Wynn Las Vegas Trademark Bidding TOS Changes

[Linda Buquet]

Wynn has a new Trademark Bidding Policy.
Wanted to be sure all affiliates got the email and read it carefully.

May 31, 2007
Re: Program Terms for Your Publisher Service Agreement

Dear Affiliate:

We are contacting you on behalf of Wynn Las Vegas, LLC to thank you for your efforts in connection with Commission Junction's Performance Marketing Program. When you entered into your Agreement with Commission Junction, you agreed to be bound by the terms our Advertiser's Program. We would like to take this opportunity to provide you with a copy of that Program. Please review our Program in detail and please feel free to contact us with any questions.

Sincerely,
The Wynn Las Vegas Hotel Sales and Marketing Team

ADVERTISER'S PROGRAM

This Program is hereby incorporated into to the Publisher Service Agreement ("Agreement") entered into by and between you ("AFFILIATE") and Commission Junction, Inc. ("CJ"), a Delaware Corporation, located at 530 East Montecito Street, Santa Barbara, California 93103.

THEREFORE, based upon the foregoing, and for other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, AFFILIATE agrees as follows:

1. PURPOSE.

This Program shall govern AFFILIATE'S activities with respect to keyword bidding ("Bid" or "Bidding") with any third party search engine or portal, including but not limited to AOL.com, Yahoo!.com, MSN.com, Google.com, netscape.com, excite.com, overture.com, ask.com, looksmart.com, findwhat.com, inktomi.com, lycos.com, metacrawler.com, and altavista.com. Furthermore, this Program shall govern AFFILIATE'S conduct with respect to all Performance Marketing Program activities as defined and set forth in the Agreement.

2. TRADEMARK BIDDING PROHIBITED.

AFFILIATE shall not Bid for any keyword that incorporates the term WYNN, or any term containing the letters W-Y-N or W-Y-N-N, in that order. In addition, AFFILIATE shall not Bid for any keyword that incorporates the term LE RÊVE, or any term containing the letters L-E-R-E-V, in that order.

Furthermore, AFFILIATE shall not Bid on any of the following keywords which incorporate the following trademarks and service marks owned by and/or associated with WYNN (the "Marks"): DANIEL BOULUD BRASSERIE, OKADA, RED 8, SW STEAKHOUSE, TABLEAU, THE COUNTRY CLUB GRILL, WING LEI, CHOCOLAT, BARTOLOTTA RISTORNATE DI MARE, CORSA CUCINA, MONTY PYTHON'S SPAMALOT, and/or LE REVE.

3. MISSPELLED TRADEMARK BIDDING PERMITTED.

AFFILIATE may Bid on the misspelling of any Mark identified in Paragraph 1, with the exception that AFFILIATE shall not Bid on any term containing the letters W-Y-N , W-Y-N-N, L-E-R-E-V, or L-A-R-E-V, or S-P-A-M, in that order.

4. OUT-BIDDING PROHIBITED.

AFFILIATE shall not over-Bid or out-Bid WYNN at any time during any Bidding process, for any Mark identified in Paragraph 2, or any misspelling thereof.

5. RECOMMENDED BIDDING.

AFFILIATE may Bid on the following descriptive key words (and variations thereof), and employ these terms in its paid search strategy: LAS VEGAS, SHOW, TICKETS, ENTERTAINMENT, LUXURY, HOTEL, 5 STAR, 5 DIAMOND, CASINO, RESORTS, ROOMS, DINING, RESTAURANT, WEDDING, CHEF, SHOPPING, GOLF COURSE, SPA, and VACATION.

6. URL LISTINGS.

a. Prohibited Activity. Unless otherwise approved in writing, AFFILIATE shall not use, cloak or mask the following URL listings in paid search placements:

i. Wynn Las Vegas
ii. Wynn Resorts - Investor Relations
iii. VisitWynn.com
iv. Hotel Reservations & Web Booking Engine, Internet Marketing, Travel Agent Marketing, Competitive Intelligence – TravelCLICK – Complete Hotel Distribution Solutions
v. Redirection
vi. montypythonspamalot.com

Furthermore, unless otherwise approved in writing, AFFILIATE may not direct traffic to any website that incorporates the terms WYNN, WYN, SPAMALOT, LE REVE, or IHOTELIER in any display URL listing.

b. Exception. Notwithstanding the foregoing, WYNN reserves the right to grant special permission to AFFILIATE to direct traffic to the VisitWynn.com and may display the VisitWynn.com URL in Pay Per Click ("PPC") advertisements, provided that AFFILIATE uses pre-approved ad copy and landing pages in association with the URL. Prior to such use, AFFILIATE shall submit a written request to WYNN for approval. All requests shall include specimens of any landing page, advertising copy, promotion, marketing or other materials prepared by or for AFFILIATE that include, incorporate, or direct traffic to the URL VisitWynn.com. Such use will not be deemed approved until expressly granted in a separate writing by WYNN.

7. AD COPY.

a. Prohibited Activity. AFFILIATE shall not use the terms "Official," or "Steve" or "Steve Wynn" in its ad copy, or otherwise create the impression that an AFFILIATE website is owned or operated by WYNN.

b. Permitted Activity. AFFILIATE may use any of the Marks identified in Paragraph 2 in its ad copy, provided that use of the Mark is never associated with search-based marketing or the following words or phrases: coupon, deal, lowest rate, discount, discounted rate, cheap, % off, or any other word or phrase indicating a reduced rate.

8. NEGATIVE KEYWORDS.

WYNN does not recommend Bidding on negative keywords. However, not withstanding the foregoing, AFFILIATE may Bid on the following negative key words (and variations thereof) and employ these terms in its paid search strategy: cheap, Macau, online gambling, Ireland, China, consulting, discount, DeShawn, Dixie, Dublin, economy, free, grip, jimmy, Keenan, low rate, lowest, Patricia, quantum, Robert, scrip, Stewart, tyla, walent, and white.

9. BREACH.

WYNN has the right, at its sole discretion, to monitor the AFFILIATE website for compliance with this Program. If WYNN determines that AFFILIATE has breached any provision of this Program WYNN may withhold Commissions otherwise payable to AFFILIATE and shall have the option to terminate the Agreement. Failure to comply with the terms of this Program may result in suspension of all Performance Marketing Program activities under the Agreement. If placed on suspension, AFFILIATE will be prohibited from participating in the Performance Marketing Program for a minimum of 14 days and will be ineligible to receive commissions on the revenues generated during the suspension period. After the initial suspension period, and if in complete compliance with this Program, AFFILIATE will have the opportunity to resume Performance Marketing Program activities. A second violation may result in permanent termination from the Performance Marketing Program. This Paragraph 9 shall not limit any other rights or remedies available to WYNN under this Program or the Agreement.

10. INCORPORATION.

This Program shall be effective as of the date of the Agreement, and shall remain in effect during the entire term of the Agreement. Except as expressly modified in this Program, the Agreement will remain in full force and effect. To the extent that the provisions in this Program conflict with the provisions of the Agreement, this Program shall control. AFFILIATE agrees that this Program satisfies the requirements for modifying the Agreement as may be set forth in that Agreement, and hereby ratified and confirm the same.

11. SEVERABILITY.

If any provision of this Program is in conflict with any applicable federal or state law now in force or hereafter enacted, such provision may be modified to the extent necessary to make it enforceable, or if such provision cannot be so modified it shall become inoperative, but all other provisions of the Program shall survive.

The Wynn Las Vegas Sales Team
Wynn Las Vegas