State of Utah Property Report - WorldMark by Wyndham · orlando fl 32819 ] property report] no. ret...

State of Utah Property Report

Revised: June 1, 2010

DIVISION OF REAL ESTATESTATE OF UTAH

DEANNA SABEY, DIRECTOR

IN THE MATTER OF THE APPLICATION OF: ]

WYNDHAM RESORT DEVELOPMENT CORP ] 8427 SOUTHPARK CIRCLE ] ORLANDO FL 32819 ] PROPERTY REPORT

] NO. RET 97-12-01]

FOR A REGISTRATION TO OFFER ] TIMESHARE INTERESTS IN: ] EFFECTIVE DATE: JUNE 1, 2010

]WORLDMARK, THE CLUB ] EXPIRATION DATE: MAY 31, 2011A MULTI SITE PROGRAM ]_________________________________________]

BUYER MUST SIGN THAT HE HAS RECEIVED AND READ THIS REPORTPROSPECTIVE PURCHASERS ARE URGED TO VISIT AND INSPECT THE PROPERTY BEFORE ENTERINGINTO ANY BINDING AGREEMENT TO PURCHASE. THE PURCHASER SHOULD ASCERTAIN FOR HIMSELFWHETHER OR NOT THE PROPERTY MEETS HIS PERSONAL REQUIREMENTS AND EXPECTATIONS.PURCHASER SHOULD BE PARTICULARLY AWARE OF ISSUES SUCH AS:

- PURCHASERS WILL NOT RECEIVE A DEED OF OWNERSHIP TO ANY REAL ESTATE, THEPROGRAM RETAINS OWNERSHIP OF ALL REAL ESTATE INTERESTS.- PURCHASERS ARE OBLIGATED TO PAY FEES AND ASSESSMENTS RELATED TO THEOPERATION OF THE PLAN. REVIEW THE PROPERTY REPORT FOR AN ESTIMATE OF THESECOSTS.- THE PROGRAM INCLUDES A VARIETY OF LOCATIONS AND PROPERTY TYPES, WHICH ARESUBJECT TO USE/RESERVATIONS RULES OF THE PROGRAM. THERE IS NO GUARANTEETHAT YOU WILL BE ABLE TO USE THE SPECIFIC LOCATIONS AND TIME YOU DESIRE.

DO NOT PURCHASE ANY TIMESHARE JUST FOR THE BENEFITS DERIVED FROM USE EXCHANGEPROGRAMS. THERE IS NO GUARANTEE OF THE CONTINUANCE, PERMANENCY OR SITE AVAILABILITYOF SUCH PROGRAMS.

SEEK PROFESSIONAL ADVICE IF QUESTIONS ARISE REGARDING THESE MATTERS.

ALL TERMS OF PURCHASE AND OTHER PROMISES SHOULD BE IN WRITING.

PURCHASERS WHO BUY ON SPECULATION SHOULD BE ADVISED THAT THE RESALE MAY NOT PRODUCEA PROFIT AS THE ORIGINAL COST INCLUDES PROMOTIONAL, ADVERTISING, AND SALES COMMISSIONCOSTS.

PURCHASERS RIGHT TO CANCEL: "YOU MAY CANCEL THIS AGREEMENT WITHOUT ANY CANCELLATIONFEE OR OTHER PENALTY BY HAND DELIVERING OR SENDING BY CERTIFIED MAIL WRITTEN NOTICEOF CANCELLATION TO THE DEVELOPER. THE NOTICE MUST BE DELIVERED OR POSTMARKED BYMIDNIGHT OF THE FIFTH CALENDAR DAY FOLLOWING THE DAY ON WHICH THE AGREEMENT IS SIGNED.IN COMPUTING THE NUMBER OF CALENDAR DAYS, THE DAY ON WHICH THE CONTRACT IS SIGNED ANDLEGAL HOLIDAYS ARE NOT INCLUDED." (57-19-12, UTAH CODE)

UTAH STATE PROPERTY REPORT DISCLAIMERTHIS PROPERTY REPORT IS FOR INFORMATION PURPOSES ONLY. THE UTAH DEPARTMENT OFCOMMERCE, DIVISION OF REAL ESTATE, HAS NEITHER APPROVED NOR DISAPPROVED THE MERITSOF THIS OFFERING. THE DEVELOPER IS RESPONSIBLE FOR THE ACCURACY AND COMPLETENESS OFSTATEMENTS CONTAINED HEREIN. FOR FURTHER INFORMATION CONTACT: DIVISION OF REALESTATE, 160 E. 300 S., PO BOX 146711 SALT LAKE CITY, UT 84114-6711 (801-530-6747).

WORLDMARK, THE CLUB (Name of TIMESHARE Development)

A MULTI LOCATION TIMESHARE PROJECT (Location)

This Report is registered and provided in compliance with Utah Annotated Section 57-19-1, et. seq. Registration with the Utah Division of Real Estate does not constitute a recommendation or endorsement of any timeshare project. The purchaser is encouraged to carefully read this report. If the developer or its representative make claims which contradict or otherwise do not agree with the information contained herein, please contact:

DEPARTMENT OF COMMERCE DIVISION OF REAL ESTATE

PO BOX 146711 SALT LAKE CITY, UT 84114-6711

Section 1 - Location of Resorts

Section 2 - Interests to be Offered

Section 3 - Vacation Owner Program

Section 4 - External Exchange

Section 5 - Management and Operation

Section 6 - Maintenance and Operating Expense

Section 7 - Taxes

Section 8 - Purchase Money Handling and Conditions of Sale

Section 9 - Documents to be Provided to You

Section 10 - Developer

Section 11 - Other

Section 12 - Receipt of Property Report

Effective Date: June 1, 2006 Revised Date: June 1, 2010 Expiration Date: May 31, 2011

of 39

INTERESTS TO BE OFFERED AND LOCATION OF RESORT

Wyndham Resort Development Corporation f/k/a Trendwest Resorts, Inc., an Oregon corporation (“WRDC”) (the "Sponsor"), operates as WorldMark by Wyndham, and is permitted to offer for sale a total of 3,238,343,000 Vacation Credits, which are described below. This project is a common-interest subdivision of the type referred to as a vacation ownership club. The program includes six thousand three hundred sixty-six (6,366) vacation units at eighty-two (82) separate resorts in seventy-one (71) different locations. These Vacation Credits are allocated to the following units:

SECTION 1

LOCATION OF RESORTS

All square footage figures are approximate. Some units may have limited kitchen, recreational and/or parking facilities. Please contact the Vacation Planning Center for details. Units may be used by the Developer for sales and marketing purposes, and will not be available for reservations during such time. There may or may not be security services provided at the WorldMark Resorts. Any security services that are provided may be temporary. If you are concerned about the level of security provided presently, or what is planned for the future, please contact Owner Services at 1-888-648-7363.

ANAHEIM, CA

UNITS: 201-207, 209, 211, 213, 301-321, 401-405, 407, 409, 411-421, 501-521, 601-621, 701-721, 801-821, 901-920, 1001-1020, 1101-1120, 1201-1220, 1301-1310, 1312-1313, 1315, 1401-

1409, 1411

WorldMark, The Club at Anaheim is located at 201 West Katella Avenue, Anaheim, California, and comes under the taxing authority of Orange County, California. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 11 studio/.75-bath to one-bath units that are 385 square feet; 70 one-bedroom/.75 to one-bath units ranging from 636 to 747 square feet; 133 two-bedroom/1.75-bath to two-bath units ranging from 900 to 1,063 square feet; 11 three-bedroom/1.75-bath to two-bath units that are 1,305 square feet; 4 two-bedroom/1.75-bath to two-bath presidential units ranging from 1,276 to 1,634 square feet; 3 three-bedroom/three-bath presidential units ranging from 1,775 to 1,811 square feet; 4 four-bedroom/3.75-bath to four-bath presidential units ranging from 2,343 to 2,844 square feet. (236 Units Total)

of 39

ANGELS CAMP, CA UNITS: 100-299

WorldMark, The Club at Angels Camp is located at 123 Selkirk Ranch Road, Angels Camp, California, and comes under the taxing authority of Calaveras County, California. WRDC has purchased and vested in WorldMark, The Club fee title to the property free from any monetary debt encumbrance. WorldMark, The Club owns 68 one-bedroom/one-bath units that are 792 square feet; 111 two-bedroom/two-bath units ranging from 1,081 to 1,127 square feet; 14 three-bedroom/two-bath units that are 1,356 square feet; 3 two-bedroom/two-bath penthouse units that are 1,116 square feet; and 4 three-bedroom/three-bath penthouse units that are 1,641 square feet. (200 Units Total)

THE BEACHCOMBER, CA UNITS: 101-110, 201-210

The Beachcomber is located at 100 Ocean View Avenue, Pismo Beach, California, and comes under the taxing authority of San Luis Obispo County, California. WRDC has purchased and vested in WorldMark, The Club fee title to these units and to the lot where the Units are located, and easements to use the common area (land), free from any monetary debt encumbrance. WorldMark, The Club owns 20 one-bedroom/one-bath units ranging from 550 to 755 square feet. (20 Units Total)

BEAR LAKE, UT UNITS: 5101-5106, 5121-5124, 5201-5206, 5221-5224, 5301-5306, 5321-5324, 5401-5406,

5421-5424, 5501-5506, 5521-5524, 5601-5606, 5621-5624

WorldMark, The Club at Bear Lake is located at 344 W. Harbor Village West Drive, Garden City, Utah, and comes under the taxing authority of Rich County, Utah. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common area, free from any monetary debt encumbrance. WorldMark, The Club owns 24 one-bedroom/one-bath units that are 817 square feet; 24 two-bedroom/1.75 to two-bath units ranging from 1,143 to 1,227 square feet; 8 three-bedroom/two-bath units ranging from 1,551 to 1,606 square feet; and 4 three-bedroom/two-bath penthouse units that are 1,606 square feet. (60 Units Total)

of 39

BIG BEAR LAKE, CA

UNITS: 101, 104-164, 201-206, 208-217, 220-227, 229, 230, 233-250, 253-264

WorldMark, The Club at Big Bear Lake is located at 240 Starvation Flats Road, Big Bear, California, and comes under the taxing authority of San Bernardino County, California. WRDC has purchased and vested in WorldMark, The Club fee title to these units, and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 8 studio/one-bath units that are 600 square feet; 10 one-bedroom/one-bath suites ranging from 616 to 762 square feet; 28 one-bedroom/one-bath units that are 855 square feet; 68 two-bedroom/1.75 to two-bath units that are 1,047 square feet; and 4 three-bedroom/two-bath units ranging from 1,290 to 1,335 square feet. (118 Units Total)

BISON RANCH, AZ UNITS: 102-112, 201-212

WorldMark, The Club at Bison Ranch is located at 2729 Bison Ranch Trail, Overgaard, Arizona, and comes under the taxing authority of Navajo County, Arizona. WRDC has purchased and vested in WorldMark, The Club fee title to these units, and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 1 one-bedroom/one-bath unit that is 959 square feet; 22 two-bedroom/1.75 to two-bath units ranging from 1,087 to 1,225 square feet. (23 Units Total)

BISONTOWN I, AZ UNITS: R213-R 230

WorldMark, The Club at Bisontown I is located at 2729 Bison Ranch Trail, Overgaard, Arizona, and comes under the taxing authority of Navajo County, Arizona. WRDC has purchased and vested in WorldMark, The Club fee title to these units, and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 18 two-bedroom/1.75-bath units ranging from 1,102 to 1,147 square feet. (18 Units Total)

BRANSON, MO UNITS: 101-127, 201-204, 206-227, 301-327

Branson is located at 2794 Fall Creek Road, Branson, Missouri, and comes under the taxing authority of Taney County, Missouri.

of 39

WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 15 one-bedroom/one-bath units that are 803 square feet; 48 two-bedroom/two-bath units ranging from 1,084 to 1,099 square feet; 5 three-bedroom/two-bath units ranging from 1,313 to 1,315 square feet; 8 two-bedroom/two-bath penthouse units ranging from 1,259 to 1,266 square feet; and 4 three-bedroom/three-bath penthouse units ranging from 1,595 to 1,601 square feet. (80 Units Total)

CAMLIN, WA UNITS: 201-210, 301-310, 316-318, 401-410, 416-418, 501-510, 601-610, 701-710, 801-810,

901-910, 1007-1010, 1102-1105 WorldMark Camlin is located at 1619 9th Avenue, Seattle, Washington, and comes under the taxing authority of King County, Washington. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 28 studio/.75-bath units ranging from 258 to 353 square feet; 4 studio plus/.75-bath units that are 376 square feet; 57 one-bedroom/.75-bath units that are 428 and 595 square feet; 1 two-bedroom/1.75-bath unit that is 810 square feet; 1 two-bedroom/2.75-bath unit that is 749 square feet; and 3 two-bedroom/1.75-bath penthouse units ranging from 810 to 949 square feet. (94 Units Total)

THE CANADIAN, CANADA STRATA LOTS: 133, 135-175

WorldMark, The Club at The Canadian is located at 1080 Hornby Street, Vancouver, British Columbia, Canada, and comes under the taxing authority of the City of Vancouver, British Columbia, Canada. WRDC has purchased and vested fee title to the units and an undivided fee interest in the common area in a trust for the benefit of WorldMark, The Club, free from any monetary debt encumbrance. WorldMark, The Club has 20 one-bedroom/one-bath compact units ranging from 550 to 603 square feet; and 22 two-bedroom/1.75-bath compact units ranging from 752 to 861 square feet. (42 Units Total)

of 39

CANMORE, ALBERTA, CANADA

UNITS: 209, 211, 212, 301-305, 307, 309-312, 314, 316, 318, 320, 322, 324, 326, 328, 401-405, 407, 409-412, 414, 416, 419, 421, 423-432, 434, 436-440, 501-504, 506-513, 515, 517-526, 528,

530-535, 601, 602, 604-613, 615, 617-626, 628, 630-635

WorldMark Canmore-Banff is located at 91 Three Sisters Drive, Canmore, Alberta, Canada, and comes under the taxing authority of the Province of Alberta. Wyndham Resort Development Canada, Inc. has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 21 studio/one-bath units ranging from 428 to 481 square feet; 73 one-bedroom/one-bath units ranging from 447 to 585 square feet; 4 one-bedroom/one-bath units ranging from 444 to 477 square feet with limited kitchen; and 13 two-bedroom/two-bath units ranging from 660 to 714 square feet. (111 Units Total)

CLEAR LAKE, CA UNITS: 101-143, 201-245

WorldMark, The Club at Clear Lake is located at 3927 East Highway 20, Nice, California, and comes under the taxing authority of Lake County, California. WRDC has purchased and vested in WorldMark, The Club fee title in the property free from any monetary debt encumbrance. WorldMark, The Club owns 6 studio/one-bath units that are 699 square feet; 32 one-bedroom/one-bath units that are 856 square feet; 43 two-bedroom/two-bath units ranging from 1,186 to 1,307 square feet; 5 three-bedroom/two-bath units ranging from 1,353 to 1,563 square feet; and 2 two-bedroom/2.75-bath penthouse units ranging from 1,580 to 1,844 square feet. (88 Units Total)

COEUR D’ALENE, ID UNITS: A102, A204, A208, B102-B108, B202-B204, B206, B208, C102-C104, C106-C108,

C201-C208, C301, C303, D103, D106, D202, D203, D206, D207, F102, F204, F206 Coeur d’Alene is located at 4502 South Arrow Point Drive, Harrison, Idaho, and comes under the taxing authority of Kootenai County, Idaho. WRDC has purchased and vested in WorldMark, The Club fee title in the property free from any monetary debt encumbrance. WorldMark, The Club owns 21 two-bedroom/two-bath units that are 1,266 square feet; 17 three-bedroom/two-bath units that are 1,266 square feet; 1 three-bedroom/two-bath penthouse unit that

of 39

is 1,873 square feet; and 1 three-bedroom/three-bath penthouse unit that is 2,250 square feet. (40 Units Total)

CORAL BAJA, MEXICO UNITS: 101-106, 108-111, 114-124, 126-129, 201-211, 214-229, 301-312, 314-329, 401-411,

414-429, 501-506, 508-511, 514-527, 601-602, 604-606 Coral Baja is located 1 mile South of San Jose Del Cabo, and 15 miles (30 Kilometers) North of Cabo San Lucas, Baja California Sur, Mexico. WRDC has purchased and vested in irrevocable property transfer trusts, for the benefit of WorldMark, The Club, and WorldMark Associated, both California nonprofit mutual benefit corporations, fee title to these units and an undivided interest in the common areas, free from any monetary debt encumbrance. Under its Articles of Incorporation, the specific purpose of WorldMark Associated is to further and promote the interests and welfare of WorldMark, The Club. Upon dissolution, all assets of WorldMark Associated are distributed to WorldMark, The Club. WorldMark, The Club and WorldMark Associated have 15 studio/one-bath units that are 517 square feet; 10 one-bedroom/one-bath units that are 624 square feet; 65 one-bedroom/one-bath deluxe units ranging from 840 to 850 square feet; 40 two-bedroom/two-bath units ranging from 1,027 to 1,410 square feet; 3 two-bedroom/two-bath penthouse units ranging from 1,410 to 1,787 square feet; and 3 three-bedroom/three-bath penthouse units ranging from 1,745 to 1,948 square feet. (136 Units Total)

DENARAU ISLAND, FIJI UNITS: A101-A104, A201-A204, A301-A304, B101-B102, B201-B202, C101-C102, C201-C202, C301-C302, D101-D102, D201-D202, D301-D302, E101-E104, E201-E204, E303-

E304, F101-F104, F201-F204, F301-F304, I101-I102, I201-I202, I301-I302, J101-J104, J201-J204, J303-J304

WorldMark, The Club at Denarau Island is located in the Nadi Rural Local Authority of the Republic of the Fiji Islands and comes under the taxing authority of the Nadi Rural Local Authority. WRDC has purchased and vested in irrevocable property transfer trusts, for the benefit of WorldMark, The Club the sub leasehold interest in the units free from any monetary debt encumbrance. The term of this sub leasehold interest expires on December 30, 2096. WorldMark, The Club has 23 one-bedroom/one-bath units that are 735 square feet; 35 two-bedroom/two-bath units that are 972 square feet; and 8 three-bedroom/two-bath units that are 1,263 square feet. (66 Units Total)

of 39

DEPOE BAY, OR UNITS: 101-124, 201-224, 301-304, 308, 309, 321

WorldMark, The Club at Depoe Bay is located at 939 NW Highway 101, Depoe Bay, Oregon, and comes under the taxing authority of Lincoln County, Oregon. WRDC has purchased and vested in WorldMark, The Club fee title to the units and an undivided fee interest in the common area (building and land) free from any monetary debt encumbrance. WorldMark, The Club owns 37 two-bedroom/two-bath units ranging from 1,075 to 1,215 square feet; and 18 three-bedroom/two-bath units ranging from 1,270 to 1,285 square feet. (55 Units Total)

DEPOE BAY II, OR UNITS: 403, 406-414, 416, 420-429, 506-514, 520-529, 606-614, 620-629

WorldMark, The Club at Depoe Bay is located at 939 NW Highway 101, Depoe Bay, Oregon, and comes under the taxing authority of Lincoln County, Oregon. WRDC has purchased and vested in WorldMark, The Club fee title to the units and an undivided fee interest in the common area (building and land) free from any monetary debt encumbrances. WorldMark, The Club owns 59 two-bedroom/two-bath units ranging from 950 to 1,088 square feet. (59 Units Total)

DISCOVERY BAY, WA

UNITS: 1, 3-6, 8-10, 12-52

DISCOVERY BAY, WA 84 TIMESHARE WEEKS

Discovery Bay is located at 141 Orcas Drive, Port Townsend, Washington, and comes under the taxing authority of Jefferson County, Washington. WRDC has purchased and vested in WorldMark, The Club fee title to the units and an undivided fee interest in the common area (building and land) free from any monetary debt encumbrance. WorldMark, The Club owns 10 two-bedroom/two-bath units ranging from 1,208 to 1,244 square feet; 33 two-bedroom/two-bath plus units ranging from 1,208 to 1,244 square feet; and 6 two-bedroom/two-bath deluxe units that are 1,561 square feet. (49 Units Total) WorldMark, The Club owns 84 weeks in two-bedroom/one-bath units that are 1,244 square feet. (Equivalent to approximately 2 Units Total)

of 39

DOLPHIN’S COVE RESORT, CA 1,704 TIMESHARE WEEKS

WorldMark, The Club at Dolphin’s Cove Resort is located at 465 West Orangewood Avenue, Anaheim, California, and comes under the taxing authority of Orange County, California. WRDC has purchased and vested in WorldMark, The Club fee title to an undivided interest in these weeks and the common areas free of any monetary debt encumbrance. These weeks are subject to a twelve (12) month maximum advance reservation period. WorldMark owns 1,249 weeks in one-bedroom/one-bath units ranging from 550 to 706 square feet; 377 weeks in two-bedroom/one-bath units ranging from 825 to 954 square feet; 78 weeks in three-bedroom/two-bath units that are 1,117 square feet. (Equivalent to approximately 36 Units Total)

EAGLE CREST RESORT, OR Eagle Crest Resort is located at 1522 Cline Falls Road, Redmond, Oregon, and comes under the taxing authority of Deschutes County, Oregon. Eagle Crest Resort has several different resort accommodations on the resort property. WorldMark, The Club owns the following units in the named resort accommodation:

EAGLE CREST UNITS: 501-504

EAGLE CREST AT EAGLE RIDGE

CHALET UNITS 17, 18, 73, 93, 94, 96, 97 UNITS: 7101-7108, 7701-7708, 7801-7808

EAGLE CREST HOTEL CONDOMINIUMS

UNITS: 3080-3091, 3301-3307, 3309-3313, 3315, 3317-3320, 3322-3332, 3334, 3336

EAGLE CREST AT RIDGE HAWK UNITS: 6401-6406, 6501-6506, 6601-6606, 6701-6708, 6801-6808

EAGLE CREST AT RIVER VIEW VISTA

UNIT: 47 WRDC has purchased and vested in WorldMark fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. Eagle Crest, WorldMark, The Club owns 4 two-bedroom/two-bath units that are 1,168 square feet. (4 Units Total)

of 39

Eagle Crest at Eagle Ridge, WorldMark, The Club owns 2 two-bedroom/two-bath chalets that are 1,361 square feet; 5 three-bedroom/two-bath chalets that are 1,361 square feet; 2 one-bedroom/one-bath units that are 933 square feet; 20 two-bedroom/two-bath units that are 1,302 square feet; and 2 three-bedroom/two-bath units that are 1,453 square feet. (31 Units Total) Eagle Crest Hotel Condominiums, WorldMark, The Club owns 37 one-bedroom/one-bath suites ranging from 513 to 654 square feet; 2 one-bedroom/1.5-bath units that are 835 square feet; and 3 two-bedroom/two-bath suites that are 843 square feet. (42 Units Total) Eagle Crest at Ridge Hawk, WorldMark, The Club owns 22 two-bedroom/two-bath units ranging from 1,093 to 1,195 square feet; and 12 three-bedroom/two-bath units ranging from 1,276 to 1,325 square feet. (34 Units Total) Eagle Crest at River View Vista, WorldMark, The Club owns 1 two-bedroom/two-bath unit that is 1,168 square feet. (1 Unit Total)

ESTES PARK, CO

UNITS: 1101, 1102, 2101, 2102, 3101-3104, 3201-3204, 5101, 6101, 7101, 8101, 8201, 10101, 10201, 11101, 11201, 12101, 12201, 13101, 14101, 16101-16104, 16201-16204, 17101-17103, 17201-17202, 18101, 18102, 18104, 18201, 19101-19104, 19201-19204, 20101-20106, 20201-

20206 WorldMark, The Club at Estes Park is located at 701 Riverside Drive, Estes Park, Colorado, and comes under the taxing authority of Larimer County, Colorado. WRDC has purchased and vested in WorldMark, The Club fee title to these units free from any monetary debt encumbrance. WorldMark, The Club owns 12 studio/one-bath units ranging from 302 to 350 square feet; 3 one-bedroom/one-bath units ranging from 448 to 807 square feet; 2 one-bedroom/one-bath deluxe units that are 475 square feet; 32 two-bedroom/two-bath units ranging from 800 to 1,015 square feet; 8 three-bedroom/two-bath units ranging from 1,091 to 1,225 square feet; 4 three-bedroom/two-bath deluxe units that are 1,129 square feet; and 1 three-bedroom/three-bath penthouse unit that is 2,030 square feet. (62 Units Total)

GALENA, IL UNITS: 1101, 1103, 1107, 1109, 1111, 1113, 1115, 1117, 1119, 1121, 1123, 1125, 1201-1212,

1214-1217, 1219-1226, 1302- 1309, 1311-1320, 1322-1327, 1329, 1331, 1333 WorldMark, The Club at Galena is located at 5129 West Longhollow Road, Galena, Illinois, and comes under the taxing authority of Jo Daviess County, Illinois. WRDC has purchased and vested in WorldMark, The Club fee title to this property free of any monetary debt encumbrance.

of 39

WorldMark, The Club owns 33 studio/one-bath units ranging from 417 to 450 square feet; 21 one-bedroom/one-bath units ranging from 750 to 871 square feet; and 9 two-bedroom/two-bath units that are 1,092 square feet. (63 Units Total)

GLENEDEN, OR UNITS: 101-123, 201-228, 301-329

WorldMark, The Club at Gleneden is located at 6593 Gleneden Beach Loop, Gleneden Beach, Oregon, and comes under the taxing authority of Lincoln County, Oregon. WRDC has purchased and vested in WorldMark, The Club fee title to these units free from any monetary debt encumbrance. WorldMark, The Club owns 35 one-bedroom/one-bath units ranging from 680 to 950 square feet; 41 two-bedroom/two-bath units ranging from 1,020 to 1,150 square feet; and 4 three-bedroom/two-bath units that are 1,265 square feet. (80 Units Total)

GRAND LAKE, OK UNITS: 1101-1115, 1201-1216, 2101-2116, 2201-2216

WorldMark, The Club at Grand Lake is located at 57020 East Highway 125, Monkey Island, Oklahoma, and comes under the taxing authority of Delaware County, Oklahoma. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common area, free from any monetary debt encumbrance. WorldMark, The Club owns 7 studio/one-bath units that are 356 square feet; 16 one-bedroom/one-bath units ranging from 701 to 803 square feet; 24 two-bedroom/two-bath units ranging from 1,075 to 1,161 square feet; and 16 three-bedroom/three-bath units that are 1,519 square feet. (63 Units Total)

HARBOR VILLAGE AT BEAR LAKE, UT UNITS: 06-101 through 06-105, 06-202, 06-203

WorldMark, The Club - Harbor Village at Bear Lake is located at 365 West Raspberry Patch Road, Garden City, Utah, and comes under the taxing authority of Rich County, Utah. WRDC has purchased and vested in WorldMark, The Club fee title to the units and an undivided fee interest in the common area free from any monetary debt encumbrance. WorldMark, The Club owns 7 two-bedroom/two-bath units that are 1,220 square feet. (7 Units Total)

of 39

INDIO, CA PHASE I UNITS: 1101-1106, 1201-1208, 1301-1310, 2101-2107, 2201-2207, 2301-2307,

2401-2404, 3101-3110, 3201-3210, 3301-3310, 3401-3408, 4101-4109, 4201-4209, 4301-4307, 5101-5109, 5201-5209, 5301-5307, 6101-6111, 6201-6211, 6301-6311, 6401-6409, 13101-

13111, 13201-13211, 13301-13311, 13401-13408, 14101-14107, 14201-14207, 14301-14307, 14401-14404, 15101, 15103, 15201, 15203-15204, 15301-15306, 15401-15402

PHASE II UNITS: 7101-7111, 7201-7211, 7301-7311, 7401-7409, 8101-8111, 8201-8211, 8301-8307, 10101-10107, 10201-10207, 10301-10307, 10401-10403, 11101-11111, 11201-

11211, 11301-11307, 12101-12111, 12201-12211, 12301-12311, 12401-12409, 15105-15107, 15202, 15205, 15206

WorldMark, The Club at Indio is located at 42-151 WorldMark Way, Indio, California, and comes under the taxing authority of Riverside County, California. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 6 studio/.75 to one-bath units that are 583 square feet; 119 one-bedroom/.75 to one-bath units that are 807 square feet; 4 two-bedroom/1.75-bath units that are 998 square feet; 251 two-bedroom/two-bath units ranging from 998 to 1,130 square feet; 5 three-bedroom/1.75-bath units that are 1,199 square feet; 34 three-bedroom/two-bath units ranging from 1,199 to 1,306 square feet; 2 three-bedroom/2.75 to three-bath penthouse units that are 1,745 square feet; 2 three-bedroom/three-bath presidential units that are 2,058 square feet; 2 four-bedroom/2.75 to three-bath presidential units that are 2,589 square feet; and 5 four-bedroom/3.75-bath presidential units that are 2,678 square feet. (430 Units Total)

KAILUA-KONA, HI UNITS: 111-118, 121-128, 131-138, 141-148, 211-218, 221-228, 231-238, 241-248

WorldMark, The Club at Kailua-Kona, Hawaii, is located at 75-5949 Alii Drive, on the Island of Hawaii in Kona, and comes under the taxing authority of Hawaii County, Hawaii. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 20 one-bedroom/one-bath units that are 764 square feet; and 44 two-bedroom/1.75-bath units ranging from 952 to 1,006 square feet. (64 Units Total)

KAPAA SHORE, HI UNITS: 102-105, 107, 108, 110, 112-116, 119, 121-123, 127, 203, 205, 206, 208-210, 215, 217-

219, 222-226, 301, 302, 304, 306, 310, 312-317, 319, 320, 322, 323, 325, 326 Kapaa Shore is located at 4-0900 Kuhio Highway, Kapaa, on the island of Kauai, Hawaii, and comes under the taxing authority of Kauai County, Hawaii.

of 39

WRDC has paid in full for the leasehold estates to the units on behalf of WorldMark, The Club. WorldMark, The Club holds a leasehold interest in the units and an undivided leasehold interest in the common area free from any monetary debt encumbrance. This leasehold interest runs for the term of the Master Lease, which terminates September 29, 2029. WorldMark, The Club has 32 one-bedroom/one-bath units ranging from 628 to 720 square feet; and 17 two-bedroom/two-bath units that are 909 square feet. (49 Units Total)

KIHEI, HI UNITS: 1102-1103, 1201-1203, 2101-2102, 2201-2202, 3101-3103, 3201-3203, 4101-4108,

4201-4208, 4301-4308, 4401-4408, 5101-5108, 5201-5208, 5301-5308, 5401-5408, 6101-6112, 6201-6212, 6301-6312, 6401-6412, 7101-7104, 7201-7204, 7301-7304, 7401-7404, 8101-8111,

8201-8211, 8301-8311, 8401-8411, 9101-9103, 9201-9203, 9301-9303, 9401-9403 WorldMark, The Club at Kihei is located at 75 Alanui Ke Ali’i Drive, Kihei, Island of Maui, Hawaii, and comes under the taxing authority of Maui County, Hawaii. WRDC has purchased and vested in WorldMark, The Club fee title to these units, and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 20 studio/one-bath units that are 456 square feet; 60 one-bedroom/one-bath units ranging from 579 to 722 square feet; 99 two-bedroom/two-bath units ranging from 934 to 958 square feet; and 20 three-bedroom/two-bath units ranging from 1,058 to 1,127 square feet. (199 Units Total)

LA PALOMA, MEXICO

UNITS: 313, 315, 317, 321, 322, 323, 324, 325, 326, 327, 331, 332, 333, 334, 335, 336, 341, 342, 343, 345, 346, 347, 411, 412, 413, 414, 415, 416, 421, 422, 424, 425, 434, 441, 442, 443,

511 La Paloma is located at KM.28 + 200 of Tijuana-Ensenada Highway, City of Rosarito, County of Rosarito, State of Baja California, and comes under the taxing authority of the State of Baja California. WRDC has purchased and vested in irrevocable property transfer trusts for the benefit of WorldMark, The Club, fee title to these units and an undivided interest in the common areas free of any debt encumbrance. WorldMark, The Club owns 37 two-bedroom/1.5-bath units that are approximately 895 square feet. (37 Units Total)

of 39

LAKE CHELAN SHORES, WA UNITS: 16-1A, 16-1B, 16-3A, 16-3B, 20-1 through 20-9

Lake Chelan Shores is located at 100 Lake Chelan Shores Drive, Chelan, Washington, and comes under the taxing authority of Chelan County, Washington. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 2 one-bedroom/one-bath suites that are 500 square feet; 3 one-bedroom/one-bath units that are 700 square feet; and 8 two-bedroom/1.75-bath units ranging from 858 to 900 square feet. (13 Units Total)

LAKE OF THE OZARKS, MO UNITS: A101-A106, A201-A206, A301-A306, A401-A406, B107-B111, B207-B211, B307-

B311, B407-B411, C112-C118, C212-C218, C312-C318, C412-C418 WorldMark, The Club at Lake of the Ozarks is located at 4900 WorldMark Drive, Osage Beach, Missouri, and comes under the taxing authority of Camden County, Missouri. WRDC has purchased and vested in WorldMark, The Club fee title to these units free from any monetary debt encumbrance. WorldMark, The Club owns 20 one-bedroom/one-bath units ranging from 717 to 723 square feet; 28 two-bedroom/two-bath units ranging from 1,036 to 1,061 square feet; 12 three-bedroom/two-bath units ranging from 1,314 to 1,487 square feet; 6 three-bedroom/two-bath penthouse units ranging from 1,570 to 1,740 square feet; and 6 four-bedroom/three-bath penthouse units ranging from 2,048 to 2,275 square feet. (72 Units Total)

LAS VEGAS, NV UNITS: 102, 103, 105-122, 201-222

WorldMark, The Club at Las Vegas is located at 4225 Spencer Street, Las Vegas, Nevada, and comes under the taxing authority of Clark County, Nevada. WRDC has purchased and vested in WorldMark, The Club fee title to these units free from any monetary debt encumbrance. WorldMark owns 22 one-bedroom/one-bath units that are 725 square feet; and 20 two-bedroom/1.75-bath units that are 1,085 square feet. (42 Units Total)

of 39

LAS VEGAS SOUTH, NV

UNITS: 1103-1107, 1201–1207, 1301-1307, 1401-1404, 2101-2111, 2201-2211, 2301-2311, 2401-2411, 3101-3110, 3201-3210, 3301-3310, 3401-3406, 4101-4110, 4201-4210, 4301-4310, 4401-4406, 5101- 5111, 5201-5211, 5301-5311, 5401-5411, 6101-6107, 6201-6207, 6301-6307, 6401-6404, 7101-7108, 7201-7208, 7301-7308, 7401-7408, 8101-8107, 8201-8207, 8301-8307,

8401-8407, 10101-10109, 10201-10209, 10301-10309, 10401-10409, 11101-11109, 11201-11209, 11301-11309, 11401-11409, 13101-13107, 13201-13207, 13301-13307, 13401-13407,

14101-14108, 14201-14208, 14301-14308, 14401-14408 WorldMark, The Club at Las Vegas South is located at 8601 S. Las Vegas Boulevard, Las Vegas, Nevada, and comes under the taxing authority of Clark County, Nevada. WRDC has purchased and vested in WorldMark, The Club fee title to this property free of any monetary debt encumbrance. WorldMark, The Club owns 21 studio/one-bath units ranging from 557 to 580 square feet; 114 one-bedroom/one-bath units ranging from 756 to 832 square feet; 214 two-bedroom/1.75-bath units ranging from 1,038 to 1,094 square feet; 31 three-bedroom/1.75-bath units ranging from 1,159 to 1,228 square feet; 12 two-bedroom/two-bath penthouses ranging from 1,541 to 1,545 square feet; and 8 three-bedroom/2.75-bath penthouse units ranging from 1,720 to 1,958 square feet. (400 Units Total)

LAS VEGAS – TROPICANA, NV UNITS: 1101-1106, 1201-1206, 1301, 1302, 1305, 1306, 2101-2104, 2201-2204, 2301-2304,

3101-3104, 3201-3104, 4101-4104, 4201-4204, 5101-5104, 5201-5204, 6101-6104, 6201-6204, 6301-6304, 7101-7104, 7201-7204, 8101-8106, 8201-8206, 8302-8305, 9101-9104, 9201-9204, 10201-10204, 11101-11106, 11201-11206, 11302-11305, 12101-12104, 12201-12204, 13101-13106, 13201-13206, 13302-13305, 14101-14104, 14201-14204, 14301-14304, 15101-15104, 15201-15204, 16101-16104, 16201-16204, 16301-16304, 17101-17104, 17201-17204, 18101-

18104, 18201-18204, 18301-18304, 19101-19106, 19201-19206, 19302-19305 WorldMark, The Club at Las Vegas – Tropicana is located at 5275 West Tropicana Avenue, Las Vegas, Nevada, and comes under the taxing authority of Clark County, Nevada. WRDC has purchased and vested in WorldMark, The Club fee title to these units, and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 88 one-bedroom/one-bath units that are 622 square feet; 60 two-bedroom/1.75-bath units that are 813 square feet; and 60 two-bedroom/two-bath deluxe units that are 939 square feet. (208 Units Total)

of 39

LONG BEACH, WA UNITS: 1101-1118, 1201-1228, 1301, 1304-1328, 1401-1424

WorldMark, The Club at Long Beach is located at 420 Sid Snyder Drive Southwest, Long Beach, Washington, and comes under the taxing authority of Pacific County, Washington.

WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance.

WorldMark, The Club owns 3 studio/.75 to one-bath units that are 589 square feet; 28 one-bedroom/one-bath units ranging from 778 to 947 square feet; 59 two-bedroom/two-bath units ranging from 1,052 to 1,094 square feet; 3 three-bedroom/1.75 to two-bath units that are 1,393 square feet; and 3 three-bedroom/2.75-bath presidential units ranging from 1,927 to 2,121 square feet. (96 Units Total)

MARINER VILLAGE, WA UNITS: 101-108, 201-208, 301-308, 401-408

Mariner Village is located at 1331 Ocean Shores Boulevard SW, Ocean Shores, Washington, and comes under the taxing authority of Grays Harbor County, Washington. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 8 one-bedroom/one-bath units that are 845 square feet; and 24 two-bedroom/1.75-bath units that are 1,025 square feet. (32 Units Total)

McCALL, ID PHASE I UNITS: 1101, 1102, 1201, 1202, 2101-2104, 2201-2204, 5101-5104, 5201-5204

PHASE II UNITS: 3102, 3201, 3202, 4101-4104, 4201-4204, 6101-6104, 6201-6204, 7101-7104, 7201-7204, 8101-8104, 8201-8204

WorldMark, The Club at McCall is located at 805 Sorrel Court, McCall, Idaho, and comes under the taxing authority of Valley County, Idaho. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 52 two-bedroom/two-bath units that are 1,091 square feet; and 3 three-bedroom/three-bath presidential units that are 2,001 square feet. (55 Units Total)

of 39

MIDWAY, UT UNITS: 1101-1104, 1201-1204, 2101, 2103, 2201, 2203, 4101-4104, 4201-4204, 5101, 5103,

5201-5204, 6101-6104, 6201-6204

WorldMark, The Club at Midway is located at 868 West Lime Canyon Road, Midway, Utah, and comes under the taxing authority of Wasatch County, Utah. WRDC has purchased and vested in WorldMark, The Club fee title to the property free from any monetary debt encumbrance. WorldMark, The Club owns 32 two-bedroom/1.75 to two-bath units that are 1,134 square feet; and 2 two-bedroom/two-bath deluxe units that are 1,345 square feet. (34 Units Total)

MISSION VALLEY – SAN DIEGO, CA UNITS: 107, 109-111,113, 115, 117-123, 125, 127, 129-135, 137, 139, 141-150, 201-207, 209,

211-217, 219, 221-227, 229, 231, 233-239, 241, 243, 245-254, 301-307, 309, 311-317, 319, 321-327, 329, 331, 333-339, 341, 343, 345-354, 401-407, 409, 411, 413-419, 421, 423-429, 431, 433,

435-441, 443, 445, 447-456

WorldMark, Mission Valley – San Diego is located at 425 Camino Del Rio South, San Diego, California, and comes under the taxing authority of San Diego County, California. WRDC has purchased and vested in WorldMark, The Club fee title to the property free from any monetary debt encumbrance. WorldMark, The Club owns 55 one-bedroom/one-bath units ranging from 567 to 571 square feet; and 112 two-bedroom/two-bath units ranging from 772 to 845 square feet. (167 Units Total)

MONTEREY BAY, CA UNITS: 111-115, 211-214, 311-317, 321-327, 411-413, 421-422, 511-513, 521-522

WorldMark, The Club at Monterey Bay is located at 3295 Dunes Drive, Marina, California, and comes under the taxing authority of Monterey County, California. WRDC has purchased and vested in WorldMark, The Club fee title to these units free from any monetary debt encumbrance. WorldMark, The Club owns 33 two-bedroom/two-bath units that are 841 square feet. (33 Units Total)

of 39

NEW BRAUNFELS, TX UNITS: 1001-1006, 1008-1046

WorldMark, The Club at New Braunfels is located at 1546 Gruene Road, New Braunfels, Texas, and comes under the taxing authority of Comal County, Texas. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 28 two-bedroom/2.25 to 2.5-bath deluxe units that are 1,397 square feet; 13 three-bedroom/2.25 to 2.5 bath deluxe units that are 1,682 square feet; 1 three–bedroom/2.5 bath deluxe unit that is 1,382 square feet; and 3 three-bedroom/2.25 to 2.5-bath penthouse units that are 1,682 square feet. (45 Units Total)

NEW ORLEANS AT AVENUE PLAZA, LA UNITS: 201, 209-224, 823, 824, 909-912, 915, 916, 919-924, 1007, 1009-1011, 1015-1019,

1022-1024, 1101, 1104-1107, 1109, 1111-1116, 1120-1124, 1222-1224 WorldMark, The Club New Orleans at Avenue Plaza is located at 2111 St. Charles Avenue, New Orleans, Louisiana, and comes under the taxing authority of the Parish of Orleans, Louisiana. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 1 studio/one-bath hotel unit that is 290 square feet; 40 studio/one-bath units ranging from 348 to 386 square feet; and 22 one-bedroom/one-bath units ranging from 461 to 503 square feet. (63 Units Total)

NORTH SHORE ESTATES, CA UNITS: 6-10, 20, 21, 24-27, 32-35

North Shore Estates is located at 53134 Road 432, Bass Lake, California, and comes under the taxing authority of Madera County, California. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 15 two-bedroom/1.5-bath units ranging from 1,100 to 1,161 square feet. (15 Units Total)

NORTH SHORE ESTATES II, CA UNITS: 1-43, 45-47

North Shore Estates II is located at 53134 Road 432, Bass Lake, California, and comes under the taxing authority of Madera County, California.

of 39

WRDC has purchased and vested in WorldMark, The Club fee title to these units, and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 46 two-bedroom/2.5-bath units ranging from 1,087 to 1,159 square feet. (46 Units Total)

OCEAN BREEZES, WA

UNITS: 101-113, 201-230, 301-330, 401-413, 418-426, 518-526 WorldMark, The Club - Ocean Breezes is located at 4810 Beachcomber Way, Blaine, Washington, and comes under the taxing authority of Whatcom County, Washington. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 6 studio/one-bath units ranging from 437 to 507 square feet; 26 one-bedroom/one-bath units ranging from 666 to 855 square feet; 34 two-bedroom/1.75-bath units ranging from 888 to 1,030 square feet; 26 two-bedroom/two-bath units ranging from 893 to 1,055 square feet; 8 three-bedroom/two-bath units ranging from 1,236 to 1,258 square feet; and 4 three-bedroom/2.75-bath penthouse units that are 1,792 square feet. (104 Units Total)

OCEAN WALK, FL UNITS: 1120-1133, 1420-1433

WorldMark, The Club at Ocean Walk is located at 300 North Atlantic Avenue, Daytona Beach, Florida, and comes under the taxing authority of Volusia County, Florida. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided fee interest in the common areas, free from any monetary debt encumbrance. WorldMark, The Club owns 4 one-bedroom/one-bath units that are 932 square feet; 10 two-bedroom/two-bath units ranging from 1,260 to 1,494 square feet; 4 two-bedroom/two-bath deluxe units ranging from 1,240 to 1,317 square feet; 2 two-bedroom/two-bath penthouse units that are 1,454 square feet; and 8 three-bedroom/two-bath deluxe units ranging from 1,454 to 1,455 square feet. (28 Units Total)

OCEANSIDE, CA UNITS: 1129-1135, 2101-2135, 3101-3135, 4101-4108, 4111-4135, 5101-5128

WorldMark, The Club at Oceanside is located at 1301 Carmelo Drive, Oceanside, California, and comes under the taxing authority of San Diego County, California. WRDC has purchased and vested in WorldMark, The Club fee title to the property free from any monetary debt encumbrance.

of 39

WorldMark, The Club owns 8 studio/one-bath units that are 550 square feet; 40 one-bedroom/one-bath units that are 772 square feet; 72 two-bedroom/two-bath units that are 1,062 square feet; 10 three-bedroom/two-bath units ranging from 1,305 to 1,322 square feet; 8 three-bedroom/three-bath penthouse units ranging from 1,599 to 1,921 square feet. (138 Units Total)

ORLANDO, FL UNITS: 1101, 1102, 1104, 1106, 1108, 1110, 1112, 1114, 1208, 1210, 1212, 1214, 2101, 2102,

2104, 2106, 2108, 2110, 2112, 2114, 2201, 2202, 2204, 2206, 2208, 2210, 2212, 2214, 2301, 2302, 2304, 2306, 2308, 2310, 2312, 2314, 2401, 2402, 2404, 2406, 2408, 2410, 2412, 2414,

2502, 2504, 2506, 2508, 2510, 2512

KINGSTOWN REEF VACATION OWNERSHIP 393 TIMESHARE WEEKS

WorldMark, The Club at Orlando is located at 12000 International Drive, Orlando, Florida, and comes under the taxing authority of Orange County, Florida. WRDC has purchased and vested in WorldMark, The Club fee title to these units free from any monetary debt encumbrance. WorldMark, The Club owns 11 one-bedroom/one-bath units that are 718 square feet; 24 two-bedroom/1.75-bath units that are 1,058 square feet; 13 two-bedroom/two-bath units that are 1,156 square feet; and 2 three-bedroom/2.75-bath units that are 1,415 square feet. (50 Units Total) WorldMark, The Club owns 42 weeks in one-bedroom/one-bath units that are 718 square feet; 321 weeks in two-bedroom/1.75 to two-bath units ranging from 1,029 to 1,156 square feet; and 29 weeks in three bedroom/2.75-bath units that are 1,415 square feet. (Equivalent to approximately 8 Units Total)

PALM SPRINGS, CA UNITS: 100-108, 151-160, 200-216, 300-317, 401-402, 501-508

Palm Springs is located at 1177 North Palm Canyon Drive, Palm Springs, California, and comes under the taxing authority of Riverside County, California. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 10 studio/one-bath units that are 407 square feet; 4 one-bedroom/one-bath units ranging from 538 to 609 square feet; 9 one-bedroom/two-bath units ranging from 530 to 856 square feet; 34 two-bedroom/two-bath units ranging from 735 to 1,012

of 39

square feet; 1 two-bedroom/three-bath unit that is 941 square feet; 5 three-bedroom/two-bath units ranging from 1,048 to 1,183 square feet; and 1 three-bedroom/three-bath unit that is 1,240 square feet. (64 Units Total)

PARK VILLAGE, WA UNITS: 1-24

Park Village is located at 100 Enchantment Park Way, Leavenworth, Washington, and comes under the taxing authority of Chelan County, Washington. WRDC has purchased and vested in WorldMark, The Club, fee title to the units and an undivided fee interest in the common area (building and land) free from any monetary debt encumbrance. WorldMark, The Club owns 24 two-bedroom/1.75-bath units that are 1,000 square feet. (24 Units Total)

PINETOP, AZ UNITS: 101-133, 202-209, 212-225, 228-233

WorldMark, The Club at Pinetop is located at 2000 South WorldMark Drive, Pinetop, Arizona, and comes under the taxing district of Navajo County, Arizona. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided fee interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 5 studio/one-bath units that are 482 square feet; 20 one-bedroom/one-bath units that are 729 square feet; 32 two-bedroom/1.75-bath units ranging from 882 to 904 square feet; and 4 three-bedroom/1.75-bath units ranging from 1,138 to 1,140 square feet. (61 Units Total)

RANCHO VISTOSO, AZ UNITS: 101-161, 202-204, 206-208, 210-213, 215-220, 223-225, 227-229, 231-248, 250-256,

258-260 WorldMark, The Club at Rancho Vistoso is located at 13355 N. Hidden Springs Drive, Oro Valley, Arizona, and comes under the taxing district of Pima County, Arizona. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided fee interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 11 studio/one-bath units that are 548 square feet; 28 one-bedroom/one-bath units that are 792 square feet; 56 two-bedroom/two-bath units that are 1,052 square feet; 10 three-bedroom/two-bath units that are 1,290 square feet; and 6 three-bedroom/three-bath penthouse units that are 1,778 square feet. (111 Units Total)

of 39

RED RIVER, NM UNITS: 101-110, 201-211

WorldMark, The Club at Red River is located at 201 E. River Street, Red River, New Mexico, and comes under the taxing authority of Taos County, New Mexico. WRDC has purchased and vested in WorldMark, The Club fee title to the property free from any monetary debt encumbrance. WorldMark, The Club owns 6 one-bedroom/one-bath units ranging from 481 to 513 square feet; and 15 two- bedroom/two-bath units ranging from 875 to 906 square feet. (21 Units Total)

RENO, NV UNITS: 201-207, 301-308, 401-408, 501-508, 601-608, 701-708, 801-808, 901-908

WorldMark, The Club at Reno is located at 250 N. Arlington Avenue, Reno, Nevada, and comes under the taxing authority of Washoe County, Nevada. WRDC has purchased and vested in WorldMark, The Club Fee title to this property free of any debt encumbrance. WorldMark, The Club owns 24 one-bedroom/one-bath units ranging from 581 to 593 square feet; and 39 two-bedroom/two-bath units ranging from 884 to 968 square feet. (63 Units Total)

RUNNING Y RANCH RESORT, OR CHALET UNITS 387-390, 395, 396

UNITS: 101-115, 201-222, 301-324, 401-415, 501-505, 603101-603108 WorldMark, The Club at Running Y Ranch Resort is located at 5432 Running Y Road, 8 miles from Klamath Falls, Oregon, and comes under the taxing authority of Klamath County, Oregon. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 1 two-bedroom/two-bath chalet that is 1,361 square feet; 5 three-bedroom/two-bath chalets that are 1,361 square feet; 37 one-bedroom/one-bath units ranging from 828 to 977 square feet; 45 two-bedroom/two-bath units ranging from 1,078 to 1,256 square feet; and 7 three-bedroom/two-bath units ranging from 1,165 to 1,453 square feet. (95 Units Total)

of 39

SAN DIEGO, CA UNITS: 103, 117, 119, 121, 201, 203, 205-209, 211, 213, 215, 217-221, 223, 301, 303, 305-309,

311, 313, 315, 317-321, 323, 401, 403, 405-409, 411, 413, 415, 417-421, 423, 501, 503, 505-509, 511, 513, 515, 517-521, 523

WorldMark San Diego is located at 1110 “A” Street, San Diego, California, and comes under the taxing authority of San Diego County, California. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 49 studio/one-bath hotel units ranging from 300 to 445 square feet; and 19 one-bedroom/one-bath hotel units ranging from 395 to 555 square feet. (68 Units Total)

SAN FRANCISCO, CA UNITS: 201-212, 301-312, 401-412, 501-512, 601-612, 701-712, 801-804, 806-812, 901-904

WorldMark, The Club - San Francisco is located at 590 Bush Street, San Francisco, California, and comes under the taxing authority of San Francisco County, California. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common area, free from any monetary debt encumbrance. WorldMark, The Club owns 40 studio/one-bath hotel units ranging from 174 to 333 square feet; 28 one-bedroom/one-bath hotel units ranging from 201 to 509 square feet; and 19 one-bedroom/two-bath hotel units ranging from 461 to 499 square feet. (87 Units Total)

SANTA FE, NM UNITS: 1101-1109, 2101-2102, 3101-3102, 4101-4108, 4201-4202, 4206, 5101-5104, 5201-

5204

WorldMark, The Club at Santa Fe is located at 138 Park Avenue, Santa Fe, New Mexico and comes under the taxing authority of Santa Fe County, New Mexico. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 1 one-bedroom/one-bath hotel unit that is 240 square feet; 11 compact studio/one-bath units ranging from 291 to 339 square feet; 5 one-bedroom/one-bath compact units ranging from 387 to 394 square feet; and 15 one-bedroom/one-bath units ranging from 445 to 589 square feet. (32 Units Total)

of 39

SCHOONER LANDING, OR 621 TIMESHARE WEEKS

WorldMark, The Club at Schooner Landing is located at 201 NW 66th Drive, Newport, Oregon, and comes under the taxing authority of Lincoln County, Oregon. WRDC has purchased and vested in WorldMark, The Club fee title to these weeks and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 261 weeks in one-bedroom/1.25 to 1.75-bath units ranging from 906 to 1,098 square feet; and 360 weeks in two-bedroom/1.25 to 2.5-bath units ranging from 867 to 1,280 square feet. (Equivalent to approximately 13 Units Total)

SEASIDE, OR UNITS: 1102, 1104, 1106, 1133, 1135, 1137, 2201-2226, 2231-2240, 3301-3340, 4401-4440,

5503-5510, 5512-5518, 5520, 5521, 5523-5538, 5540, 6603- 6610, 6612-6629, 6631, 6632, 6635-6637, 6640, 7701, 7706-7710, 7712-7718, 7720-7732, 7735, 7736, 7738, 8802-8807, 8809-

8810, 8812-8818, 8821-8831, 8833, 8835-8837 WorldMark, The Club at Seaside is located at 26 Avenue A, Seaside, Oregon, and comes under the taxing authority of Clatsop County, Oregon. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 14 studio/.75-bath units ranging from 436 to 464 square feet; 47 one-bedroom/one-bath units ranging from 654 to 765 square feet; 4 one-bedroom/one-bath deluxe units that are 676 square feet; 70 two-bedroom/two-bath units ranging from 907 to 1,050 square feet; 44 two-bedroom/two-bath deluxe units ranging from 909 to 950 square feet; 31 three-bedroom/two-bath units ranging from 1,026 to 1,279 square feet; 26 three-bedroom/two-bath deluxe units ranging from 1,036 to 1,041 square feet; and 10 three-bedroom/2.75-bath penthouse units ranging from 1,349 to 1,353 square feet. (246 Units Total)

SOLVANG, CA

UNITS: 1101, 1102, 1201-1210, 1301-1310, 2101-2104, 2201-2204, 2301-2304, 3101, 3102, 3201, 3202, 4101-4104, 4201-4204, 4301-4304, 5101, 5201, 6101-6104, 6201-6204, 7101-7104,

7201-7204, 7301-7304 WorldMark, The Club at Solvang is located at 280 Alisal Road, Solvang, California, and comes under the taxing authority of Santa Barbara County, California. WRDC has purchased and vested in WorldMark, The Club fee title to the property free and clear from any monetary debt encumbrance.

of 39

WorldMark, The Club owns 1 studio/.75-bath unit that is 555 square feet; 8 studio/one-bath units ranging from 509 to 555 square feet; 12 one-bedroom/one-bath units ranging from 751 to 912 square feet; 2 two-bedroom/1.75- bath units that are 1,088 square feet; 40 two-bedroom/two-bath units ranging from 1,021 to 1,107 square feet; 5 three-bedroom/two-bath units ranging from 1,181 to 1,184 square feet; 2 two-bedroom/two-bath penthouse units that are 1,022 and 1,026 square feet; and 2 three-bedroom/two-bath penthouse units that are 1,184 square feet. (72 Units Total)

SOUTH SHORE, NV UNITS: 1101, 1102, 1201-1203, 1303, 2101, 2102, 2201, 2202, 3101-3103, 3201-3203, 4101-

4103, 4201-4203, 4301-4303, 5101-5103, 5201-5203, 6101-6104, 6201-6204, 6301-6304, 11101-11104,11201-11204

SOUTH SHORE RESIDENCE CLUB 248 TIMESHARE WEEKS

WorldMark, The Club at South Shore is located at 180 Elks Point Road, Zephyr Cove, Nevada, and comes under the taxing authority of Douglas County, Nevada. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided fee interest in the common areas free from any monetary debt encumbrances. WorldMark, The Club owns 6 one-bedroom/one-bath units ranging from 846 to 906 square feet; 30 two-bedroom/1.75-bath units ranging from 997 to 1,058 square feet; and 15 three-bedroom/two-bath units ranging from 1,242 to 1,313 square feet. (51 Units Total) WorldMark, The Club owns 97 weeks in one-bedroom/one-bath units that are 846 square feet; 58 weeks in two-bedroom/1.75-bath units that are 1,004 square feet; and 93 weeks in three-bedroom/two-bath units ranging from 1,239, to 1,270 square feet. (Equivalent to approximately 5 Units Total)

ST. GEORGE, UT UNITS: 1101-1107, 1201-1207, 1301-1307, 2108-2113, 2208-2213, 2308-2313, 3114-3120,

3214-3220, 3314-3320 D121-D128, D221-D228, D321-D328, D401, E129-E136, E229-E236, E329-E336, F137-F143,

F237-F243, F337-F343 WorldMark, The Club at St. George is located at 1157 South Plantation Drive, St. George, Utah, and comes under the taxing authority of Washington County, Utah. WRDC has purchased and vested in WorldMark, The Club fee title to the property free from any monetary debt encumbrance.

of 39

WorldMark, The Club owns 2 one-bedroom/.75-bath units that are 895 square feet; 22 one-bedroom/one-bath units ranging from 868 to 895 square feet; 6 one-bedroom/one-bath deluxe units that are 895 square feet; 13 two-bedroom/1.75-bath units ranging from 1,002 to 1,170 square feet; 48 two-bedroom/two-bath units ranging from 1,147 to 1,170 square feet; 3 two-bedroom/1.75-bath deluxe units ranging from 1,002 to 1,007 square feet; 11 two-bedroom/two-bath deluxe units that are 1,170 square feet; 2 two-bedroom/two-bath penthouse units that are 1,363 square feet; 1 three-bedroom/1.75-bath unit that is 1,363 square feet; 15 three-bedroom/two-bath units ranging from 1,362 to 1,363 square feet; 3 three-bedroom/2.75 to three-bath penthouse units that are 1,326 square feet, 3 three-bedroom/three-bath penthouse units that are 1,935 square feet; and 1 three-bedroom/3.25-bath presidential unit that is 2,570 square feet. (130 Units Total)

STEAMBOAT SPRINGS, CO UNITS: 2101, 2103, 2104, 2108-2114, 2201-2214, 2301-2306, 2308-2312, 3101-3113, 3201-

3213, 3301-3306, 3308-3312, 6101-6111, 6201-6211, 6301-6311 WorldMark, The Club at Steamboat Springs is located at 900 Pine Grove Circle, Steamboat Springs, Colorado, and comes under the taxing authority of Routt County, Colorado. WRDC has purchased and vested in WorldMark, The Club Fee title to this property free from any debt encumbrance. WorldMark, The Club owns 20 one-bedroom/one-bath units that are 692 square feet; 20 one-bedroom/one-bath deluxe units ranging from 777 to 833 square feet; 14 two-bedroom/two-bath units ranging from 973 to 1,035 square feet; 25 two-bedroom/two-bath deluxe units ranging from 1,004 to 1,081 square feet; 7 two-bedroom/two-bath penthouse units ranging from 1,079 to 1,081 square feet; 2 two-bedroom/2.5-bath presidential units ranging from 1,333 to 1,334 square feet; 1 three-bedroom/two-bath unit that is 1,100 square feet; 14 three-bedroom/two-bath deluxe units ranging from 1,202 to 1,405 square feet; 1 three-bedroom/3.5-bath presidential unit that is 1,975 square feet; and 1 three-bedroom/two-bath penthouse unit that is 1,339 square feet. (105 Units Total)

SUNDANCE ON THE EDGE, CANADA

UNITS: 103-106, 201, 203-209, 302, 304-308, 311, 402-404, 407-409 Sundance On The Edge is located at 2221 Gondola Way, Whistler, British Columbia, Canada, and comes under the taxing authority of the Municipality of Whistler, British Columbia. WRDC has purchased and vested in WorldMark, The Club fee title to the units and an undivided fee interest in the common area (building and land) free from any monetary debt encumbrance. WorldMark, The Club owns 1 one-bedroom/one-bath unit that is 538 square feet; 9 one-bedroom/1.75-bath plus units that are 650 square feet; 2 two-bedroom/1.75-bath units that are 670 square feet; 7 two-bedroom/two-bath plus units that are 828 square feet; and 6 three-bedroom/2.5-bath units that are 999 square feet. (25 Units Total)

of 39

SURFSIDE INN, WA

UNITS: 102, 106, 108, 110, 112, 124, 202, 204, 206, 208, 222, 224, 226, 228, 230, 232, 302, 312, 316, 318, 320, 326, 328, 330, 332

Surfside Inn is located at 31512 J Place, Ocean Park, Washington, and comes under the taxing authority of Pacific County, Washington. WRDC has paid in full for the leasehold estates of the above units. The term of the leasehold estates extends to December 31, 2108. WorldMark, The Club has also been assigned the position of lessor and all lease proceeds, which shall be applied to the purchase of the fee interest to the property. The price for the fee interest is $86,399.00 plus 10% interest until paid in full by the lease payments, which will occur upon the termination of the lease, December 31, 2108. WRDC has secured this debt repayment with a promissory note. WorldMark, The Club has 20 one-bedroom/two-bath units that are 727 square feet; and 5 two-bedroom/two-bath units that are 962 square feet. (25 Units Total)

TAHOE I & II, NV UNITS: 1-6, 601-609

Tahoe I and II are located in Tahoe Village at 202 Tramway Drive, Stateline, Nevada, and come under the taxing authority of Douglas County, Nevada. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 9 two-bedroom/two-bath units that are 1,000 square feet; and 6 three-bedroom/two-bath units ranging from 1,000 to 1,338 square feet. (15 Units Total)

TAHOE III, NV UNITS: A1-A4, B1-B6, C1-C14, D1-D12

Tahoe III is located at 202 Tramway Drive, Stateline, Nevada, and comes under the taxing authority of Douglas County, Nevada. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided interest in the common areas free from any monetary debt encumbrance. WorldMark, The Club owns 23 one-bedroom/one-bath units that are 650 square feet; 12 two-bedroom/1.5-bath units that are 725 square feet; and 1 two-bedroom/two-bath plus unit that is 850 square feet. Unit A-1 is used as the on-site manager's unit. (35 Units Total)

of 39

TAOS, NM UNITS: 101-115, 117, 119, 121, 123-129, 131, 133-141, 201-208, 210-215, 217, 219, 221, 223-

227, 229, 231, 233-240

WorldMark, The Club at Taos is located at 229 Paseo del Pueblo Norte, Taos, New Mexico, and comes under the taxing authority of Taos County, New Mexico. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 36 studio/.75 to one-bath units ranging from 295 to 363 square feet; 8 studio deluxe/one-bath units ranging from 405 to 420 square feet; 4 one-bedroom/one-bath units that are 461 square feet; 17 one-bedroom/1.75 to two-bath units ranging from 570 to 697 square feet; and 2 two-bedroom/1.75 to two-bath units that are 797 square feet. (67 Units Total)

VALLEY ISLE, HI UNITS: 102, 203, 209, 406, 501, 503, 505, 603, 701, 706, 803, 903, 1003, 1202

Valley Isle is located at 4327 Lower Honoapi’ilani Road, Lahaina, on the Island of Maui, Hawaii, and comes under the taxing authority of Maui County, Hawaii. WRDC has paid off the purchase of the Apartment Deed and the Assignment of Sublease to this property on behalf of WorldMark, The Club. WorldMark, The Club now holds a sub-leasehold interest in the units and an undivided sub-leasehold interest in the common area free from any monetary debt encumbrance. This leasehold interest runs for the term of the Master Lease, which terminates February 28, 2024. WorldMark, The Club has 2 studio/one-bath units that are 660 square feet; 6 one-bedroom/one-bath units that are 880 square feet; and 6 two-bedroom/two-bath units that are 1,152 square feet. (14 Units Total)

VICTORIA, CANADA UNITS: 1101, 1103-1106, 1108-1113, 2101-2114, 3101-3114, 4101-4114, 5101-5114, 6101-

6106, 6112-6114, 7101-7106, 7112-7114, 8101-8103, 9101-9103 WorldMark, The Club at Victoria is located at 120 Kingston Street, Victoria, British Columbia, Canada, and comes under the taxing authority of the Municipality of Victoria, British Columbia. WRDC has purchased and vested in WorldMark, The Club fee title to this property free from any monetary debt encumbrance. WorldMark, The Club owns 74 two-bedroom/two-bath units ranging from 915 to 1,035 square feet; 1 three-bedroom/two-bath unit that is 1,385 square feet; and 16 two-bedroom/two-bath penthouse units ranging from 932 to 970 square feet. (91 Units Total)

of 39

THE VILLAGE AT LEAVENWORTH, WA UNITS: 101-104, 201-204, 701-704, 801-804, 901-904, 1101-1104, 1201-1204, 1301-1304,

1401-1404, 1501-1504, 1601-1604, 1701-1704 The Village at Leavenworth is located at 100 Enchantment Park Way, Leavenworth, Washington, and comes under the taxing authority of Chelan County, Washington. WRDC has purchased and vested in WorldMark, The Club fee title to the units and an undivided fee interest in the common area (building and land) free from any monetary debt encumbrance. WorldMark, The Club owns 48 two-bedroom/1.75-bath units that are 1,050 square feet. (48 Units Total)

WEST YELLOWSTONE, MT

UNITS: 101-117, 119-133, 201-223, 225, 227, 228, 231-243, 301-307, 309, 311-313, 315, 317, 319, 321-343

WorldMark, The Club at West Yellowstone is located at 110 Gray Wolf Avenue, West Yellowstone, Montana, and comes under the taxing authority of Gallatin County, Montana. WRDC has purchased and vested in WorldMark, The Club fee title to the property free from any monetary debt encumbrance. WorldMark, The Club owns 2 studio/one-bath units that are 565 and 624 square feet; 27 one-bedroom/one-bath units ranging from 818 to 1,041 square feet; 67 two-bedroom/two-bath units ranging from 952 to 1,261 square feet; 10 three-bedroom/two-bath units ranging from 1,272 to 1,590 square feet; and 2 three-bedroom/three-bath presidential units that are 2,141 square feet. (108 Units Total)

WHISTLER CASCADE LODGE, CANADA STRATA LOTS: 2, 5, 6, 10, 13, 14, 17, 35-37, 39, 40, 43, 44, 47, 48, 69, 70, 73, 74, 77-79, 81,

83, 100-102, 105, 109-111, 113, 128, 131, 132, 135, 136, 139, 158, 159, 162 WorldMark, The Club at Whistler Cascade Lodge is located at 4315 Northlands Boulevard, Whistler, British Columbia, Canada, and comes under the taxing authority of the Municipality of Whistler, British Columbia. WRDC has purchased and vested fee title to the units and an undivided fee interest in the common area in a trust for the benefit of WorldMark, The Club, free from any monetary debt encumbrance. WorldMark, The Club has 42 one-bedroom/one-bath units ranging from 512 to 665 square feet. (42 Units Total)

of 39

WINDSOR, CA UNITS: 2101-2110, 2201-2210, 2301-2310, 3101-3110, 3201-3210, 3301-3310, 4101-4110,

4201-4210, 4301-4310, 5101-5110, 5201-5210, 5301-5310, 6101-6110, 6201-6210, 6301-6310, 7101-7108, 7201-7208, 7301-7308, 8101-8110, 8201-8210, 8301-8310, 9101-9108, 9201-9208,

9301-9308 WorldMark, The Club at Windsor is located at 1251 Shiloh Road, Windsor, California, and comes under the taxing authority of Sonoma County, California. WRDC has purchased and vested in WorldMark, The Club fee title to these units free from any monetary debt encumbrance. WorldMark, The Club owns 8 studio/one-bath units that are 617 square feet; 46 one-bedroom/one-bath units ranging from 822 to 828 square feet; 136 two-bedroom/two-bath units ranging from 1,023 to 1,075 square feet; 23 three-bedroom/two-bath units ranging from 1,246 to 1,325 square feet; 3 three-bedroom/2.75-bath deluxe units that are 1,606 square feet; and 12 three-bedroom/2.75-bath penthouse units that are 1,606 square feet. (228 Units Total)

WOLF CREEK VILLAGE, UT

UNITS: 301-316, 401-408, 410-416, 501-516, 601-615 WorldMark, The Club at Wolf Creek Village is located at 3618 North Wolf Creek Drive, Eden, Utah, and comes under the taxing authority of Weber County, Utah. WRDC has purchased and vested in WorldMark, The Club fee title to these units and an undivided fee interest in the common areas (land and building) free from any monetary debt encumbrance. WorldMark, The Club owns 4 studio/one-bath units ranging from 720 to 727 square feet; 20 one-bedroom/one-bath units ranging from 839 to 878 square feet; 32 two-bedroom/two-bath units ranging from 1,170 to 1,360 square feet; and 6 three-bedroom/two-bath units ranging from 1,516 to 1,685 square feet. (62 Units Total)

WOLF CREEK VILLAGE II, UT 486 TIMESHARE WEEKS

WorldMark, The Club at Wolf Creek Village II is located at 3618 North Wolf Creek Drive, Eden, Utah, and comes under the taxing authority of Weber County, Utah. WRDC has purchased and vested in WorldMark, The Club fee title to these weeks and an undivided interest in the common areas free from any monetary debt encumbrance.

of 39

WorldMark, The Club owns 218 weeks in one-bedroom/one-bath units that are 615 square feet; 218 weeks in two-bedroom/two-bath units ranging from 1,046 to 1,180 square feet; and 50 weeks in three-bedroom/two-bath units that are 1,200 square feet. (Equivalent to approximately 10 Units Total)

COMMON AREAS

The common areas of WorldMark, The Club owned resorts are operated and maintained by WorldMark, The Club. The common areas of resorts where WorldMark, The Club does not own all of the units are operated and maintained by each project’s master association.

COMMON FURNISHINGS

The Club owns the furnishings in each Unit at each Resort. The furnishings in resorts where WorldMark, The Club does not own all of the units are owned by each project’s master association which is made up of owners of the condominium units. Your right to use these furnishings results from your ownership of Club Vacation Credits.

SECTION 2

INTERESTS TO BE OFFERED

You are purchasing Vacation Credits, which give you a beneficial ownership interest in WorldMark, The Club. WorldMark, The Club is a Non-Profit Corporation, which owns or leases Units in Resorts and manages those Units and the Vacation Credit program for the usage and benefit of the Vacation Credit Owners. Your beneficial ownership interest in WorldMark, The Club entitles you to voting rights to elect WorldMark, The Club Board Members and to vote on certain major Club decisions as described in the Bylaws, and a right to participate in the corporate ownership, along with other Vacation Credit Owners, in all WorldMark, The Club assets including the WorldMark, The Club Resort Unit properties.

Your level of ownership and usage rights is determined by the number of Vacation Credits you purchase.

Transfer of Vacation Credits to you will be by a contract. Your rights and responsibilities are governed by its specified terms. You should read the entire contract. Among others, the contract includes the following provisions:

1. If you do not pay your installments on time, you may lose your time share interest and all money you have paid.

2. You will be provided occupancy in vacation units on a reservation, space available basis.

of 39

SECTION 3

VACATION OWNER PROGRAM

Voting and use rights are determined by the number of Vacation Credits purchased. There is one vote for every 5,000 Credits owned. The current minimum purchase amount is 6,000 Vacation Credits for a Premier Ownership, and 12,000 Vacation Credits for a Standard Ownership. Use of each unit requires a certain number of Vacation Credits depending on the location of the unit, the size or type of unit, the season of the year and the day of the week. The Vacation Credit values assigned for use of the units are shown in the Daily Credit Value table.

Terms of multisite timeshare plan. There are two (2) different types of ownership of Vacation Credits: Standard Ownership, which lasts for forty (40) years, and Premier Ownership, which lasts perpetually. Both types of Ownership include the same usage and voting benefits, except that: (i) the rights expire at the end of forty (40) years for Standard Ownership of Vacation Credits; and (ii) Standard Owners cannot use Bonus Time.

There are a total of 358 days per year of usage available in each Club unit. One week per year in each Club unit is reserved for maintenance.

In order to understand the Vacation Owner Program, you should read the Declaration of Vacation Owner Program, and the Guidelines (Rules). The Declaration is the more important document because it sets forth a common scheme and plan for the use, enjoyment, repair, maintenance, restoration and improvement of this project and because your interests are subject to the Club's right to adopt, publish and enforce the Bylaws and Guidelines which must be consistent with the Declaration.

1. Reservation Procedures

Your right to use a unit is on a first reserved, first-served basis. You must make these reservations pursuant to the WorldMark, The Club Guidelines.

If you are delinquent in the payment of any amounts owed to the Club, or if your owner's rights have been suspended by the Club, you will not be permitted to use Club units.

Duty to pay assessments continues even if you are unsuccessful in reserving a unit at the particular time and place you request.

2. Conditions if User Fails to Vacate

If any owner fails to vacate a unit at the end of his use period, or prevents another owner from using or occupying any unit during another owner's use period, such owner (the "detaining owner") shall:

a. Be subject to immediate removal, eviction or ejection from the unit wrongfully occupied;

of 39

b. Be deemed to have waived any notice required by law with respect to any legal proceedings regarding removal, eviction or ejection;

c. Reimburse the owner otherwise entitled to use the unit for all costs and expenses incurred by him as a result of such conduct, including but not limited to cost of attorneys' fees incurred in connection with removing, evicting or ejecting the detaining owner from such unit; and

d. Pay to the owner entitled to use the unit during such wrongful occupancy, as liquidated damages, a sum equal to 200% of the fair rental value per day of the unit for each day or a portion thereof, including the day of surrender, during which the detaining owner prevents occupancy of the unit.

Reimbursement items c and d above, may be available to the injured party through court action.

3. Bonus Time

Subject to availability and all the terms and conditions contained in your Owner Agreement, WorldMark, The Club Guidelines and the Declaration, Premier Owners have the right to use and occupy a unit during one or more additional time periods as Bonus Time, provided they have reserved such use and occupancy in accordance with the Club Guidelines. Reservations made for Bonus Time shall be honored on a first-come, first-served basis, and can be made only fourteen (14) days or less before use. When the Reservation is for a guest to occupy the unit without the presence of the Owner, for the occupancy period, then the reservations may not be made until five (5) days before occupancy.

As of January 1, 2010, the Bonus Time rate is $0.05 per Vacation Credit required for occupancy, with a minimum fee of thirty dollars ($30.00) for each day reserved. The Board of Directors of the Club may raise the cost of Bonus Time as necessary in accordance with certain limitations and conditions prescribed in the Declaration and Bylaws. The revenues from Bonus Time belong to the Club.

Your occupancy rights will include the use of the common areas to provide access to your unit and the use of the amenities and facilities within the project. Your use of the common areas is limited strictly to the time period you use a unit.

SECTION 4

EXTERNAL EXCHANGE PARTICIPATION PROGRAM

An Owner will have the opportunity to participate in two exchange programs, RCI, LLC, ("RCI") of 7 Sylvan Way, Parsippany, New Jersey, 07054, and The Exchange Network (“TEN”) of 8427 SouthPark Circle, Orlando, Florida, 32819. WRDC is not an agent for RCI and any representations or promises made by WRDC, or their agents, are not binding on RCI. RCI’s responsibility for representations regarding RCI exchange programs, as well as RCI current or future services, is limited to those made in written material furnished by RCI. WRDC and RCI

of 39

are both subsidiaries of a common parent company. WRDC makes no representations or warranties as to an Owner's ability to obtain any particular exchange. Participation in the RCI program is entirely voluntary and subject to applicable membership fees payable to RCI.

In addition to providing Owners the opportunity to join RCI, each Owner may have the option of joining The Exchange Network (“TEN”) which is an exchange program operated and offered by the Developer, Wyndham Resort Development Corporation (“WRDC”). WRDC makes no representations or warranties as to an Owner’s ability to obtain any particular exchange. All representations and warranties as to services, rates or charges of TEN are set forth in the TEN Disclosure Summary, Trust Agreement and Members Directory. Participation in TEN is entirely voluntary.

SECTION 5

MANAGEMENT AND OPERATION

WorldMark, The Club, the member association, is a California Non-Profit Mutual Benefit Corporation.

The Club manages and operates Club properties, which consist of vacation units, in accordance with the Declaration, Club Articles, Club Bylaws and Club Guidelines (Rules). Among other things, these documents provide:

1. Management of the Vacation Owner Program is under the direction and control of WorldMark, The Club, which is managed by a Board of Directors, elected by the owners. The Board of Directors, among other things, may employ an agent to manage and control the Club, subject at all times to the direction by the Board, with such administrative functions and powers as shall be delegated to said agent by the Board, such as (a) supervision of the immediate management and operation of the Club and program; (b) maintenance and repair of the units; (c) lease, purchase, maintenance and replacement of furniture, fixtures and equipment; (d) employment, supervision and dismissal of such personnel as it deems necessary for the maintenance and operation of the program; (e) enter into contracts with others for the furnishing of such services as it deems proper for the program; (f) preparation of a proposed budget and schedule of assessments for the program; (g) collection of all assessments and payment of all bills; (h) purchase of such insurance as is contemplated by the Declaration; and (i) custody and control of funds and maintenance of books and records and preparation of financial reports.

2. The accounts of WorldMark, The Club are subject to an annual review by an independent public accountant.

3. The Bylaws provide that annually the Club shall compile a roster of the names, addresses and telephone numbers of each of the owners and shall, upon written request, furnish an Owner with a copy of such roster.

4. A list of the orders of business to be considered at the annual meeting of members of the WorldMark, The Club shall be distributed not later than thirty (30) days prior to the meeting date. The list shall include the name, address and brief biographical sketch, if

of 39

available, of each member of the Club who has announced his/her intention to stand for election to the governing body.

MANAGING AGENT

Wyndham Resort Development Corporation ("WRDC"), the sponsor, will be the initial managing agent for the Club under a Management Agreement with the Club.

WRDC, as managing agent for the Club, will assume many of the Club's duties. Control over WRDC is limited to the Club's ability to terminate the management contract. The initial term of the management contract between the Club and the managing agent is three years. This agreement by its terms may be terminated by the Club at any time for cause.

SECTION 6

MAINTENANCE AND OPERATIONAL EXPENSES

WRDC, the sponsor, has submitted a budget for the maintenance and operation of the units and for long-term reserves. You will receive a copy of this budget from the sponsor. Under this budget, the annual assessment against each Owner is as indicated below. The assessment includes allocation for real property taxes and long-term reserves. The specific assessment for each Owner depends on the number of Vacation Credits purchased.

ANNUAL DUES AND SPECIAL ASSESSMENTS: The WorldMark, The Club Board determines the annual operating budget to provide for Club operating expenses and capital reserves for each year. This budget is funded by Owner’s Annual Dues payments and reimbursement payments to the Club from WRDC. Under this budget an example of the annual dues effective June 1, 2010, is indicated below. Annual dues are subject to change based on the Board-approved annual operating budget.

Vacation Credits Annual Dues 5,000 $363.69 5,001 to 7,999 $474.25 8,000 to 10,999 $584.81

11,000 to 12,999 $695.37 13,000 to 15,999 $805.93 16,000 to 17,999 $916.49 18,000 to 20,999 $1,027.05

The annual dues shall be paid by Owners in advance, beginning at the time of purchase, and paid in a manner as determined by the Board. Dues shall be paid to WorldMark, The Club at 9805 Willows Road, Redmond, Washington 98052. The due date for the first dues payment shall be within forty-five days of the date of purchase. The Club may increase or decrease assessments annually and may charge special assessments as necessary in accordance with certain limitations and conditions prescribed in the Declaration and Bylaws.

of 39

The budget information included in this permit is applicable as of the date of its preparation. Expenses of operation are difficult to predict accurately and even if accurately estimated initially, most expenses increase with the age of facilities and with increases in the cost of living.

The remedies available to the Club against owners who are delinquent in the payment of assessments are set forth in the Declaration. These remedies are available against the sponsor as well as against other owners.

The sponsor must pay all the yearly assessments which the sponsor owes to the club for unsold vacation credits or enter into a reimbursement agreement with the club.

WorldMark, The Club is obligated to pay all Homeowners Dues for each project in which WorldMark, The Club operates its Program, but is not in control of the project “Master Association.” This expense is one of the expenses included in the WorldMark, The Club annual budget, which forms the basis for WorldMark, The Club Owner Dues. Indirectly, therefore, Owners are charged for the expense of Master Association assessments or dues through WorldMark, The Club assessments or dues.

DEFAULT OF THE PAYMENT OF ANNUAL DUES, AS WELL AS OTHER DEFAULTS, CAN RESULT IN THE LOSS OF OWNERSHIP OF VACATION CREDITS, THE DECLARING OF ALL UNPAID BALANCES DUE UNLESS PROHIBITED BY LAW, AND THE RETAINING OF ALL MONIES PAID AS DAMAGES.

SECTION 7

TAXES

Property Taxes are included in the total Club budget either through a Master Association assessment of the Club, or as a direct cost to the Club. The member pays a pro-rated share of the property taxes through the member's annual dues or "assessment." Taxes like other operational costs may increase over time. Taxes imposed by any civil tax authority for the occupancy of the property are the responsibility of Owners.

SECTION 8

PURCHASE MONEY HANDLING

All funds paid by the Owner will be deposited in the general operating account of WRDC and no restrictions will be placed on the use of these funds.

CONDITIONS OF SALE

The purchase contract constitutes a security agreement. Among other provisions this agreement includes the following provisions:

of 39

1. ACCELERATION CLAUSE.

This clause provides that if the member defaults in obligations under the contract that the Club may declare the unpaid balance immediately due and payable. The events of default and times for notice and remedy are provided in paragraph 16 of the Vacation Owner Agreement.

2. LATE CHARGE.

Member may be charged a late charge of $10.00 or 5% of the late payment, whichever is less, for each installment that is more than 10 days late.

3. PROCESSING FEE.

In addition to the purchase price, each purchaser is required to pay a Processing Fee, which is currently $349.00 and is subject to change. This fee is used to cover the costs associated with processing the sales documents including things such as document preparation expenses, personnel and related expenses, office and overhead expenses and other related expenses. There are no other initial or special fees due from the purchaser at closing other than those outlined in the Retail Installment Contract Vacation Owner Agreement.

4. TRANSFERABILITY OF VACATION CREDITS.

Vacation Credits may be transferred entirely or partially at any time during their term and without limitation to the number of transfers, through sale, gift, inheritance, dissolution of marriage, or by any operation of law, subject to the following terms: (a) a transfer fee of $150.00, which is subject to change, is due to the Association, WorldMark, The Club, (b) all payments or charges due WorldMark, The Club are current, (c) the Vacation Credits transferred and the Vacation Credits retained, if any, must each be enough Vacation Credits to hold a Basic Membership in the Club at the then current requirement, and (d) the transferee must satisfy all qualifications of an Owner and WorldMark, The Club’s credit requirements. WRDC and WorldMark, The Club will not repurchase the Vacation Credits or assist in locating a buyer.

SECTION 9

DOCUMENTS TO BE PROVIDED TO YOU

The sponsor will provide you with a Resort Directory, WorldMark, The Club Articles of Incorporation and Bylaws; WorldMark, The Club Declaration of Vacation Owner Program (Pro-forma Copy); WorldMark, The Club Guidelines (Rules); WorldMark, The Club Budget; WorldMark, The Club Audited Financial Statement; WorldMark, The Club Management Agreement (Fourth Amendment); and First Amendment to the Management Agreement, at the time of purchase. These documents contain numerous material provisions that substantially affect and control your rights, privileges, use, obligations and costs of maintenance and

of 39

operation. You should read and understand the documents before you obligate yourself to purchase a vacation ownership interest.

If the sponsor refuses to furnish such documents, you should attempt to obtain copies. The Declaration of Dedication is on file at the office of the County Recorder where the units are located.

SECTION 10

DEVELOPER

The Developer of this offering is Wyndham Resort Development Corporation (“WRDC”), an Oregon corporation, also registered to conduct business as a foreign corporation in the states of Alaska, Arizona, Arkansas, California, Colorado, Florida, Hawaii, Idaho, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Michigan, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Mexico, Ohio, Oklahoma, Tennessee, Texas, Utah, Washington, Wisconsin, Wyoming, and the province of British Columbia, Canada. This company was incorporated in Oregon on June 22, 1989. Wyndham Resort Development Corporation (“WRDC”) was established for the purpose of acquiring and marketing resort properties and recreation facilities through a vacation club concept. WRDC is a direct wholly-owned subsidiary of Wyndham Vacation Ownership, Inc. (“WVO”). WVO is a direct wholly-owned subsidiary of Wyndham Worldwide Corporation (“WWC”), a publicly-traded, New York Stock Exchange Company, whose principal executive offices are located at 7 Sylvan Way, Parsippany, New Jersey 07054. As of January 1, 2009, WVO had developed or acquired approximately 150 vacation ownership resorts throughout the United States, Canada, Mexico, the Carribean and the South Pacific that represent approximately 20,000 individual vacation ownership units and more than 83,000 owners of vacation ownership interests. As of June 30, 2009, to WWC’s knowledge, each of the following entities beneficially owned more than 5% interest of the common stock of WWC:

Name % of Common Stock Barrow, Hanley, Mewhinney & Strauss, Inc.: 11.8% Fidelity Management & Research: 9.8% Barclays Global Investors, N.A.: 5.6% Vanguard Windsor Funds – Vanguard Windsor II Fund:

5.2%

There are no pending suits material to the timeshare intervals of which the Developer has knowledge. There are no restraints on alienation of any number or portion of any timeshare interval. There are no judgments or administrative orders issued against the Developer, Homeowner’s Associations or Managing Entity which are material to the subdivision plan.

of 39

SECTION 11

OTHER

WRDC may use the Wyndham mark in the United States, Canada and elsewhere pursuant to a License Agreement (the “Agreement”), dated July 26, 2006, between Wyndham TM Corp. and Wyndham Hotels and Resorts, LLC, as Licensors, and an affiliate of WRDC, Wyndham Vacation Ownership, Inc., as Licensee. The term of the Agreement is fifty (50) years. The Agreement may terminate earlier than 2056 upon the occurrence of certain events, including the sale of WRDC or upon mutual consent of the parties to the Agreement. Upon termination of the Agreement, WRDC must promptly cease all uses of the Wyndham mark, including any use in connection with WorldMark, The Club and any individual resort of The Club, any exchange or reservation system and any other arrangement.

RECEIPT FOR PROPERTY REPORT

The developer must furnish you, as a prospective purchaser, with a copy of the property report, and the property report cover sheet, approved by the State ofUtah, Department of Commerce, Division of Real Estate. You should read bothdocuments before you make any written offer to purchase a timeshare interest, andbefore you pay any money toward the purchase of a timeshare interest.

FOR YOUR PROTECTION, DO NOT SIGN THIS RECEIPT UNTILYOU HAVE RECEIVED A COPY OF THE PROPERTY REPORT, AND

PROPERTY REPORT COVER SHEET, AND HAVE HAD AN

OPPORTUNITY TO READ THOSE DOCUMENTS.

BY SIGNING THIS RECEIPT, THE PURCHASER HAS ACCEPTED

THE PROPERTY REPORT, AND PROPERTY REPORT COVER SHEET,AND ACKNOWLEDGES THE INFORMATION CONTAINED IN BOTH

DOCUMENTS.

Utah Code Annotated 57-19-12 provides: “PURCHASERS RIGHT TO CANCEL:YOU MAY CANCEL THIS AGREEMENT WITHOUT ANY CANCELLATION FEE, OROTHER PENALTY BY HAND DELIVERING OR SENDING BY CERTIFIED MAILWRITTEN NOTICE OF CANCELLATION TO: ATTN: ACCOUNT CONTROLSAND ADMINISTRATION, WYNDHAM RESORT DEVELOPMENT CORP, PO

BOX 690189 or 8427 SOUTHPARK CIRCLE, ORLANDO FL 32819-9060.

NOTICE MUST BE DELIVERED OR POSTMARKED BY MIDNIGHT OF THE FIFTHCALENDAR DAY FOLLOWING THE DAY ON WHICH THE AGREEMENT ISSIGNED. IN COMPUTING THE NUMBER OF CALENDAR DAYS, THE DAY ONWHICH THE CONTRACT IS SIGNED AND LEGAL HOLIDAYS ARE NOTINCLUDED.”

I hereby acknowledge that I have read and understand the above provisions.

______________________________ __________________(Purchaser) (Date)

______________________________ __________________(Purchaser) (Date)

****************************I hereby certify that this receipt was signed by the above named purchaser on thedate shown.

_______________________________ ___________________(Registered Salesperson) (Date)

State of Utah Property Report - WorldMark by Wyndham · orlando fl 32819 ] property report] no. ret...

Documents

Transcript of State of Utah Property Report - WorldMark by Wyndham · orlando fl 32819 ] property report] no. ret...