Platinum Club Rewards - Terms & Conditions

PLATINUM CLUB REWARDS PROGRAM

REAL ESTATE PROFESSIONAL INCENTIVE PROGRAM

PLEASE READ CAREFULLY.

By enrolling in the Platinum Club Rewards Program, you acknowledge that you have read all of these TERMS AND CONDITIONS, understand them, and agree to be bound by them.

Failure to abide by these TERMS AND CONDITIONS will result in termination of your membership and revocation of any and all points or rewards earned pursuant to participation in the Platinum Club Rewards Program.

A. Overview of the Platinum Club Rewards Program
The Platinum Club Rewards Program (the "Program") is a reward program sponsored by NNP - Looper Lake, LLC (“Sterling”) and NNP II – Windermere, LLC (“Windermere”), located at 7004 Lake Sterling Boulevard, Flowery Branch, GA 30542 (collectively, Windermere and Sterling are referred to herein as “Sponsor”), through which individuals licensed as sales persons or brokers under the Georgia Real Estate license law can enroll and thereby become members of the Program (“Members”) eligible to earn incentive points (“Points”) which can be redeemed for rewards ("Rewards"). Points are earned through participation in sponsored and other events, as more particularly described on the Sponsor websites at www.discoverwindermere.com and www.sterlingonthelake.com (collectively, “Sponsor Websites”). Rewards opportunities will be periodically updated throughout the term of the Program at the Sponsor Websites.

B. Eligibility

The Program is open only to persons licensed as sales persons or brokers under the Georgia Real Estate license law (“Real Estate Professional(s)”) who are eighteen (18) years of age or older and legal residents of the United States (including the District of Columbia). Employees, contractors, or agents (as well as any of their immediate family or domestic partners), of Sponsors, Newland Communities, LLC or their affiliated companies (collectively “Newland”), are not eligible to participate.
Enrollment in the Program constitutes the Member's full and unconditional agreement to these Terms and Conditions as well as to any further conditions imposed by operation of the Program (rewards opportunities and redemption opportunities) as more particularly described at the Sponsor Websites.
By enrolling in the Program, Member hereby warrants and represents that Member will fully disclose his or her participation in the Program to any client Member represents, or to any party to a real estate transaction in which the Member is involved, now or in the future (for as long as Member participates in the Program), and further that Member will provide such client and/or party a copy of these Terms and Conditions. In addition, Member states and warrants that participation in the Program does not violate any policies or conditions, or the provisions of any agreement, applicable to the relationship (agency or otherwise) between Member and any client Member represents or will represent during participation in the Program.
Member further warrants and represents that Member has obtained the consent of the broker/agency with which Member is associated prior to enrollment in the Program, and that Member’s acceptance and/or redemption of any reward hereunder is subject to any agreement Member may have with such broker/agency and any relevant state or federal laws applicable to receipt of third-party or other incentives as provided for hereunder.
With regard to Member’s participation in the Program, and warranties and representations made with regard to his/her participation, Member agrees to comply with all applicable federal, state, and local laws, rules and regulations including, without limitation, fair housing laws, federal and state laws regulating the advertising and sale of subdivided land, telemarketing, and unsolicited email, disclosure laws, and other consumer protection laws. Member acknowledges that the communities are not presently registered for sale under any federal or state laws regulating the advertising or sale of subdivided land.

C. Duration of Program
The Program commences May 8, 2007 at 4:00pm EDT and will conclude on December 31, 2008 at 11:59pm EDT (the “Point Accumulation Period”), unless the Program is earlier terminated pursuant to paragraph F. below. Following successful enrollment, Members may earn Points during the Point Accumulation Period solely as provided for at the Sponsor Websites, which Points must be redeemed for Rewards no later than March 31, 2009 at 11:59 p.m (the “Program Redemption Period”). Accumulation and redemption of Points must be in accordance with these Terms and Conditions as well as those set forth at the Sponsor Websites.

D. Enrolling in the Program
An eligible Real Estate Professional, or Validated Team as defined below, may enroll in the Program at any time during the Point Accumulation Period, by registering at the Sponsor Websites. All such enrollment forms become the exclusive property of the Sponsor, and none will be acknowledged or returned. Upon successful enrollment into the Program, a Real Estate Professional, or a Validated Team, shall be considered a Member. There is a limit of one (1) membership per Real Estate Professional (or Validated Team). A Real Estate Professional may not join the Program both as a single member and as a member of a Validated Team. Subsequent applications will be void. A Validated Team is subject to the General Terms and Conditions related to a “Validated Team”, as described in Section G. 3. below.

E. Program Rewards
Members shall be entitled to earn Rewards described in the Listing of Rewards (“Listing”), which can be found at the Sponsor Websites. The Listing will include terms by which Members can earn, accumulate, and redeem Points for Rewards, including the amount of use, duration of use, frequency of use, and other limitations on the use or redemption of Points. Members shall have no entitlement to Rewards beyond the terms set forth in the Listing Rewards which shall be determined by Sponsor in its sole discretion. No cash or other substitution may be made, except by Sponsor, who reserves the right to remove a Reward from the Program, or substitute a Reward with another Reward, as determined by Sponsor in its sole discretion. The Listing may be revised or updated at any time prior to the conclusion of the Program Redemption Period. Rewards are not transferable or refundable and must be accepted as provided. Any rights to Rewards that Members may have expire at the end of the Program Redemption Period. Members are responsible for the payment of all local, state, and federal taxes that may result from the Reward(s) received as part of the Program.

F. Modifications and Termination of the Program
Sponsor reserves the right to cancel, suspend, or modify the Program or any of its Terms and Conditions set forth herein - including, but not limited to, the Point Accumulation Period, the Program Redemption Period, Rewards and their terms in the Listing, and any other option made available to Members - at any time, with or without notice, even though these changes may affect a Member’s ability to obtain Rewards. A Member’s continued participation in the Program constitutes the Member’s acceptance of any changes to these Terms and Conditions, changes to which will be available at Sponsor Websites.

G. Miscellaneous Terms and Conditions

To learn how the personal information collected in connection with the Program may be used, individuals should read Sponsor's Privacy Policy which is available at Sponsor Websites. The terms of Sponsor’s Privacy Policy may change at any time and are incorporated herein by reference.
Sponsor reserves the right to discontinue the Program membership of any Member who engages in any fraudulent activity or conducts activities in a manner inconsistent with these Terms and Conditions or with any federal or state laws, rules, or regulations. Discontinued membership will result in the loss of all Rewards Points and their associated benefits. In addition to termination of participation privileges, Sponsor shall have the right to take appropriate administrative and/or legal action, including criminal prosecution, as it deems necessary in its sole discretion.
Participation is available only to Real Estate Professionals, including the employees of corporations, associations, or other groups. Corporations, associations, or other groups may not participate in the Program. No individual or company shall direct, encourage, or allow individuals to use a single membership in the Program for the purpose of accumulating Rewards Points for combined use. Notwithstanding the foregoing, Validated Teams may participate as single Members. A “Validated Team” shall mean two or more Real Estate Professionals (“Team Members”) who provide proof that not less than 90% of all real estate closings completed by the Team Members for the twelve month period immediately prior to such Validated Team’s enrollment in the Program. were completed by the Team Members working together and sharing in the commissions paid with regard to such closings. Items such as closing documents, income tax returns, business cards, yard signs, etc., provided by the Team Members will be considered for validation of the team. The decision regarding validation of a team shall be within Sponsor’s sole discretion. A Validated Team will be considered one Member for purposes of point accumulation and redemption, and such Team will have no greater opportunity to earn Points than would a solo Member. The Members of the Validated Team agree to share Rewards in accordance with any agreement in place between individuals in such team. Distribution of Rewards to one individual in a Validated Team shall be considered distribution to all individuals in a Validated Team. Sponsor shall not be liable to any individual in a Validated Team for full or partial Reward once Sponsor has delivered a Reward to any individual in that Validated Team.
Sponsor is not responsible for any incorrect or inaccurate information supplied by any Member during Member’s participation in the Program.
All questions or disputes regarding eligibility for the Program, earning or redemption of Points or Rewards, or a Member’s compliance with these Terms and Conditions will be resolved by Sponsor in its sole discretion.

H. Limitation of Liability
By participating in the Program, Member agrees to release, indemnify, and hold harmless the Sponsor and/or Newland and their respective officers, directors, employees, contractors, and agents (collectively, the “Released Parties”) from and against any and all claims or causes of action arising out of membership in the Program, Members’ failure to comply with these Terms and Conditions, or receipt or use of any Reward or other substituted Reward, including, but not limited to: (a) unauthorized human intervention in the Program; (b) printing errors; (c) errors in the administration of the Program or the processing of entries; (d) injury or damage to persons or property which may be caused, directly or indirectly, in whole or in part, from Member’s participation in the Program or receipt or use of any Reward, or (e) failure to comply with any federal or state laws, rules or regulations, or the terms of any agreement to which Member is a party .

By participating in the Program, the Member acknowledges that technical processing and transmission of the Sponsor Websites may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices. Sponsor is not responsible for incorrect or inaccurate transcription of information, for problems related to any of the equipment or programming associated with the Program or used by the Member, for any human error, for any interruption, deletion, omission, defect, or line failure of any telephone network or electronic transmission, for problems relating to computer equipment, software, inability to access the Websites or on-line service, or for any other technical or non-technical error or malfunction.
UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL SPONSOR, NEWLAND, THEIR AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, SUCCESSORS, ASSIGNS, AND SERVICE PROVIDERS BE LIABLE HEREUNDER FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE PROGRAM OR MERCHANDISE OFFERED THROUGH THE PROGRAM, EVEN IF ANY OR ALL OF THE FOREGOING OR ANY OF THEIR AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BY PARTICIPATING IN THE PROGRAM, A MEMBER WAIVES ANY AND ALL RIGHTS TO BRING ANY CLAIM OR ACTION RELATED TO SUCH MATTERS IN ANY FORUM BEYOND ONE (1) YEAR AFTER THE FIRST OCCURRENCE OF THE KIND OF ACT, EVENT, CONDITION, OR OMISSION UPON WHICH THE CLAIM OR ACTION IS BASED.
TO THE FULLEST EXTENT ALLOWABLE BY LAW, AND UNLESS SPONSOR AGREES OTHERWISE IN WRITING, ALL THIRD PARTY MERCHANDISE IS PROVIDED "AS IS" WITHOUT ANY WARRANTY WHATSOEVER FROM SPONSOR, AND SPONSOR SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE MERCHANDISE OFFERED THROUGH THE PROGRAM INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. Members agree to rely solely on the manufacturers' warranties, if any, for any merchandise redeemed through the Program, and to the extent any problem or liability arises from a third party product, the Member agrees to seek recourse solely from the applicable third party vendor and not Sponsor.
Sponsor shall not be held liable or responsible to the Member for failure or delay in fulfilling or performing any obligations in these Terms and Conditions to the extent and for so long as such failure or delay is caused by or results from causes beyond Sponsor's reasonable control.

I. Disputes

As a condition of participating in this Program, Member agrees that (1) any and all disputes, claims, and causes of action arising out of or connected with this Program, or any Rewards obtained through the Program, shall be resolved individually, without resort to any form of class action, and exclusively by the United States District Court for the Southern District of California or the appropriate California State Court located in San Diego County, California U.S.A.; (2) any and all claims, judgments, and rewards shall be limited to actual out-of-pocket costs incurred, including costs associated with participating in this Program, but in no event attorneys' fees; and (3) under no circumstances will Member be permitted to seek recovery for, and Member hereby waives all rights to claim, punitive, incidental, and consequential damages and any other damages, other than for actual out-of-pocket expenses, and waives any and all rights to have damages multiplied or otherwise increased.
All issues and questions concerning the construction, validity, interpretation, and enforceability of the Terms and Conditions, or the rights and obligations of Member and Sponsor in connection with the Program, shall be governed by, and construed in accordance with, the laws of the State of California, without giving effect to any choice of law or conflict of law rules or provisions (whether of the State of California, or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of California.

J. Integration & Severability
These Terms and Conditions, as well as the Listing of Rewards and conditions set forth at the Sponsor Websites for accumulation or redemption of Points, constitute the entire agreement between Sponsor and Members pertaining to the subject matter hereof and supersedes all prior or other arrangements, understandings, negotiations and discussions, whether oral or written. Failure to enforce any of the provisions of these Terms and Conditions shall not be deemed to be a waiver of those provisions. If any provision of these Terms and Conditions is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of these Terms and Conditions, which will otherwise remain in full force and effect.

K. Disclaimers

Homes within the Windermere and Sterling on the Lake communities are constructed and sold by builders not affiliated with Newland. Newland does not guarantee or warrant the obligations of, or construction by, such builders, or the availability or pricing of homes.
Any amounts paid pursuant to this Program do not affect or reflect any commissions otherwise due and payable by the builders of homes in the Windermere and Sterling on the Lake communities to Real Estate Professionals as a result of the purchase and sale of homes in these communities.
Nothing herein shall authorize any person to offer to sell, nor solicit offers to buy, real estate in the Windermere and Sterling on the Lake communities to residents of Connecticut, Florida, Hawaii, Idaho, Illinois, New York, New Jersey, and Oregon or in any jurisdiction where prohibited by law.