VP COMMERCIAL, LLC BROKER PROMOTION (2007/2008)

RULES AND REGISTRATION INFORMATION

Please contact Robert Curtis (480-477-7792) or Jennifer Wilson (480- 477-7748) with any questions.

PRIZES AND DRAWING DATES

1. Mercedes ML320 CDI diesel SUV Give-Away. A drawing for a 2008 Mercedes-Benz ML320 CDI diesel SUV1 (the “Mercedes Giveaway”) will occur on December 3, 2008 (the “Grand Drawing Date”).
2. Mercedes E320 Sedan Lease. A drawing for a twelve (12) month lease for a 2008 Mercedes-Benz E320 Bluetec Sedan2 (the “Mercedes Lease”) will occur on the Grand Drawing Date.
3. Vacation Trips. (a) A drawing for a vacation trip to Victoria, British Columbia, Canada (the “Victoria British Columbia Trip3”) will occur on July 12, 2007. (b) A drawing for a vacation trip to Las Vegas, Nevada (the “Las Vegas Trip4”) will occur on October 11, 2007. (c) A drawing for a vacation trip to Tahiti (the “Tahiti Trip5”) will occur on the Grand Drawing Date. (d) A drawing for a vacation trip to the Caribbean (the “Caribbean Trip6”) will occur on the Grand Drawing Date. (e) A drawing for a vacation trip to Hawaii (the “Hawaii Trip7”) will occur on the Grand Drawing Date. (Collectively, the Victoria British Columbia Trip, the Las Vegas Trip, the Tahiti Trip, the Caribbean Trip, and the Hawaii Trip are referred to herein as the “Vacation Trips”)
4. Phoenix Suns Package. A drawing for a signed Steve Nash Phoenix Suns jersey and four (4) tickets for a Phoenix Suns game in the 2007-2008 regular season (the “Phoenix Suns Package8”) will occur on January 10, 2008.
5. Door Prizes. (a) Drawings will occur on April 19, 2007 at the Merc Bar for each of the following prizes: five (5) $100 Westcor mall gift certificates; five (5) $100 Ocean Club restaurant gift certficates; and one (1) trip to San Diego9 (collectively and together with the gift certificates drawn on the Grand Drawing Date, the “Door Prizes”). (b) Additional door prizes will be awarded on the Grand Drawing Date: five (5) $100 Westcor mall gift certificates and five (5) $100 Ocean Club restaurant gift certificates. Each Licensed Salesperson who received an event invitation from VP Commercial, personally attended the event, and dropped his or her business card or similar information into the drawing container is eligible.

ELIGIBILITY

1. Other than the Door Prizes, only a real estate sales person licensed to sell or lease real estate in Arizona (“Licensed Salesperson”), who procures the interest of a potential buyer or tenant (i.e., a listing broker meets this standard only if the listing broker also represents the potential buyer or tenant), visits the space for lease or sale in any of the VP Commercial projects commonly known as the Santan Dobson Business Park (Phase I or Phase II), Presidio, Forum, Glendale NW, Plaza Leyenda, Crismon Commons, The Park at Frank Lloyd Wright, and Kierland Business Center (each a “Participating Project”) with the potential buyer or tenant, and registers pursuant to these rules is eligible for this promotion (“Eligible Salesperson”).
2. Each Eligible Salesperson will be entered in the Mercedes Lease drawing.
3. Each Eligible Salesperson whose efforts result in (i) a fully executed lease for at least 1,000 square feet in a Participating Project whose tenant security deposit has been deposited by the applicable landlord and cleared any check clearing process or (ii) a fully executed sales agreement for the purchase of at least 1,000 square feet at a Participating Project and whose feasibility period has expired and earnest money deposit has become non-refundable to the buyer between March 15, 2007 and November 14, 2008 (a “Grand Prize Eligibility Event”) will also be entered for drawings for the Mercedes Give-away, the Vacation Trips, and the Phoenix Suns Package.
4. Each prior winning token will be eligible for the Mercedes Giveaway.
5. Each Eligible Salesperson who meets the leasing or sales criteria as of June 30, 2007 will be entered into the drawing for the Victoria British Columbia Trip. Each Eligible Salesperson who meets the leasing or sales criteria as of September 30, 2007 will be entered into the drawing for the Las Vegas Trip. Each Eligible Salesperson who meets the leasing or sales criteria as of November 14, 2008 will be entered into the drawing for the Tahiti Trip. Each Eligible Salesperson who meets the leasing or sales criteria as of November 14, 2008 will be entered into the drawing for the Virgin Islands Trip. Each Eligible Salesperson who meets the leasing or sales criteria as of November 14, 2008 will be entered into the drawing for the Hawaii Trip. Each Eligible Salesperson who meets the leasing or sales criteria as of December 31, 2007 will be entered into the drawing for the Phoenix Suns Package.

REGISTRATION

1. Each Licensed Salesperson must register prior to visiting space for sale or lease with a potential buyer or tenant (except that for any Grand Prize Eligibility Event that occurred between March 15, 2007 and April 19, 2007, registration must occur by April 27, 2007).
2. Registration may occur (1) by completing the required information online at the VP Commercial, LLC (“VP Commercial”) website by clicking the “Broker Promotion” tab at www.vpcommercial.com; (2) by calling Robert Curtis at 480-477-7792 or Jennifer Wilson at 480- 477-7748 and providing all the required information, or (3) emailing the required information found at the Broker Promotion tab to michaelgustafson@vpcommercial.com.

DRAWING DETAILS

1. VP Commercial, within 30 days of receiving evidence of a Grand Prize Eligibility Event (but in no event later than November 30, 2008), will send each Eligible Salesperson a letter identifying the number of tokens (one per 1,000 feet leased or sold as set forth in these rules) that will be entered into the next eligible drawing. If the space leased or sold is an increment of less than 1,000 feet then the increment will be combined with the square footage of another Grand Prize Eligibility Event earned by the Eligible Salesperson. In no event however will a fractional token be issued. The total square footage for an Eligible Salesperson must reach a 1,000 square foot increment to qualify and any amount short of the first or next 1,000 square foot increment, as of a November 14, 2008, will be disregarded.
2. VP Commercial, within 30 days of receiving evidence that a potential buyer or tenant has visited a Participating Project with an Eligible Salesperson will send each Eligible Salesperson a letter stating that a token will be included in the next eligible drawing (but in no event later than November 30, 2008). A similar letter will be sent each time VP Commercial is able to verify that a potential buyer or tenant visits a Participating Project with an Eligible Salesperson (i.e., a potential buyer or tenant visiting three (3) of the Participating Projects with an Eligible Salesperson will result in three (3) tokens being included on behalf of the Eligible Salesperson).
3. Each token will display a number that will be used in the applicable Broker Promotion drawing.
4. VP Commercial will keep a record of all promotion details including Eligible Salesperson contact information, details on real estate transactions during the promotion and a copy of the token number given to each Eligible Salesperson in relation to the Broker Promotion drawings.

MISCELLANENOUS

1. Each participant must be 21 years of age or older.
2. All prizes will be awarded within 45 days of the applicable drawing date.
3. Any winner not present will be contacted within 48 hours of the applicable drawing date.
4. VP Commercial and Schumacher Mercedes-Benz reserve the right to refuse to award the Mercedes Lease if the winner does not have a valid Arizona driver’s license, has a delinquent driving record or insufficient credit score (as determined in the sole discretion of Schumacher Mercedes-Benz).
5. Winners are responsible for payment of all federal, state and local taxes on the prizes. VP Commercial is required to file 1099’s and to report prize winnings over $600 to the Internal Revenue Service.
6. A winner may assign a prize, after being identified as the winner, so long as no consideration is paid for the assignment and the assignee is 21 years of age or older. With respect to the Mercedes Lease, the assignee must meet all the qualifications stated herein.
7. Final vehicle color, features, etc. for the Mercedes Give-away and the Mercedes Lease are at the discretion of VP Commercial and Schumacher Mercedes-Benz.
8. The vehicles relating to the Mercedes Give-away and the Mercedes Lease will be delivered within thirty (30) days of the drawing unless they are not available in such time-frame.
9. VP Commercial, Schmacher Mercedes-Benz, Songer Travel, Tiffany & Bosco, PA, and Chicago Title Insurance Company and their affiliates, investors, shareholders, officers and employees (the “Released Parties”) assume no liability whatsoever in conjunction with any of the prizes awarded and make no warranty or representation regarding same. By registering for the promotion each participant hereby releases the Released Parties from any and all liability.
10. Prizes awarded may not be exactly as shown and are based on the manufacturer’s availability. If a prize is unavailable a similar or like kind of prize, as determined in VP Commercial’s sole discretion, will be awarded.
11. The winner of the Mercedes Give-away and Mercedes Lease will be responsible for all applicable license and registration fees and insurance on the vehicle.
12. Each winner’s designated broker will be notified upon the winner’s receipt of winner’s prize.
13. VP Commercial reserves the right to alter any drawing date by 48 hours.
14. The winner of each prize will be drawn by an employee of Chicago Title Insurance Company or another impartial judge associated with the Boys & Girls Club of Phoenix or other local charitable organization.
15. Each drawing and this promotion will be impartially and independently audited by an employee of Chicago Title Insurance Company to ensure authenticity of the promotion.
16. Vacation Trips must be booked within thirty (30) days, are subject to blackout dates, and must be completed within one (1) year of the drawing for the trip. Room class and accommodation determinations are at the discretion of VP Commercial and Songer Travel.
17. VP Commercial reserves unto itself the right to interpret these rules and to administer internally any dispute arising from said interpretation.
18. By registering for this promotion all participants and winners grant VP Commercial and its affiliates the right to use the participant’s name and likeness in advertising and email distributions regarding the existence and status of the promotion.
19. Employees of VP Commercial, Schmacher Mercedes-Benz, Songer Travel, Tiffany & Bosco, PA, and Chicago Title Insurance Company are not eligible to win.