Privacy and Statements

Updated: June 15, 2021

1. OVERVIEW

These Terms of Use governs the access and use of the website located at the URL https://www.rwlasvegas.com (“Website”) and made available by Resorts World Las Vegas LLC (hereinafter “Resorts World Las Vegas”, “we,” “our,” or “us”). These Terms of Use is a legally binding contract between Resorts World Las Vegas and any person who access or use the Website (hereinafter “you” or “your”). You are not authorized to use or access the Website if you are not of legal age or do not have the legal capacity to enter into and form a binding contract with us. Additional age restrictions may apply for certain portions of the Website that are intended for persons who are 21 years of age or older.

By continuing to access and use the Website, you agree to be bound by the terms and conditions set forth below, together with our Privacy Policy and any other policy or statement, all of which are made a part of these Terms of Use. If you do not agree with these Terms of Use, you should not visit, use, access, or provide information to us through the Website. We reserve the rights to update these Terms of Use at any time and without notice.

2. INTELLECTUAL PROPERTY RIGHTS

All content and materials on the Website, including without limitation, images, text, audio, video, logos, trademarks, service marks, and the arrangement of such content or materials are the exclusive property of Resorts World Las Vegas, its affiliates or third-party licensors, and are protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, reproduce, republish, display, download, scrape, frame, distribute, transmit, transfer, license, sell, or create derivative works of the content or materials on the Website, in whole or in part, without our express prior written consent. Unauthorized use of any of our trademark, service mark, trade name, or trade dress is strictly prohibited.

3. ACCEPTABLE USE POLICY

The Website contains interactive features or links to such features such as SMS messaging, email services, a chat area with our virtual assistant, and our social media pages. By using the Website or participating in any interactive feature, you agree you will not engage in any of the following prohibited conduct:

• Upload, post, or transmit any comment, statement, or material that is discriminatory or hateful
• Upload, post, or transmit any comment, statement, or material that is unlawful, false, inaccurate, fraudulent, defamatory, libelous, vulgar, obscene, indecent, pornographic, or invasive of another’s privacy
• Harass, threaten, abuse, or torture others
• Discuss or encourage activities that may result in bodily injury, death, damage to personal or real property, or a violation of any law, regulation, statute, or ordinance
• Impersonate another person or entity or otherwise misrepresent your identity, including your affiliations with another person or entity
• Upload, post, or transmit any material that may infringe upon the rights of a third-party
• Upload, post, or transmit any material that contains malware, viruses, worms, Trojan horses, or similar software or program designed to interfere, interrupt, intercept, corrupt, or destroy any functionality or feature of or on the Website
• Take any action that would unreasonably limit or burden the Website

You acknowledge and agree that content or materials that you submit, upload, post, or otherwise transmit to us will not be confidential. You further agree that when you submit, upload, post, or otherwise transmit content or materials to us, you expressly and automatically grant us an irrevocable, perpetual, and royalty-free license to use, copy, modify, reproduce, republish, display, distribute, transmit, or create derivative works of such content or materials, in whole or in part, for commercial or non-commercial purposes, without compensation to you. You agree to waive any “moral rights” to the fullest extent permitted under applicable law for all content and materials that you submit, upload, post, or otherwise transmit to us.

We reserve the rights, but not the obligation, to review, monitor, remove, or edit any content or materials that you or other users submit, upload, post, or otherwise transmit to us, at any time and for any reason.

4. THIRD-PARTY WEBSITES

We may provide links to third-party websites, which we do not own or operate, on the Website for your convenience. We may also remove links to any third-party websites at our sole discretion at any time. By providing such links, we make no representation or warranty as to the accuracy, functionality, intended purpose, or security of such third-party websites, and we expressly disclaim any responsibility for any harm that results from your use of any third-party website. We do not endorse, approve, sponsor, or recommend any content or materials on any third-party websites.

5. PROMOTIONAL OFFERS

From time to time, we may publish certain promotions or other offers on the Website. All such promotions or offers are subject to specific terms, conditions, restrictions, and/or limitations, which will be provided separately. Notwithstanding the foregoing, all such promotions and offers may be withdrawn or changed at any time, with or without prior notice to you. We expressly disclaim any responsibility for any errors or omissions, typographical or otherwise, regarding the pricing, availability, or other information related to such promotions or offers.

6. DISCLAIMERS

You acknowledge and agree that your access and/or use of the Website is solely at your own risk. All content, materials, and other information (including without limitation, rates or fees) made available on the Website are provided “as is” and on an “as available” basis, without representations or warranties of any kind regarding their accuracy (typographical error, omission, or otherwise), reliability, usefulness, completeness, or suitability for your intended purpose. We do not represent or warrant the services, functionalities, or interactive features of or associated with the Website, including any links to third-party websites, will be error-free, reliable, uninterrupted, secure, or free of viruses or other similar harmful software or programs. WE EXPRESSLY DISCLAIM, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

7. LIMITATION OF LIABILITY

Neither Resorts World Las Vegas, nor its parents, subsidiaries, affiliated entities, and each of their respective officers, directors, executives, employees, agents, insurers, representatives, successors, and assigns shall be liable under any legal or equitable theory, including breach of contract, tort (including negligence), strict liability, and otherwise, for any direct, indirect, special, incidental, consequential, or punitive damages (including without limitation damages for loss of business, loss of data, lost revenue, or lost profit) that result from or are in any way related to the Website, the use or attempted use of the Website, or reliance on the Website, even if you have been advised of the likelihood of the occurrence of such damages or such damages are foreseeable. Your sole remedy for any dispute, claim, or dissatisfaction arising from your access or use of the Website is to cease accessing or using the Website immediately.

8. INDEMNIFICATION

You agree to indemnify, hold harmless, and release Resorts World Las Vegas, and its parents, subsidiaries, affiliated entities, and each of their respective officers, directors, executives, employees, agents, insurers, representatives, successors, and assigns from and against all claims, including damages, expenses, costs, and attorney’s fees that result from or are in any way related to your access, use, attempted use, misuse of the Website, or violation of these Terms of Use.

9. GOVERNING LAW AND JURISDICTION

These Terms of Use shall be governed by, construed in, and enforced exclusively in accordance with the laws of the State of Nevada, without regard to its conflict of law provisions or your residence. Any lawsuit or action to interpret or enforce these Terms of Use shall be brought exclusively in a court of competent jurisdiction in the State of Nevada. You expressly consent to personal jurisdiction in Nevada for the purpose of resolving any dispute related to these Terms of Use.

Updated: February 3, 2022

1. OVERVIEW

You can opt-out from marketing communications at any time by clicking the unsubscribe link in an email, texting “STOP” to a short code, or contacting [email protected].  [California Consumers, learn more about your rights in Appendix A of the Resorts World Las Vegas Privacy Policy.]

Updated: June 15, 2021

1. Overview

Resorts World Las Vegas LLC (hereinafter “Resorts World Las Vegas”, “we,” “our,” or “us”) values you as a customer, and we respect your privacy. This Privacy Policy (“Policy”) explains how we collect, use, and share certain information when you visit, use, or access (i) our property for gaming or non-gaming amenities, (ii) websites, mobile applications, social media pages, and other electronic communication platforms that we control, and/or (iii) our rewards program (“Genting Rewards”) (collectively, “Services”).

By visiting, using, or accessing our Services, you expressly consent to the practices described in this Policy. If there is anything contained in this Policy or the Terms of Use that you do not agree with, you should not visit, use, access, or provide information to us in connection with our Services.

This Policy applies only to Resorts World Las Vegas and does not apply to services provided by our affiliated properties. While this Policy describes our general privacy practices, some jurisdictions may have more restrictive privacy-related laws and regulations. Please refer to the following appendices for additional information:

• Appendix A: California Consumer Privacy Act
• Appendix B: Nevada Internet Privacy Act
• Appendix C: General Data Protection Regulation

2. How We May Collect Personal Information

In connection with providing our Services or other information you request, we may collect information that can be used to identify you individually or make you identifiable (collectively, “Personal Information”). A representative, non-exhaustive list of the categories and sources of Personal Information we may collect includes, but is not limited to:

2.1 Information You Voluntarily Provide to Us

• Identifying Information. You may provide Personal Information to us when you visit, use, or access our Services, such as subscribing to our marketing communications, registering for Genting Rewards, making a reservation, checking-in at our property, entering in special offers and promotions, or providing responses to surveys. Examples of Personal Information we may collect are: first name, last name, mailing address, telephone number, email address, date of birth, travel dates, reservation details, as well as scanned images of passport, driver’s license, or other government-issued identification. If you are a member of Genting Rewards, we may also collect information about your username and password, prior stay details, and special services or amenities you request(ed).
• Payment and Transaction Information. You may provide Personal Information to us when you purchase our Services or engage in other transactions with us, such as applying for casino credit or gaming on our property. Examples of Personal Information we may collect are: credit or debit card information, financial account number, social security number, employment information, and history of gaming activity. A third-party service provider may obtain, process, and store this information solely for the purpose of processing the transaction in a secured manner.
• Employment Application Information. You may provide Personal Information to us when you apply for a job with us. Examples of Personal Information we may collect are: your employment and education history.

2.2 Information Automatically Collected

We, or our third party service providers, may automatically collect Personal Information from or about you to understand how you interact with our Services, in order to optimize the functionality and performance of our online Services, troubleshoot technical issues, provide you with personalized experiences, and for analytics purposes.

• Device and Wi-Fi Information. When you visit, use, or access our online Services, we may automatically collect server log file and related information such as: device type and identification number, operating system, browser type and plug-in, Internet Protocol (IP) address, Media Access Control (MAC) address, domain server, session time, bandwidth used, websites you visit, and geolocation data.
• Do Not Track. Your browser may have settings that allow you to send “Do Not Track” requests to websites that you visit. At this time, we do not monitor or take action with respect to “Do Not Track” signals. This means we may automatically collect information about your online activity, both while you are using our Services and after you leave our Services.
• Cookies and Other Tracking Technologies. We, or our third-party service providers, may use cookies and other tracking technologies to automatically collect information from or about you. Cookies are small text files that may be stored on your device via a browser to track your activities and/or preferences when you visit, use, or access our online Services. Cookies allow us to identify your device so that we can authenticate you, send you personalized advertisements, and enhance your user experience by remembering your preferences for our online Services, such as customized layout or language preference. Cookies may be temporary and expire when you close your browser, or they may be stored on your device until they are deleted. You may block or delete cookies by configuring your browser settings accordingly. However, this may impact your ability to access certain content of our online Services or conduct certain transactions with us. You can manage your Cookies preferences here.

2.3 Information Collected from Third Parties

We may collect Personal Information about you from other sources when you connect or are directed to our Services from third party websites, applications, service providers, or our business partners. These third parties may have separate privacy practices that are independent of this Policy. We are not responsible for the privacy practices of any third party, including websites or applications operated by our business partners. We recommend reviewing the privacy policies of these third parties prior to using or providing Personal Information through those websites or applications.

2.4 Other Information We May Collect

When you post, like, comment, or otherwise respond to content on our social media pages, we may collect Personal Information such as: your name, alias, social media profile, as well as images, videos, and audio recordings of you.

3. How We May Use Personal Information

3.1 Provide You with Our Services.

Examples of how we may use Personal Information to provide you with our Services include, but are not limited to:

• Contacting you with details and updates about your reservation
• Responding to inquiries, comments, disputes, or claims relating to our Services
• Communicating with you for marketing purposes, such as sending you special promotions and offers
• Processing payment for your reservation or facilitating other transactions
• Creating and maintaining a customer profile that is accurate and complete to personalize the Services you would want to use
• Administering our Genting Rewards, such as managing your choices for earning and using your benefits as part of our Genting Rewards
• Performing credit and background checks in limited situations, such as during the review of your casino credit application
• Notifying you of changes to our Terms of Use and other policies or statements
• Administering our online Services, such as maintaining its security and optimizing user experience
• Analyzing trends and usage data relating to our Services to perform statistical studies about our customers in aggregate
• Conducting analytics and other research to improve or develop new products and services

3.2 Other Purposes.

Examples of how we may use Personal Information for other purposes that are not in connection with our Services include, but are not limited to:

• Safety and security purposes
• Complying with legal and regulatory requirements
• Satisfying our contractual obligations with third-parties
• Protecting and defending Resorts World Las Vegas and its affiliates against legal actions or claims
• Internal business purposes, such as audits and fraud prevention
• Evaluating candidates who submitted applications for career opportunities

3.3 Sale of Personal Information.

At this time, we do not engage in the sale of personal information, as the term “sale” is defined by applicable laws.

4. How We May Share Personal Information

4.1 Our Affiliates.

We may share Personal Information with our affiliates, for the purposes described in this Policy, consistent with our goal of providing you with exceptional customer service.

4.2 Non-Affiliated Business Partners.

We may share Personal Information with non-affiliated business partners so that they can perform certain functions on our behalf in connection with our Services including, but not limited to:

• Processing transactions and fulfilling your requests
• Providing IT, security, and customer service support
• Performing credit and background checks
• Marketing and advertising purposes
• Analytics and research for improving user experience or development of new services

4.3 Government Authorities and Third Parties.

We may share Personal Information if it is reasonably necessary to comply with legal, regulatory, and administrative requirements including, but not limited to:

• Responding to a subpoena, warrant, court order, or other valid legal process
• Cooperating with law enforcement investigations
• Protecting against fraud, security threats, and other risks
• Protecting our operations, property, and other safety purposes
• Protecting and defending Resorts World Las Vegas and its affiliates against legal actions or claims
• Pursuing our rights such as the collection of debts
• Enforcing our Terms of Service and other policies

4.4 Business Transfers, Bankruptcy, or Reorganization.

We may share and transfer Personal Information to a third party, such as a successor in interest, in the event of a business transfer, merger, acquisition, bankruptcy, joint venture, or other purchase or sale of all or a any portion of our business interests or assets.

5. Marketing and Communication Preferences

If you no longer wish to receive marketing-related communication from us, or do not want us to share your Personal Information for marketing purposes, you may opt-out by following the unsubscribe instructions included in such communication or by contacting us at the information provided below. Please note that while you may opt-out of the use and sharing of Personal Information for marketing purposes, we may still use and share your Personal Information for non-marketing purposes described in this Policy.

6. Security and How We Protect Personal Information

We take commercially reasonable precautions to protect Personal Information we collect from unauthorized access, deletion, disclosure, modification, or otherwise improper use. We have implemented commercially available, industry standard security measures in our effort to protect your Personal Information. We also depend on you to keep your Personal Information secure by not sharing any applicable username and password in connection with our Services. By using our Services, you understand and acknowledge that no system, security measure, and transmission of data over the Internet or wireless network, is impenetrable or 100% secure. Accordingly, we cannot guarantee and do not warrant that any information you provide to us would not be compromised in the event of a security breach. If you have reason to believe that your Personal Information have been compromised, you may contact us at the information provided below.

7. Legal Gaming Age and Information About Children

Our online Services and gaming-related activities at our property are not directed to or intended for persons under the age of twenty-one (21). In addition, we do not knowingly collect Personal Information from children under the age of thirteen (13). If you are the parent or guardian of a child under the age of thirteen (13) and believe that the child has provided us with Personal Information, you may contact us at the information provided below to request that the child’s Personal Information be deleted from our records.

8. Changes to this Policy

We reserve the right to update this Policy at any time and without notice. All changes will be effective as of the date at the top of this Policy.

9. Contact Us

If you have any question or concern regarding this Policy, please contact us at:

Resorts World Las Vegas
Attn: Legal Department
3000 Resorts World Las Vegas
Las Vegas, NV 89109
[email protected]

APPENDIX A: NOTICE TO CALIFORNIA CONSUMERS

1. Applicability

The terms of this Appendix apply only to consumers who are residents of California under the California Consumer Privacy Act of 2018 (“CCPA”) and other California privacy laws (collectively, “California Laws”). Under California Laws, you may exercise three privacy rights: (i) Access, (ii) Deletion, and (iii) “Do Not Sell My Personal Information,” (collectively, “Rights”). These Rights are described in more details below. These Rights are not absolute and may be subject to certain exceptions.

2. Categories of Personal Information and Purposes

See section two (2) and three (3) of this Policy.

3. Access

You have the right to request that we disclose to you the following: (i) categories of Personal Information we have collected, sold, or disclosed about you, (ii) categories of sources from which the Personal Information was collected, (iii) business or commercial purpose for collecting or selling the Personal Information, (iv) categories of third parties with whom we shared, sold, or disclosed the Personal Information, and (v) specific pieces of Personal Information we have collected about you.

We are required to respond to only two (2) verifiable Access requests received from you within each 12-month period. In connection with each verifiable Access request, we will disclose Personal Information covering the 12-month period preceding the date that we receive your request. However, we are prohibited from disclosing certain Personal Information including, but not limited to: (i) account password, (ii) security questions and answers, (iii) Social Security number, (iv) driver’s license number or other government-issued identification number, and (v) financial account number.

4. Deletion

You have the right to request that we delete Personal Information that we have collected about you, subject to certain exceptions recognized under the CCPA. These exceptions include, but are not limited to: (i) providing goods or services requested by you, (ii) detecting security incidents, (iii) protecting against and prosecuting those responsible for malicious, deceptive, fraudulent, or illegal activity, (iv) enabling solely internal uses, and (v) complying with legal obligations.

As part of a verifiable Deletion request, we will also direct our service providers to delete your Personal Information from their records.

5. Do Not Sell My Personal Information

You, or an authorized person acting on your behalf, have the right to opt-out at any time, by directing us not to sell your Personal Information to third parties. At this time, we do not sell Personal Information.

6. Verification of Requests and Recordkeeping

If you would like to exercise any of your Rights detailed above, you may submit your request by contacting us at:

Resorts World Las Vegas
Attn: Legal Department
3000 Resorts World Las Vegas
Las Vegas, NV 89109
[email protected]

To protect the privacy and security of your Personal Information, such as from unauthorized access or deletion, all requests are subject to verification of your identity. Therefore, we may ask you to provide at least two (2) pieces of information that match Personal Information we have about you as part of our records. In certain cases, we may require additional identifying information to comply with your request.

We aim to respond to all verified requests for Access or Deletion of your Personal Information within 45 days from the date we receive your request. If an extension of up to an additional 45 days is necessary, we will notify you and provide an explanation for the delay. The delivery of Personal Information in connection with an Access request may be made by either postal mail or email. Verified requests for Access or Deletion are free of charge. However, we may charge a reasonable fee or refuse to act on a verified request if it is excessive, repetitive, or manifestly unfounded. Pursuant to CCPA, we are required to maintain records of your request to exercise any of your Rights for at least twenty-four (24) months.

7. Non-Discrimination

We will not discriminate against you for exercising your Rights.

APPENDIX B: NOTICE TO NEVADA CONSUMERS

1. Applicability

The terms of this Appendix apply only to consumers who are residents of Nevada. Under the laws of the State of Nevada, you have the right to opt-out of the sale of your Personal Information at any time, by directing us not to sell your Personal Information to third parties. At this time, do not sell Personal Information.

APPENDIX C: NOTICE TO INDIVIDUALS BASED IN THE EU/EEA

1. Applicability

The terms of this Appendix apply only to the processing of Personal Information of data subjects, as defined by the General Data Protection Regulation (“GDPR”). Under GDPR and other applicable laws, individuals who resides in or are a citizen of a European Union (EU) Member State or European Economic Area (“EEA”) may exercise certain rights (“Rights”) as set forth in details below. These Rights are not absolute and may be subject to certain exceptions.

2. Additional Notices

Data Controller. If you are a customer of Resorts World Las Vegas, the Data Controller for purposes of the GDPR is:

Resorts World Las Vegas
Attn: Legal Department
3000 Resorts World Las Vegas
Las Vegas, NV 89109

Purposes and Legal Bases for Processing Personal Information. We may process your Personal Information for the purposes described in this Policy and only where we have a legal basis for doing so. This includes processing Personal Information (i) pursuant to your consent, (ii) where it is necessary for the performance of a contract with you, (iii) for compliance with a legal obligation, or (iv) pursuant to our legitimate interests in providing you with Services that you have requested and administering the Genting Rewards you have voluntarily joined.

Retention Period of Personal Information.

The objective of our data retention and deletion policy is to ensure that Personal Information are stored only for as long as necessary to fulfill the purpose for which they were collected. This may include retaining Personal Information for a limited period after the specific purpose has been satisfied in order to fulfill other legitimate purposes described in this Policy, such as resolving disputes, exercising or enforcing our rights within the applicable statute of limitation, defending against legal claims, or complying with legal and regulatory obligations. We may use other criteria to prevent unintentional deletions of customer data.

Transfer of Personal Information.

Any Personal Information you provide to us may be transferred to and stored outside of the EU/EEA, in most cases the United States, and only where we can provide appropriate safeguards to protect your Personal Information.

3. Right of Access

You have the right to request that we disclose to you and provide a copy of record that includes the following: (i) whether your Personal Information are being processed, (ii) categories and purposes of Personal Information that were processed, (iii) recipients or categories of recipient with whom we had or will disclose Personal Information to, (iv) the length of time your Personal Information are stored, and (v) the source of Personal Information if we did not collect them directly from you.

4. Right to Rectification

You have the right to request that we rectify any inaccurate or incomplete Personal Information about you without undue delay.

5. Right to Erasure (“Right to be Forgotten”)

You have the right to request that we delete your Personal Information without undue delay, provided that one of the following is applicable: (i) the purpose in which your Personal Information were collected or processed in no longer necessary or had been unlawful, (ii) you withdraw your consent, (iii) you have a valid objection to the processing of your Personal Information, or (iv) we are obligated to delete your Personal Information to comply with applicable law.

6. Right to Restriction of Processing

You have the right to request that we restrict the processing of your Personal Information, provided that one of the following is applicable: (i) you do not believe the Personal Information we have is accurate, or (ii) there is no legal bases for processing your Personal Information but you do not wish to delete the Personal Information.

7. Right to Data Portability

If the processing of your Personal Information is based on your consent and conducted by automated means, you have the right to request that we provide you with a copy of your Personal Information in a structured, commonly used, and machine-readable format that would allow you to transfer such information to a third-party without hindrance, provided that such method is technically feasible.

8. Right of Objection

You have the right to request that we stop processing your Personal Information, unless we demonstrate a compelling reason to continue the processing of such information that outweighs your interests, rights, and freedom, or in order for us to establish exercise or defend against legal claims.

You may also direct us to stop processing your Personal Information where such information is processed for direct marketing purposes, including any profiling related to the direct marketing.

Unless you provide your explicit consent or it is necessary for us to satisfy our contractual obligation to you, we will not make any decisions based solely on automated processing, including profiling, that affect or significantly affect your legal rights.

9. Right to Lodge a Complaint

While we hope you would be open to discussing your Rights with us and giving us the opportunity rectify any oversight, you have the right to lodge a complaint with a supervisory authority.

10. Consent

Even where you have previously provided us with your consent and agreed to the processing of your Personal Information, you may withdraw such consent at any time by contacting us at the information provided below.

11. Exercising Your Rights

If you would like to exercise any of your Rights detailed above, you may submit your request by contacting us at:

Resorts World Las Vegas
Attn: Legal Department
3000 Resorts World Las Vegas
Las Vegas, NV 89109
[email protected]

RESORTS WORLD LAS VEGAS LLC

Last Updated January 4, 2023

You, the supplier/vendor (“Supplier”), hereby agree to provide the Products (as defined below) and/or Services (as defined below) purchased by Resorts World Las Vegas LLC (“Buyer”) pursuant to a valid and mutually agreed upon purchase order (“Purchase Order”). Such Purchase Order shall be subject to the following terms and conditions (“Terms and Conditions”), unless otherwise noted on the face of the Purchase Order and mutually agreed upon by the parties in writing.  The terms of the Purchase Order are incorporated herein by reference.  In the event of a conflict between the Purchase Order and these Terms and Conditions, these Terms and Conditions shall control.  A copy of these Terms and Conditions can also be found at https://www.rwlasvegas.com/privacy-and-statements/.  For questions or general information, please contact Buyer’s Purchasing Department at 702-676-7000 or [email protected].

1. ACCEPTANCE

The Purchase Order shall be deemed accepted by Supplier when (a) Supplier sends Buyer notice of its acceptance in writing; (b) when Supplier begins commencement of work on the goods, merchandise or materials (collectively, “Products”) and/or ancillary services related to such Products (“Services”) purchased hereunder, or (c) shipment of the Products covered, whichever occurs first. UNLESS THERE IS ALSO A FORMAL WRITTEN AGREEMENT RELATED TO THE PURCHASE ORDER AND SIGNED BY BOTH PARTIES, SUPPLIER’S ACCEPTANCE IS LIMITED TO ACCEPTANCE OF THESE TERMS AND CONDITIONS AND DOES NOT INCLUDE ANY ADDITIONAL OR DIFFERENT TERMS PROPOSED BY SUPPLIER OR ANY ATTEMPT BY SUPPLIER TO VARY THE TERMS HERE OF.

2.PACKAGING

All packaging shall be in conformance with good commercial practice. All containers shall have attached identification, including the Purchase Order number and material descriptions. No charge shall be made for cartons, wrapping, packing, boxing, crating, delivery drayage or other costs, unless such charge is expressly approved by Buyer.

3. PRODUCT SHIPMENTS AND DELIVERIES

The Products shall be shipped by Supplier in accordance with the shipment terms specified on the Purchase Order. The original bill of lading (referencing the Purchase Order number) and a packing list shall be delivered by Supplier to Buyer at the “ship to” address on the Purchase Order as far in advance of the arrival of the Products as possible. Buyer is relying on manufacture, shipment, delivery, installation, and acceptance of the Products based on the schedule on the Purchase Order. Time is of the essence of the Purchase Order, and Supplier must immediately notify Buyer of an anticipated failure to meet a shipment or delivery schedule. Supplier shall not manufacture, ship or deliver Products in advance of any scheduled date without Buyer’s written consent. Buyer, at Buyer’s option, may refuse or return, at Supplier’s expense, all or any part of (a) shipments which do not conform to the shipping or delivery dates specified by Buyer (whether early or late); (b) shipments in excess of the quantities ordered or in lesser quantities than ordered; (c) shipments which contain defective Products or which fail to conform to the purchase order; or (d) Products which are not as represented or warranted. Any storage or warehouse charges or other costs incurred by Buyer due to Supplier’s failure to comply with the terms specified in the Purchase Order will be at Supplier’s expense. Unless otherwise provided in the Purchase Order, goods shall be shipped “F.O.B. Destination, Freight Pre-Paid and Allowed” and all risk of loss of the Products purchased hereunder shall be borne by Supplier until such Products have been received and accepted by Buyer at Buyer’s receiving dock. Buyer may, at Buyer’s option and at Supplier’s expense, refuse to accept or return any Products delivered or performed after the date(s) specified in the Purchase Order.  Buyer shall not be liable for the purchase of Products or payment for Services refused, returned or rejected, as applicable, based upon the late delivery or performance.  If Buyer’s premises or the job site for which any Products are intended is not ready for deliveries, Supplier, upon notice from Buyer, shall hold the Products for a reasonable period and at no additional cost, and Supplier shall not be liable for any such delays in delivery.  Supplier shall adhere to Buyer’s security and parking procedures.

4. INSPECTION & REJECTION

All Products and/or Services specified in this Purchase Order are subject to Buyer’s inspection within a reasonable time after final delivery or completion. If, after inspection, any Products and/or Services, in Purchaser’s sole and reasonable judgment, (a) are found to be unsatisfactory, defective or in unsatisfactory quality, workmanship or condition, or (b) fail to meet the specifications or any other requirements of the Purchase Order, Buyer may reject the Products and/or Services and, specific to Products, return such rejected Products at Supplier’s expense.  Payment for Products and/or Services prior to inspection shall not be construed as an acceptance of unsatisfactory or defective Products and/or Services.  Upon the refusal or return of unsatisfactory or defective Products and/or Services, Supplier shall reimburse Buyer for any amounts paid by Buyer on account of such Products and/or Services to include the cost to return any such Products to Supplier.

5. INVOICES & PRICING

• (a) Supplier shall invoice Buyer for the Products at the time of final Products shipment and/or Services are performed (as applicable), unless otherwise provided in the Purchase Order. Invoices shall show the Purchase Order number for each separate Purchase Order and the code number for each item purchased. Buyer may return for revision any invoice that is not in proper form, and the discount period and payment term will be extended until the revised invoice is received.
• (b) Invoices must be submitted electronically with reference to the applicable Purchase Order to utilizing Buyer’s designated third-party web-based eProcurement system (“eProcurement System”) for receiving orders and/or submitting invoices. Supplier shall comply with Buyer’s billing and routing instructions contained herein or otherwise communicated to Supplier by Buyer, or pay any extra expense incurred by Buyer because of Supplier’s failure to do so.
• (c) Buyer shall make payment to Supplier of all amounts not subject to good faith dispute in accordance with the terms stated in the Purchase Order, including all charges for freight and insurance, if applicable.
• (d) The pricing set forth in the Purchase Order is firm and is the total amount due from Buyer for the Products and/or Services, including without limitation duties, taxes or any other charges agreed upon by Buyer, subject to adjustment for any agreed-upon rebates or credits (as applicable). Any applicable state sales tax and/or use tax shall be paid by Supplier. Excise tax, where applicable, shall be billed as a separate item on the same invoice as the Products and/or Services to which it is related.  Buyer shall not be responsible for any amount above the total amount expressly stated in the Purchase Order.   The price shall not be changed without Buyer’s prior written approval.
• (e) Supplier shall be responsible for, and shall indemnify and hold Buyer harmless against, all payroll and employment related taxes and withholdings for Supplier employees, agents, and contractors levied upon or attributable to the Services and work product rendered, including but not limited to, all state and federal FICA, worker’s compensation, disability and unemployment compensation insurance, and any compensation, contributions, dues, or other remuneration agreed to by between Supplier and its employees, agents, or contractors, or as otherwise required by Applicable Laws.

6. COMPLIANCE WITH LAW

Supplier warrants that (a) it has obtained all licenses, permits and similar approvals required to manufacture, sell, deliver and, if applicable, install the Products and/or perform the Services required hereunder; and (b) the purchase of Products by Buyer hereunder and/or the Services performed by Supplier hereunder, shall be in compliance with applicable local, state and federal laws, rules, regulations, ordinances and directives (collectively, “Applicable Laws”).

7. FORCE MAJEURE

Neither party shall be liable for failure or delay in performance due to fire, flood, earthquake, unusually severe weather, strikes, labor disputes, war, act of vandalism, destruction, public disobedience, pandemic and/or public health crisis, mass shooting, act of terrorism, the action of civil or military authorities, or other events beyond the reasonable control and without fault or negligence of the affected party (each, a “Force Majeure Event”). A party’s performance of its obligations affected by Force Majeure Events will be suspended for the duration of such Force Majeure Event. If any Force Majeure Event prevents a party’s performance for a period of thirty (30) days or more, either party may terminate this Purchase Order without any further liability, except for any outstanding payments for obligations fulfilled by party that are outstanding prior to the date of termination.

8. NO CONFLICTS OF INTEREST

Supplier represents that to its knowledge there is no direct or indirect relationship between Supplier and any employee of Resorts World Las Vegas LLC. Should there be such a relationship, Supplier must provide Buyer with a disclosure statement. Buyer will review such disclosure statement, and determine in its reasonable judgment, whether the conflict is material. In the event such conflict of interest is deemed to be material, Buyer may, upon giving fifteen (15) days’ prior written notice to Supplier (without prejudice to any other remedy Buyer may have), and provided such default has not been cured by Supplier, cancel the Purchase Order immediately. Buyer shall pay for Products and/or Services provided hereunder up to the effective date of such cancellation.

9. GENERAL REPRESENTATIONS AND WARRANTIES

• (a) To the extent applicable to such Products, Supplier warrants that all Products furnished hereunder, whether supplied by Supplier or by someone else, will:
  • (i) be delivered by the delivery date and in accordance with these Terms and Conditions;
  • (ii) be new, unused, and of first quality;
  • (iii) be free from defects in materials and workmanship;
  • (iv) conform to all approved samples, descriptions, brochures, and manuals furnished by Supplier to Buyer;
  • (v) be free from design and specification defects whether or not manufactured to Supplier’s specifications;
  • (vi) be suitable for, and perform in accordance with, the particular purpose(s) for which they were purchased by Buyer and communicated to or known by Supplier;
  • (vii) be of merchantable quality and fit and safe for consumer use;
  • (viii) be free and clear of all liens and encumbrances at the time of shipment;
  • (ix) as applicable (where the Product requires the use of any software or data), be free of any software viruses or other malicious computer instructions, devices, or techniques that can or were designed to threaten, infect, damage, disable, shut down, or improperly extract information from a computer system or any component of a computer system, including its security or user data;
  • (x) as applicable (where the Product carries software provided by Supplier either directly or by Supplier acting as a reseller), include a perpetual software license from the software manufacturer, and that as a condition of continued use, Buyer shall not be obligated to any additional ongoing costs or charges, including without limitation, charges for software support and maintenance; and as applicable (to the extent Product will be or are used in combination with Buyer’s other software,
  • (xi) as applicable (to the extent Product will be or are used in combination with Buyer’s other software, hardware, or firmware), properly interoperate with such software, hardware, or firmware, including, without limitation, the exchange of date/time data.
• (b) All warranties hereunder shall run to Buyer, its successors, assigns, customers and the ultimate users or consumers of such Products. The express warranties contained herein shall not be deemed to limit, diminish, reduce, or waive any duties, warranties, or guaranties given separately by Supplier or in law (expressed or implied). All warranties contained in the Purchase Order shall be construed as consistent and cumulative with one another and with all warranties in law or given separately by Supplier. In the event of a breach of any warranty in the Purchase Order, Buyer shall have all rights and remedies available at law or in equity.
• (c) Notwithstanding acceptance of the Products, the above warranties shall remain in effect for the longer of: (i) the manufacturer’s warranty; (ii) the longest period of time required by Applicable Law; (iii) that period of time as stated in the Purchase Order; or (iv) one (1) year after the date on which the Products are accepted by Buyer.
• (d) To the extent that Buyer resells or otherwise transfers the Products, Supplier and manufacturer’s warranties shall be passed through and available to Buyer’s affiliates, customers, or other transferees.

10. CHANGES

Buyer may at any time, by prior written notice to Supplier, request changes in the Purchase Order, including without limitation, changes in the specification of the Products, quantities, method of shipping or packing, place of inspection, acceptance, point of delivery schedule, or other terms of the Purchase Order. If any such change increases or decreases the cost of Products or the time required for Supplier to perform such Purchase Order, Supplier shall notify Buyer within five (5) days after receipt by Supplier of the request for change and, if such change is acceptable to Buyer, then Buyer and Supplier shall execute a change order or written amendment approving the same. No such change shall be effective without a mutually agreed upon change order or written amendment.

11. CONFIDENTIAL INFORMATION

• (a) In connection with the Purchase Order, each party acknowledges that it may have access to Confidential Information of the other party. The receiving party shall only use Confidential Information in furtherance of its performance under these Terms and Conditions. The receiving party shall retain all Confidential Information in strictest confidence and shall neither use it nor disclose it to anyone without the express written consent of the disclosing party except where required to disclose such Confidential Information pursuant to an order or request of a governmental agency or court of competent jurisdiction, provided that the receiving party has given the disclosing party reasonable notice of the pendency of such order or request and the opportunity to contest it. The receiving party shall not release any information relating to these Terms and Conditions or its subject matter for publication, advertising or any other purpose without the prior written consent of the disclosing party. The parties acknowledge that disclosure of any Confidential Information by the receiving party may give rise to irreparable injury to the disclosing party or the owner of such information and, as a matter of law, such injury may be inadequately compensable in damages.  Accordingly, the disclosing party or such other party may seek injunctive relief without bond against the breach or threatened breach of confidentiality, in addition to any other legal and equitable remedies which may be available.
• (b) As used herein, “Confidential Information” means all information or material of a party or its affiliate(s), whether revealed orally, visually, or in tangible or electronic form, that is competitively sensitive material not generally known to the public that relates to the business of a party or party affiliate(s), or any of their respective interest holders, unless such information (i) was already rightfully known to the receiving party at the time of disclosure by the disclosing party; (ii) is in or has entered the public domain through no breach of these Terms and Conditions or other wrongful act of the receiving party; (iii) has been rightfully received by the receiving party from a third party not under obligation of confidentiality to the disclosing party and without breach of these Terms and Conditions; or (iv) is independently developed by the receiving party without reference or reliance on any Confidential Information of the disclosing party.

 12. INDEMNIFICATION

• (a) Each party shall defend at its expense, indemnify, and hold harmless, the other party, its parents, subsidiaries, affiliated entities, and each of their respective officers, directors, executives, employees, agents, insurers, managers, partners, principals, licensees, and representatives, from and against all claims, including, fines, penalties, interest, damages, expenses, awards, costs, demands, liability, attorneys’ fees, court costs, costs of appeal, and expert witness fees (collectively, “Claims”) that result from or are in any way related to: (i) the indemnifying party’s breach of the Purchase Order or willful misconduct; (ii) death or injury arising out of the indemnifying party’s negligent acts or omissions; (iii) damage to tangible personal property arising out of the indemnifying party’s negligent acts or omissions; or (iv) alleged infringement of patent, copyright, trademark, trade secret or other intellectual property rights arising out of the use or possession of the Products furnished and/or Services performed by Supplier.
• (b) Each party’s indemnification obligations under this section are conditioned upon the indemnified party: (i) promptly notifying the indemnifying party of any Claim in writing, no later than thirty (30) days after actual knowledge of the Claim; and (ii) cooperating with the indemnifying party in the defense of the Claim. The failure to give prompt written notice shall not, however, relieve the indemnifying party of its indemnification obligations, except and only to the extent that the indemnifying party forfeits rights or defenses by reason of such failure.  Such notice by the indemnified party shall describe the Claim in reasonable detail, shall include copies of all material written evidence thereof, and shall indicate the estimated amount, if reasonably practicable, of the loss that has been or may be sustained by the indemnified party.  The indemnifying party shall not consent to judgment or concede or settle or compromise any Claim without the prior written approval of the indemnified party, which approval shall not be unreasonably withheld.

13. INSURANCE

• (a) During the Term, Supplier, at its sole cost and expense, shall carry and maintain minimum insurance coverage and limits as set forth below. The required insurance coverage shall be issued by an insurer(s) with a current A.M. Best rating of at least A-, VIII or equivalent:
  • (i) Worker’s Compensation Insurance (only if Supplier will provide Services [as applicable]) with statutory limits as required by Applicable Law in which the Services are performed pursuant to a Purchase Order and Employer’s Liability Insurance with minimum limits of $1,000,000 USD each accident, $1,000,000 USD each employee by disease, and $1,000,000 USD policy limit – disease.
  • (ii) Commercial General Liability Insurance with minimum limits of $1,000,000 USD per occurrence and $2,000,000 USD annual aggregate for bodily injury, including but not limited to, death, property damage, on-going operations, products completed operations, contractual liability, personal & advertising injury. Products liability insurance shall not limit loss or damage arising out of or resulting from mixing or blending.
  • (iii) Automobile Liability Insurance (only if Supplier will operate automobiles on Buyer’s premises [as applicable]) with minimum limits of $1,000,000 USD combined single limit for liability arising out of the ownership, maintenance, operation or use of any motor vehicle whether owned, hired or non-owned. Appropriate endorsement must be evidenced IF hazardous waste is to be transported – ISO MCS 90 and CA 9948 (Broadened Pollution Liability Endorsement).
  • (iv) Cyber Liability Insurance (where the Product requires the use of any software or sensitive data [as applicable]) with minimum limits of $1,000,000 USD each claim for loss including, but not limited to, damages, fines and penalties arising out of or resulting from Supplier’s acts, errors, or omissions for failure to prevent denial of service, unauthorized access to, unauthorized use of, tampering with or the introduction of malicious or damaging code or malware into firmware, data, software, systems or networks, breach of confidential information, including, but not limited to, breach mitigation costs and regulatory coverage. The retroactive coverage date shall be no later than the commencement date of the Purchase Order. Coverage must be kept in force for at least two (2) years after termination of the Purchase Order or an extended reporting period option of at least two (2) years must be purchased
• (b) The Commercial General Liability Insurance and Automobile Liability Insurance (if applicable to Supplier) shall (i) name Resorts World Las Vegas LLC, its parent company, subsidiaries and affiliates as additional insureds, including contractual liability coverage for the indemnity provisions contained herein (with respect to the Commercial General Liability Insurance policy), (ii) contain a broad form property damage endorsement, (iii) be primary without regard to any insurance carried by Buyer, and (iv) provide Buyer with at least thirty (30) days prior notice of reduction or cancellation.
• (c) All policies of insurance set forth above shall provide RWLV a waiver of any right to subrogation (“Waiver of Subrogation”) which any insurer of Producer may acquire against RWLV by virtue of the payment of any loss under such insurance. Producer agrees to obtain any endorsement that may be necessary to effectuate this Waiver of Subrogation, and provide RWLV with evidence of the same.  However, this provision applies regardless of whether or not RWLV has received a Waiver of Subrogation endorsement from the insurer.
• (d) Supplier will be solely responsible for the deductible(s) or self-insured retention(s) under Supplier’s policies.
• (e) Prior to the commencement of any work, provision of any Products or performance of any Services pursuant to the Purchase Order and at least five (5) days prior to the expiration of each insurance policy, Supplier shall furnish to Buyer with Certificate(s) of Insurance evidencing the required insurance coverage and referencing the Purchase Order. All required Certificate(s) of Insurance shall list as Certificate Holder: Resorts World Las Vegas LLC, 3000 Las Vegas, Blvd., South, Las Vegas, NV 89109, Attention: Risk Management. All required Certificate(s) of Insurance shall be delivered in electronic format via email to [email protected].
• (f) The additional insurance and indemnification (listed in the description of operations box or page two (2) of the Acord form) needs to read as follows (WITHOUT CHANGES):
  • Resorts World Las Vegas LLC, including all subsidiaries, affiliates & allied companies, corporations, or entities owned or controlled, now in existence or as may hereafter be created. Resorts World Las Vegas LLC, its parent company, subsidiaries, joint venture partners, affiliates and their respective directors, officers, and employees are included as additional insured in accordance with the policy provisions of the general liability (GL) and auto policies. The GL endorsement is primary and non-contributory.  A waiver of subrogation is granted in favor of Resorts World Las Vegas LLC, its parent company, subsidiaries, joint venture partners, or affiliates and their respective directors, officers, and employees in accordance with the policy provisions of the policies, by written contract and or agreement.  30-day Notice of Cancellation applies as agreed by written contract.
• (g) The consent of Buyer to the insurance and limits insured as shown herein, shall not be considered as a limitation of Supplier’s liability under the Purchase Order or an agreement by Buyer to assume liability in excess of said amounts or for risks not insured against.
• (h) Supplier will require that any contractor, agent, subcontractor and/or vendor used by Supplier in connection with providing Services under the Purchase Order will meet the above insurance and additional insured requirements and will obtain the appropriate Certificate(s) of Insurance, which may be reviewed by Buyer at its request.

14. LIMITATION OF LIABILITY

• (a) Except as set forth in subsection (b) below, in no event shall either party be liable for any indirect, special, incidental, consequential, or punitive damages under the Purchase Order or its subject matter under any legal or equitable theory, including breach of contract, tort (including negligence), strict liability, and otherwise, even if such party has been advised of the likelihood of the occurrence of such damages or such damages are foreseeable, and a party’s aggregate liability hereunder shall not exceed the total value of the Purchase Order.
• (b) The parties agree that the limitations of liability set forth in subsection (a) above shall not apply to a party’s (i) willful misconduct, (ii) gross negligence, (iii) breach of its confidentiality obligations herein, or (iv) indemnification obligations set forth herein.

15. BUYER DATA; EQUIPMENT

• (a) Buyer shall retain title to all data and Confidential Information supplied to Supplier under the Purchase Order.
• (b) Unless requested earlier, Supplier shall promptly return all such data and Confidential Information to Buyer upon completion of the Purchase Order.
• (c) Each party will comply with all applicable U.S. and international privacy and data protection laws and regulations, and will use best efforts to protect personally identifiable information from identity theft, fraud and unauthorized use.
• (d) Any equipment or tools purchased or manufactured specifically for the production, manufacture, or assembly of Buyer’s Products shall be delivered to Buyer at the earlier of completion of work or cancellation of the Purchase Order, and no additional purchase price shall be charged to Buyer for such equipment or tools.

16. WORK ON BUYER’S PREMISES

In the event the Purchase Order requires installation or work by Supplier on Buyer’s premises, (a) all work, whether on-site or off-site, shall be done in strict accordance with union regulations, as applicable; (b) insurance satisfactory to Buyer shall be obtained and certificates evidencing such insurance shall be furnished before work is started; and (c) prior to payment of the purchase price, Supplier shall furnish lien waivers, releases, affidavits, and other documents to keep Buyer’s premises lien free.  Supplier may enter Buyer’s property only during hours designated by Buyer.  Supplier shall ensure that its employees, agents, and contractors (i) do not obstruct or interfere with the freedom or pleasure of guests or employees of Buyer; (ii) comply with all Applicable Laws while present on Buyer’s property, including applicable workplace safety and health standards and regulations; (iii) comply with any reasonable verbal and/or other instructions communicated to Supplier while onsite; and (iv) Supplier’s employees, agents, and contractors shall be at least twenty-one (21) years of age if working in areas of Buyer’s property where underage individuals are prohibited by Applicable Law (e.g., casino, night clubs, bars, etc.).  Buyer may exclude any employees, agents, and contractors of Supplier from the property of Buyer for any reason at any time, in its reasonable discretion.

17. EXPENSES

Buyer will not bear any expenses (airfare, car rental, lodging, license and permit fees, etc.) of Supplier unless such expenses:

• (a) are approved by Buyer in writing prior to being incurred by Buyer; and
• (b) comply with Buyer’s then-current reimbursable expenses policy (available upon request).

18. SOFTWARE LICENSE.

If any software is necessary to operate the Products, Supplier hereby grants to Buyer a perpetual, royalty-free, irrevocable and transferable license to use such software and any accompanying manuals or documentation. Supplier shall provide Buyer with any updates, changes or modifications to such software and user manuals at no additional charge.   Supplier warrants that Supplier has the right, title and authority to license or sublicense any such software, and that such software does not infringe on any third party’s copyright, patent, trade secret or other intellectual property rights.

19. SAFETY DATA SHEETS

To the extent applicable, Supplier shall provide Buyer with a current safety data sheet for each Product, as may be required by Applicable Law.

20. INTELLECTUAL PROPERTY

• (a) Supplier has no right to, or interest in, the name “Resorts World” or any registered or unregistered service mark or trademark of Buyer or its affiliates, and Supplier shall not, in any manner, use such names or marks in the promotion of Supplier’s business, without Buyer’s prior written consent.
• (b) Each party shall retain sole and exclusive right, title and interest in intellectual property owned by that party as of the effective date or which is hereafter developed by that party independent of the Purchase Order.

21. MATERIAL BREACH; CANCELLATION.

• (a) In addition to all other rights and remedies provided for hereunder or under Applicable Law, Buyer may cancel all or any part of the Purchase Order: (i) if Supplier materially breaches any of the terms, warranties or provisions hereof; (ii) upon the occurrence of any event entitling Buyer to reject the Products; and/or (iii) if any insolvency proceeding is instituted by or against Supplier.
• (b) Buyer, in Buyer’s sole discretion, may cancel the Purchase Order at any time as to non-conforming Products and/or Products not delivered pursuant to the terms of the Purchase Order.
• (c) Buyer shall not be deemed to have cancelled the Purchase Order unless it notifies Supplier of its intent to do so in writing. Upon receipt of such notice, Supplier will immediately stop its work and/or Services and notify any other parties performing any part of the work and/or Services, and will protect any property, data or Confidential Information in Supplier’s possession in which Buyer has or may acquire an interest.
• (d) In the event of cancellation by Buyer pursuant to this Section, Buyer shall pay for Products and/or Services provided hereunder up to the effective date of such cancellation.

22. GENERAL

• (a) Any overtime or other additional extraordinary costs incurred by Supplier to perform its obligations under or otherwise comply with the Purchase Order shall be borne by Supplier.
• (b) Supplier shall provide adequate assurance of due performance of Supplier’s obligations hereunder within three (3) business days of Buyer’s written demand for such assurance, and failure to provide such assurance shall be deemed a material breach hereunder.
• (c) All representations and warranties shall survive the cancellation of the Purchase Order and/or the delivery and acceptance of the Products and the payment of the purchase price.
• (d) All waivers of performance of or adherence to the terms and conditions of the Purchase Order must be in writing and signed by the party waiving the same. The failure of a party to require the performance of any obligation herein, or the waiver by a party of any breach hereof, shall not constitute a waiver of future performance or any subsequent breach.
• (e) In the event of a dispute between the parties arising out of the Purchase Order, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and court costs.
• (f) The Purchase Order constitutes the entire agreement between the parties and supersedes all prior contracts, representations, negotiations and terms pertaining to the Products, whether written or oral.
• (g) The Purchase Order shall be governed by and construed according to the laws of the State of Nevada without giving effect to choice of law principles. The federal and state courts of Clark County, Nevada, shall have exclusive jurisdiction over matters relating to the Purchase Order.
• (h) At no time shall either party represent itself as an agent, employee, lessee, sub-lessee, partner or joint venture partner of the other party, and no employer-employee relationship shall exist between either party and any employee or agent of the other party. Neither party hereto shall have the express or implied right or authority to assume or create any obligation on behalf or in the name of the other party or to bind the other party in regard to any contract, agreement or undertaking with any third party.
• (i) Any and all notices or demands provided for, permitted or required to be given in connection with the Purchase Order shall be in writing and sent to the parties’ respective addresses and contacts first set forth in the Purchase Order. A copy of any notice shall also be sent to: Resorts World Las Vegas LLC, Attention: General Counsel, 3000 Las Vegas Boulevard South, Las Vegas, Nevada 89109, but such copy shall not constitute notice hereunder.
• (j) The Purchase Order may not be modified, supplemented or changed except pursuant to a change order or written amendment, and signed by a duly authorized representative of each party.
• (k) Supplier may not assign or encumber its interest in the Purchase without the prior written consent of Buyer.
• (l) In the event that any of Supplier’s obligations are subcontracted, Supplier shall retain the entire responsibility for the obligations subcontracted. Supplier understands, acknowledges and agrees that its use of subcontractors shall not in any way alter its obligations, representations and warranties made herein. Supplier shall be fully responsible for all acts and omissions of its subcontractors.
• (m) Supplier acknowledges that (i) Buyer and its affiliates are subject to the requirements of and exist only because of privileged licenses issued by governmental authorities; (ii) strict gaming laws and regulations prohibit Buyer and its affiliates from maintaining any business relationships or other associations with persons or entities that are unsuitable (as defined and determined by relevant governmental and regulatory authorities); and (iii) Buyer’s Ethics and Compliance Program (the “Compliance Program”) requires Buyer to conduct suitability reviews of certain potential vendors and/or business partners and/or such party’s owners and key principals (each, a “Suitability Review”). If Buyer determines in its sole and reasonable discretion, acting in good faith, that a Suitability Review of Supplier under the Compliance Program is required, Supplier shall cooperate with Buyer and promptly provide any information requested by Buyer for that purpose. All information provided to Buyer pursuant to this Section shall be subject to Buyer’s confidentiality obligations set forth in these Terms and Conditions. Buyer may immediately cancel the Purchase Order upon written notice to Supplier if (a) Buyer is directed by any gaming regulatory agency to terminate the Purchase Order and/or to cease all business or other associations with Supplier; (b) Buyer determines in its sole and reasonable discretion, acting in good faith, that (1) its association with Supplier could violate any laws or regulations regarding prohibited relationships between gaming companies and third parties, or (2) it would be in Buyer’s best interest to terminate its relationship with Supplier to protect any of Buyer’s or its affiliates’ contemplated or pending licensing applications or privileged gaming licenses; or (c) Supplier fails to cooperate and/or provide any information requested by Buyer pursuant to a Suitability Review. Notwithstanding anything to the contrary herein, in the event Buyer cancels the Purchase Order pursuant to this Section, Buyer shall have no further liability to Supplier except for payment of amounts due for any Services provided or work performed by Supplier prior to the effective date of such cancellation, unless Buyer is prohibited from making such payments by any gaming or other regulatory agency.
• (n) Without expressed prior and written consent of Buyer, Supplier acknowledges that it shall not advertise, publish or otherwise disclose in any press release or other form of distribution (i) its association with Buyer, or (ii) any aspects of this Purchase Order.

23. ENTIRE AGREEMENT

Except as provided herein or as otherwise agreed upon by the parties in a separate written agreement relating to the subject matter hereof, this Purchase Order and any documents referenced herein constitute the entire agreement between the parties regarding this Purchase Order and replace any contemporaneous oral or written communications between the parties related hereto.

WELCOME TO GAMINGPLAY OFFERED BY RESORTS WORLD LAS VEGAS LLC (“RESORTS WORLD”). BY OPENING A GAMINGPLAY ACCOUNT, YOU AGREE TO COMPLY WITH AND BE LEGALLY BOUND BY THESE RULES AND TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT AND AGREE TO THE RULES AND TERMS AND CONDITIONS YOU MAY NOT USE THE GAMINGPLAY ACCOUNT IN ANY WAY.

1. Resorts World Las Vegas GamingPlay Rules and Terms and Conditions are available to view in the Resorts World Las Vegas mobile app, at the Cage & Loyalty Services desk, at an enrollment kiosk, and at rwlasvegas.com.

2. Account holder must be at least 21 years of age and be a Resorts World Las Vegas Genting Rewards member.

3. The patron has the option to create a GamingPlay account remotely through the Resorts World Las Vegas mobile app. If the patron decides to create a GamingPlay account in-person, then the patron must personally appear at the Cage & Loyalty Services Desk and furnish Resorts World Las Vegas with a valid proof of identification and social security number prior to activating an account.

4. GamingPlay account transactions through the GamingPlay app cannot be accepted from any individual who does not have a valid GamingPlay account which is in good standing.

5. Management reserves the right to: a. Refuse to establish a GamingPlay account for what it deems good and sufficient reason;
  b. Refuse to deposit to GamingPlay accounts for what it deems good and sufficient reason;
  c. Refuse to accept all or part of any wager for what it deems good and sufficient reason;
  d. Declare that any or all wagers will no longer be received; and
  e. Unless there is a pending Nevada Gaming Control Board investigation or patron dispute, suspend or close any GamingPlay account at any time pursuant to the GamingPlay Terms and Conditions.

6. Except as otherwise expressly provided, management shall keep the following GamingPlay account information confidential: a. The amount of money credited to, debited from, or present in the cashless wagering account;
  b. The amount of money wagered on any game or gaming device;
  c. The Gaming Play account number and PIN;
  d. GamingPlay transactions; and
  e. The name, address, and other information that would identify the patron to anyone other than the Nevada Gaming Control Board or Resorts World Las Vegas.

7. Management shall share GamingPlay account information with: a. The Nevada Gaming Control Board;
  b. Financial institutions participating in a program established in accordance with Section 314(b) of the USA Patriot Act; and
c. As required by any state and/or federal law or legally sufficient subpoena or other court document.

8. Management may share GamingPlay account information, excluding jurisdiction where prohibited by law with:
  a. Any licensed affiliate;
  b. An affiliate or business partner of Resorts World Las Vegas including but not limited to Sightline Payments or affiliates of Sightline Payments.
  c. A person who has been issued a nonrestricted license to operate a race book or sports pool at Resorts World Las Vegas; and
  d. As authorized by you (the patron), including, but not limited to, as permitted by your agreement to the Account Rules and Terms and Conditions.

9. Only the person(s) named and registered on the GamingPlay account may conduct transactions on the account. You (the patron) may not allow anyone else to use your account or transfer fund to another account.

10. GamingPlay transactions are accepted through the mobile GamingPlay app. All wagers placed are subject to applicable game rules and house (RWLV) rules. Game rules and house rules are available upon request.

11. GamingPlay transactions placed through the mobile GamingPlay app are binding when the patron verifies and confirms the transaction displayed on the screen.

12. GamingPlay transactions will not be accepted if they exceed the balance in the GamingPlay account.

13. GamingPlay withdrawals and subsequent deposits made at any Resorts World Las Vegas kiosk must be authorized by the account holder.

14. GamingPlay winnings are subject to IRS reporting and/or withholdings.

15. Transactions placed through the mobile GamingPlay app are the sole responsibility of the account holder. Management is not responsible for unauthorized access to the GamingPlay account. It is your (the patron) responsibility to protect your login credentials. Do not share them with anyone.

16. GamingPlay account statements are available upon request. Each transaction with GamingPlay will be recorded.

17. If you do not place any GamingPlay transactions for 16 consecutive months, your account will be suspended from play and classified as dormant. To reactivate the account, you must appear in person to re-validate your identity. If you also have a Play+ account that gone dormant, please contact Play+ at 855-558-0043 to reactivate your account. Management reserves the right to close a dormant account at any time.

18. Unless otherwise stated, all rules apply to transactions made in-person, at a kiosk, or using the Gaming Play app.

19. Your GamingPlay account may be adjusted as a result of the resolution of a patron dispute. In the event an adjustment would result in a negative balance in the account, all activity in the account will be suspended until an agreement on the adjustment is reached between the account holder and Resorts World Las Vegas. If the parties are unable to agree on the adjustment, the matter will be submitted to the Nevada Gaming Control Board for resolution as a patron dispute per Nevada Revised Statutes 463.361 – 463.366, as applicable.

20. Any funds or winnings credited to your GamingPlay account in error will not be available for use until such error is resolved.

21. You understand, agree, and expressly consent to Resorts World Las Vegas making an adjustment to your GamingPlay account for: (i) any malfunction of the GamingPlay system, or other device or system failure; or (ii) funds or winnings credited to your account in error. The adjustment will be in the form of a Credit as defined by NGC Regulation 5.225(11) or a Debit as defined by NGC Regulation 5.225(12).

22. GamingPlay rules and terms and conditions are subject to change from time to time at our sole discretion and without advance notice. Your continued use of your GamingPlay account after the posting of any changes to the rules and terms and conditions constitutes your binding acceptance of such change. If any change is unacceptable to you, you must stop using GamingPlay entirely and close your GamingPlay account.

23. You may deposit and withdraw funds using cash, checks, money orders, wires, credit cards, or transfers from your (the patron) Play+ account. Unless there is a pending unresolved dispute or investigation, we will process any request to withdraw funds within __ business days, provided however that we are not responsible for any delays caused by banks or payments processors in crediting such withdrawals to your account.

24. Resorts World Las Vegas encourages you (the patron) to gamble responsibly. You may establish a
GamingPlay account deposit limits at the Cage & Loyalty Services desk. Problem Gambling Help Line 800-522-4700.

Updated on 10/7/2022

Resorts World Las Vegas encourages responsible gaming and offers patrons the ability to limit their GamingPlay deposits amounts (“Deposit Limits”). If you would like to set a daily Deposit Limit, follow these procedures:

1. Proceed to the Cage & Loyalty Services and request to set you GamingPlay deposit limit.

2. Ask to set your own personal amount (this process will require additional assistance to complete).

3. Once your deposit limit is set, you may use your physical Genting Rewards card at the slot machine or table game of your choice to make your GamingPlay wagers. (Note: Cardless Play and GamingPlay wagering will not be available through the Resorts World Las Vegas mobile app)

Updated on 10/7/2022