Plan shall not relieve SPONSOR or ESCROW AGENT of any obligation
to PURCHASER as set forth in GBL §§ 352-e(2-b) and 352-h.
3.2
directed:
ESCROW AGENT shall release the Deposit to PURCHASER or SPONSOR as
S \Forms\.~"Y Escrow R~I::!lions and L:mguaCL".EscrOW AgrMn~1 FairwilY IJ..().1·16.d(l(;:'t
3.2.1 pursuant to terms and conditions set forth
Agreement, upon closing of title to the timeshare interest;
ill
the Contract and this
3.2.2
in a subsequent writing signed by both SPONSOR and PURCHASER; or
3.2.3
by a final, non-appealable order or judgment of a court.
3.3
If Escrow Agent is not directed to release the Deposit pursuant to paragraph 3.2
above, and Escrow Agent receives a request by either SPONSOR or PURCHASER to release the
Deposit, then Escrow Agent must give both the Purchaser and Sponsor prior written notice of not
fewer than thirty (30) days before releasing the Deposit. If Escrow Agent has not received notice
of objection to the release of the Deposit prior to the expiration of the thirty (30) day period, the
Deposit shall be released and Escrow Agent shall provide further written notice to both
PURCHASER and SPONSOR informing them of said release. If Escrow Agent receives a
written notice from either PURCHASER or SPONSOR objecting to the release of the Deposit
within said thirty (30) day period, Escrow Agent shall continue to hold the Deposit until
otherwise directed pursuant to paragraph 3.2 above. Notwithstanding the foregoing, Escrow
Agent shall have the right at any time to deposit the Deposit contained in the Escrow Account
with the Clerk of the county of New York and shall give written notice to both SPONSOR and
PURCHASER of such deposit.
3.4
Sponsor shall not object to the release of the Deposit to:
3.4.1 Purchaser, if Purchaser timely rescinds in accordance with an offer of
rescission contained in the Plan or an Amendment to the Plan; or
3.4.2 Purchaser after an Amendment abandoning the Plan is accepted for filing by
the New York State Department of Law.
4.
RECORDKEEPING.
4.1
ESCROW AGENT shall maintain all records concerning the Escrow Account for
seven years after release of the Deposit.
4.2
Upon the dissolution of the law firm which was ESCROW AGENT, the former
partners or members of the firm shall make appropriate arrangements for the maintenance of
these records by one of the partners or members of the firm or by the successor firm and shall
notify the New York State Department of Law of such transfer.
4.3
ESCROW AGENT shall make available to the Attorney General, upon request,
all books and records of ESCROW AGENT relating to the funds deposited and disbursed
hereunder.
5.
GENERAL OBLIGATIONS OF ESCRO'V AGENT.
5.1
ESCROvV AGENT shall maintain the Escrow Account under its direct
supervision and control.
5.2
A fiduciary relationship shall exist between ESCROW AGENT, and
PURCHASER, and ESCROW AGENT acknowledges its fiduciary and statutory obligations
pursuant to GBL§§ 352(e)(2-b) and 352(h).
5.3
ESCROW AGENT may rely upon any paper or document which may be
submitted to it in connection with its duties under this Agreement and which is believed by
ESCROW AGENT to be genuine and to have been signed or presented by the proper party or
parties and shall have no liability or responsibility with respect to the form, execution or validity
thereof.
6.
RESPONSIBILITIES OF SPONSOR.
6.1
SPONSOR agrees that SPONSOR and its agents, including any selling agents,
shall deliver the Deposit received by them prior to closing of the timeshare interest to a
designated attorney who is a member of or employed by ESCROW AGENT, within two (2)
business days of tender of the Deposit by PURCHASER, using such transmittal forms as
required by ESCRO\V AGENT from time to time.
6.2
SPONSOR agrees that it shall not interfere with ESCROW AGENT'S
performance of its fiduciary duties and statutory obligations as set forth in GBL §§ 352-(e)(2-b)
and 352-(h) and the New York State Department of Law's regulations.
7.
TERl."IINATION OF AGREEMENT.
7.1
This Agreement shall remain in effect unless and until it is canceled by either:
7.1.1 Written notice given by SPONSOR to ESCRO\V AGENT of cancellation
of designation of ESCROW AGENT to act in said capacity, which cancellation shall take effect
only upon the filing of an amendment to the Plan with the Department of Law providing for a
successor escrow agent that meets the requirements set forth in applicable regulations of the New
York State Department of Law. PURCHASER shall be deemed to have consented to such
cancellation;
7.1.2 The resignation of ESCROW AGENT, which shall not take effect until
ESCROW AGENT is replaced by a successor escrow agent that meets the requirements set forth
in applicable regulations of the New York State Department of Law, and notice is given to
PURCHASER of the identity of the successor escrow agent, the Bank in the State of New York
where the Deposit is being held, and the account number therefore.
7.2
Upon termination of the duties of ESCROW AGENT as described in paragraph
7.1.1 or 7.1.2 above, ESCROW AGENT shall deliver the Deposit held by ESCROW AGENT
and the Contract and any other documents maintained by ESCROW AGENT relating to the
Deposit to the successor escrow agent.
8.
SUCCESSORS AND ASSIGNS.
This Agreement shall be binding upon SPONSOR, PURCHASER, and ESCROW
AGENT and their respective successors and assigns.
9.
GOVERNING LA'V.
This Agreement shall be construed in accordance with and governed by the laws of the
State of New York.
10.
ESCRO\V AGENT'S COlVIPENSATION.
Prior to release of the Deposit, ESCROW AGENT'S fees and disbursements shall neither
be paid by SPONSOR from the Deposit nor deducted from the Deposit by any fInancial
institution under any circumstance.
11.
SEVERABILITY.
If any provision of this Agreement or the application thereof to any person or
circumstance is determined to be invalid or unenforceable, the remaining provisions of this
Agreement or the application of such provision to other persons or to other circumstances shall
not be affected thereby and shall be valid and enforceable to the fullest extent permitted by law.
12.
INDEMNIFICATION.
SPONSOR agrees to defend, indemnify and hold ESCROW AGENT harmless from and
against all costs, claims, expenses and damages incurred in connection with or arising out of this
Agreement or the performance or non-performance of ESCROW AGENT'S duties under this
Agreement, except with respect to actions or omissions taken or suffered by ESCROW AGENT
in bad faith or in willful disregard of this Agreement or involving gross negligence of ESCROW
AGENT. This indemnity includes, without limitation, disbursements and attorneys' fees either
paid to retain attorneys or representing the hourly billing rates with respect to legal services
rendered by ESCROvV AGENT to itself.
S:\Fonns\'lY Escrow Rcgui;lUons :.lcll:algU::tgt.'\ESCJ"O\'.' AgrMUc:nt.F:UN!ay. I J..().$... 16 dO('):
13.
ENTIRE AGREEMENT.
This Agreement, read together with GBL §§ 352-e(2-b) and 352-(h) and the New York
State Department of Law's regulations, constitutes the entire agreement between the parties with
respect to the subject matter hereof.
IN \VITNESS \VHEREOF, the undersigned have executed this Agreement as of the day
and year first written above.
ESCRO\V AGENT
VYZAS & ASSOCIATES, P.C.
By:
VINCAS M. VYZAS, ESQ.
SPONSOR
HRPCORP.
By:
Name:
Title:
PURCHASER
[Insert Name]
By:
Name:
Title:
SCHEDULE "C"
AMENITY FEES
FOR OWNERS OF VILLA VACATION PLANS
AT THE VILLAS AT TREE TOPS
COUNTRY CLUB MEMBERSHIP PLAN
Villas Golf Program
•
discount green fees apply
Skiing
•
discounted ski lift tickets to area ski mountains
Snow Tubing
•
discount rates apply
Villas Restaurant Plan
•
•
10% discount at all participating Bushkill Group restaurants exclusive of alcoholic
beverages
special rates on private functions
Bonus Time
•
•
•
discount rates from standard rental price
discount rates for special functions
mid-week special Villa rates.
Horseback Riding
•
10% discount off public rate.
Bumper Boats
•
10% discount off public rate.
CanoeinglKayaking
•
10% discount off public rate.
Bicycles
•
10% discount off public rate.
Paintball
•
10% discount off public rate.
EXHIBITD
S:IVV CasesIVV Files\vMV Files\V MV-2383 Tree TopslSchedule C.l3-12-3I.doc
SCHEDULE "D" - RESORT FACILITIES
CURRENT PUBLIC RATES
(FOR MEMBER DISCOUNTS REFER TO AlVIENITY FEES AT EXHIBIT B)
Onsite - X
Nearbv-N
Facilitv
Charges
Explanation
Arts & Crafts
Varies
($1.00 -$10.00)
Check daily
activity schedule
Bumper Boats
Varies
X
Basketball Courts
Free
X
Bicycles
Varies
Seasonal
N
CanoeinglKayaking
Varies
Seasonal
N
Check daily
activity schedule
X
License required
X
Children's Activities Varies
Fishing
Free
Golf (18 hole)
$39 weekdays before 12:00 P.M.
$33 weekdays 12:00 P.M. to 2:00 P.M.
$29 weekdays after 2:00 P.M.
$49 weekends before 12:00 P.M.
$41 weekends 12:00 P.M. to 2:00 P.M.
$37 weekends after 2:00 P.M.
(All charges include cart rental fee)
Golf Carts
Included in Golf fees above
Golf Pro Shop
X
X
**
Hours vary
X
X
Hiking Trails
Free
N
Horseback Riding
Varies
X
Massage
Varies
X
Miniature Golf
$3/person
X
Paintball
Varies
X
Playground
Free
X
Ski Areas - (Major)
Varies
N
EXHIBIT E
SCHEDULE "D" - RESORT FACILITIES (Cont'd)
CURRENT PUBLIC RATES
(FOR MEMBER DISCOUNTS REFER TO AMENITY FEES AT EXHIBIT B)
Onsite - X
Facility
Charges
Explanation
Snowtubing
$19/4 hr. Evening Monday & Thursday
$2814 hr. Evening Friday
$2914 hr. Evening Saturday & Holidays
$2813 hr. Evening Sunday & Holidays
$26/2 hr. Daylight Sat., Sun. & Holidays
$9/person Tiny Tot Play Area
SeasonallWeather
Permitting
Snowtubing Shop
All Season Tubing
Ropes Courses
Nearbv - N
X
X
Seasonal/Weather
Permitting
X
(Summer)
$21/2 hr. Monday through Friday
$2912 hr. vVeekends & Holidays
X
(Fall)
$21/3 hr. Monday, Thursday & Friday
$2012 hr. vVeekends & Holidays
X
(Prime Season - June through August)
$44/2 hr. daily
x
(Swing Season - April, May, September,
October)
$4212 hr. Evenings & vVeekends
X
(Late Season - March, November &
December)
$40/2hr. vVeekends
x
X
Zip Lines
(Same Season as Ropes Course)
$15/2 runs
$1011 run
Swimming
Free
Indoor and Outdoor
x
Tennis Courts
Free
Outdoor
x
Trips & Tours
Varies
Check daily activity
schedule
x
Video Arcade
50¢ and up
x
Volleyball
Free
x
* Valid membership card or monetary deposit required.
**Must be 16 years of age and show a valid driver's license.
S ' VV Cases VV Flies
V~·!V Files'V)'!v-~3S3
Tree Tops Schedule D 13-12-31.00<
PLEASE INCLUDE A BLANK, VOIDED CHECK
AUTHORIZATION FOR AUTOMATIC DEBIT
OF FUNDS FROM CHECKING/STATEMENT SAVINGS
ACCOUNT
TO: BUSHKILL GROUP, INC.
As a convenience to me/us, the undersigned authorizes you to charge my/our checking/statement account
(circle appropriate account)
number
------------------------in the narne(s) of --------------------------------------and/or
whose ABAiRT number is
------------------------
at
(bank name)
(
)(bank
- phone
- -number)
--------
(bank address)
(bank address)
for the sum and purpose indicated below. I1we understand the deduction will automatically be made on the
date indicated during the period of time in which this authorization remains in effect. This authorization will
remain in effect until revoked by me/us in writing and until you actually receive such notice. I further
.00 % if I/we revoke or do not provide the
understand my interest rate of .00 % will be increased to
necessary information to continue automatic monthly deductions from my/our checking/statement savings
account until my/our loan is paid in full.
The undersigned agree that your treatment of each debit, and your rights in respect to it , shall be the same
as if it were signed personally by me/us. The undersigned further agree that if any checks are dishonored due to
this debit of funds, you shall be under no liability whatsoever. I/we further agree sufficient funds will be maintained in aforementioned account to cover below sum.
$.00
for payment on Installment Loan Account. Payments to be made on the
00
of each month for the period of
0
months or until the total amount of
$.00
is paid.
(term)
(total amount of loan)
Date
First Payment Due Date
Customer(s) ________________________
S ignarure(s)
Address
------------------------------
---------------------------------
Phone # (Home).....(..:....)_ _ _ _ _ _ _ _ _ _ __
(Work)
-'-(o!....)_ _ _ _ _ _ _ _ __
POOOOI63
EXHIBIT 'F
LoanD
-------------------------------
Membership # _______________
CERTIFICATION OF OFFEROR Al"D PRINCIPALS
CONCERl'l"ING DIGITAL COPIES
We are the Offeror and principals of the Offeror of the Plan for The Villas at Fairway, Route 209
North, Bushkill, Pennsylvania 18324, Department of Law File Number: T88-0005 ("Plan") ..
We understand that we have primary responsibility for compliance \vith the provisions of Article
23-A of the General Business Law, the regulations promulgated by the Department of Law in
Part 24 of Title 13 of the New York Code of Rules and Regulations and such other laws and
regulations as may be applicable.
We have read the Plan [as amended to date]. We hereby jointly and severally certify that any
Digital Copy of the Plan andlor Amendments thereto to be distributed by us or on our behalf will
be identical in content to the Paper Copy of the Plan andlor Amendments thereto as accepted for
filing by the Department of Law. The terrns "Paper Copy" and "Digital Copy" shall have the
meanings ascribed to such terms in the Department of Law's Cooperative Policy Statement #10.
This certification is made under penalty of perjury for the benefit of all persons to \vhom the
offer under the Plan is made. We understand that violations are subject to the civil and criminal
penalties of the General Business La1,y 8J.1.d Penal Law.
HRP Corp.
By:
)
S\yom to before me this J:;./k
day of 1>-C{&y\~""""-' . 2013
//\/\
\V. "~drew \~{~rtllington
President
\}-
~/~ L
~~ (t- ~=Z::=
NOTARY PUBLIC
Vl
S\vorn to before me this 12K
day of t>c' {{ .... k,..- , 2013
~/!v&--
NOT MY PUBLIC
EXHIBIT G
.~~Thomas V. Casale
Principal of Sponsor
Sworn to before me this
~.r­
day of
(r
,2013
pUt'''''
I
NOTARY PUBLIC
Jos~g~
Sworn to..before me this I g~
day of 1/( (e"",~ ,2013
Principal of Sponsor
$-J~
NOT ARY PUBLIC
/i0.. i?£bt4il; ~/V!W\
i
Gina Bertucci-Turner
Principal of Sponsor
r
Sworn to before me this I rf,...
day of be (e."... ~ ,20l3
~!~
NOT ARY PUBLIC
Mark S. Turner
Principal of Sponsor
Sworn to before me this I ff1day of be rc .... ~, 2013
~~
NdTARY PUBLIC
COMMONWEALTH OF PENNSYLVANIA
Notilrlal Seal
I<imberia K. Stein, Notmy Public
Middle Smithfield Twp., Monroe Counly
My Commission Expires June 17, 2016
COMMONWEALTH OF PENNSYLVANIA
Notarial Seal
Klmberla K. Stein, NotillY Public
Middle Smlthrteld TV/p., Monroe County
My Commission Expires June 17, 2016
MEMocn. PENNSYlVANIA ASSOCIATION OF NOTMIES
MEMBER. PENNSYI.VANIAASSOCIATION OF NOTARIeS
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ELECTION FORM TO RECEIVE
A DIGITAL COPY OR A PAPER COPY FOR
The Villas at Fairway
Route 209 North
Bushkill, PA 18324
File No. T-88-0005
The undersigned is/are (check and complete as applicable):
The prospective purchaser or purchaser under an agreement to purchase a
Timeshare Interest ("Purchaser").
The owner of Timeshare Interest in the Property ("Owner").
A tenant in occupancy of an apartment in the Property being converted from
rental to condominium or cooperative ownership ("Tenant").
If there are multiple parties comprising the Purchaser, Owner or Tenant of if Purchaser, Owner
or Tenant is an entity, the undersigned represents that the undersigned is the authorized signatory
for all such multiple parties or such entity, as applicable.
Check the appropriate box [ONLY ONE BOX MAY BE CHECKED]:
The undersigned (if a Purchaser) hereby elects to receive a Digital Copy of the
offering plan for the Property ("Plan") [as amended to date] [[and] [but not]] all future
amendments to the Plan in digital format via letter containing URL. The undersigned (if an
Owner or Tenant) hereby elects to receive Digital Copies of Amendment to the Plan. The
undersigned understands that the Digital Copy may not be fully searchable, and that Offeror may
change the format or medium of future Digital Copies upon 30 days' prior written notice.
The undersigned (if a Purchaser at the Property) hereby elects to receive a Paper
Copy ofthe Plan as amended to date and Paper Copies of all future amendments to the Plan. The
undersigned (if an Owner or Tenant at the Property) hereby elects to receive Paper Copies of all
future amendments to the Plan.
If the undersigned has elected to receive Digital Copies of the Plan or Amendments, the
undersigned acknowledges having read the Instructions attached to this Election Form, including
the system requirements for the Digital Copy provided by the Offeror. The undersigned
understands that neither Offeror nor the principals of Offeror shall be responsible for any
incompatibility of any Digital Copies with the undersigned's digital device, computer, operating
system, or software and that neither Offeror nor the principals of Offeror shall be liable for any
corruption of, or defect in, the Digital Copies the undersigned may receive.
EXHIBIT H
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Dated: _ __ _, 2013
Dated: _ _ __ " 2013
Signature of Offeree
Signature of Offeree
Printed Name of Offeree
Printed Name of Offeree
Mailing Address of Offeree
Mailing Address of Offeree
Telephone Number of Offeree
Telephone Number of Offeree
Email Address of Offeree
Email Address of Offeree