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Program Rules

Esso Extra Rules as of November 2013

The following rules apply to the Esso Extra® Program (the "Program") which is owned by Imperial Oil, a partnership of Imperial Oil Limited and McColl-Frontenac Petroleum Inc. ("Imperial").

1 Program Overview

1.1 Subject to these rules as they may be changed from time to time, Esso Extra Points (the "Points") are awarded to participants in the Program ("Members") for eligible purchases at participating Esso Stations. Points are also awarded for purchases from other vendors using the RBC Royal Bank®6Esso Visa card. Members must be resident in and have a mailing address in Canada. Members must hold either an Esso Extra Card or an RBC Royal Bank Esso Visa card. Members may only accrue Points to one account, which may be either an individual or joint account. Only individuals may be Members, i.e., membership is not open to business corporations, business joint ventures, business partnerships, business groups or business associations. Subject to these rules, Points may be redeemed by Members for rewards.

1.2 Imperial at any time may phase in further enhancements or changes to the Program and therefore reserves the right to amend these rules, with or without notice to Members.

2 Account Types

2.1 Members may accrue Points to their individual accounts or may request to accrue Points to one joint account with another Member or Members. Any Member wishing to accrue Points to a joint account must submit a completed Link Accounts Form designating a "primary collector" ("Master Member") to the address indicated on the form. Imperial may limit the number of accounts that can be linked to one joint account. The establishment of the joint account will be effective approximately 2 to 3 weeks after Imperial has received and registered the properly completed Link Accounts Form.

2.2 A Master Member must be a Member who accrues Points to the joint account. There will be only one Master Member for every joint account. In the case where the joint account is contributed to by members of a community group, the Master Member must be an individual that holds a title or office in that community group. Joint accounts may only be established by families, community groups or associations, not by businesses.

2.3 In the case of a joint account, where Imperial has received and registered written notice that a Master Member (a) does not want to remain as the Master Member; (b) died; or (c) has become bankrupt or incompetent to manage his or her affairs, the Members' existing Points in the joint account will be distributed back to the Members based on each Member's actual contributions to the joint account less their proportional share (based on the amount of contributions made to the joint account) of any redemptions, upon receipt and registration of written notice by Imperial Oil. Notwithstanding anything to the contrary herein, Imperial shall not be liable to any of the Member(s) of the joint account, or any other person or entity, for any redemption of Points made by a Master Member prior to Imperial receiving satisfactory written notice of, and registering in its records, the desire of the Master Member to no longer be the Master Member, or the death, bankruptcy or incompetency of the Master Member. If the remaining Members wish to designate a new Master Member, they must submit this request in writing following the procedure in 2.1.

2.4 At any time, a Member may request to be removed from a joint account by submitting an Unlink Accounts Form to the address indicated on the form. The Member's Points existing in the joint account prior to the request being recorded by Imperial will be transferred from the joint account back to the Member's individual account based on that Member's actual contributions to the joint account less their proportional share (based on the amount of contributions made to the joint account) of any redemptions processed prior to the recording of the change by Imperial. The removal of the Member's Points from the joint account will be effective approximately 2 to 3 weeks after Imperial receives and registers the properly completed Unlink Accounts Form.

3 Esso Extra Points

3.1 Points are awarded to Members who, at participating Esso Stations, purchase eligible goods and services using: (a) their RBC Royal Bank Esso Visa card; (b) any other method of payment in conjunction with the Esso Extra Card; or (c) an Esso Speedpass linked to an Esso Extra card or membership. For Points to be awarded, the RBC Royal Bank Esso Visa card, the Esso Extra Card or the Esso Speedpass must be used at the time of purchase before the sale is completed. Some Esso stations or locations which sell Esso products or Esso licensees may not participate in the Points Program.

3.2 Subject to any exceptions noted in these rules, Points are awarded by Imperial to Members on the basis of one Point for each full dollar (excluding cents) spent in each completed transaction for purchases of eligible goods and services at participating Esso Stations.

3.3 At participating Esso Stations, Points will be awarded for the following purchases: (a) two (2) bonus Points for each full dollar (excluding cents) spent in each completed transaction for Supreme grade gasoline; (b) one (1) bonus Point for each full dollar (excluding cents) spent in each completed transaction for Extra grade gasoline.

3.4 At participating Esso Stations, Points will NOT be awarded for: (a) some cash transactions at isolated terminals including coin- operated car washes and other similar types of circumstances; (b) the purchase of alcoholic beverages or tobacco products; (c) cash advances; (d) the purchase Esso Gift Cards (but Points will be awarded in accordance with these Rules when Esso Gift Cards are redeemed); or (e) bottle deposits. For non-gasoline, single-item purchases at participating Esso Stations greater than $150.00, Points will be awarded only at Imperial's sole discretion. Any transactions, purchases, advances or deposits not addressed in 3.4 will be referred to as a purchase of an eligible good or service or an eligible purchase.

3.5 Points awarded at participating Esso Stations will be registered and available for redemption as of the last processing period (will usually take up to 72 hours). In certain situations (e.g. statutory holidays) system operations may delay this timing.

3.6 In the event that the point-of-sale system is not operating at a Participating Esso Station (i.e. the Points cannot be captured electronically), the attendant will, upon request, enter the transaction manually when the point-of-sale system resumes operation. In these cases, Points may not be available for redemption within 72 hours of the purchase.

3.7 For purchases of goods and services made with the RBC Royal Bank Esso Visa card from vendors other than participating Esso Stations, the Member will earn one (1) Point from the Royal Bank for each dollar spent (rounded to the nearest dollar) in each billing period. However, Points will not be awarded for cash advances or service fees and other similar charges. Points referred to in this section will be accumulated during the billing period and will be registered and available for redemption as of the RBC Royal Bank Esso Visa card statement billing date.

3.8 Members who purchase goods and services at participating Esso Stations using the RBC Royal Bank Esso Visa card will also be awarded one (1) Point for each dollar spent (rounded to the nearest dollar) in each billing period. However, Points will not be awarded for cash advances, purchases of alcoholic beverages or tobacco products made at participating Esso Stations. Points referred to in this section will be accumulated during the billing period and will be registered and available for redemption as of the RBC Royal Bank Esso Visa card statement billing date.

3.9 Points may be awarded to Members for promotional offers for which details will be made available while the offer is valid.

3.10 Credits or refunds will reduce or cancel Points that were awarded for the original purchase.

3.11 Imperial will not send statements to Members setting out their Point totals (see 3.12 and 3.15). However, RBC Royal Bank Esso Visa cardholders will receive their Point total (excluding Points that are accumulated in any joint account that is linked using the process described in 2.1) in their monthly RBC Royal Bank Esso Visa card statement. Points indicated on the RBC Royal Bank Esso Visa card statement will be deemed to be correct, unless otherwise determined by Imperial.

3.12 In most cases of transactions (cash, Speedpass, credit approved and debit card) at participating Esso Stations, a Member's individual or joint account Point total prior to that transaction will appear on the purchase receipt under "Available Esso Extra Points." Points and Bonus Point totals for the current sale will appear on the purchase receipt under "Points This Sale" and "Bonus Points this Sale" respectively. Points indicated on the receipt will be deemed to be correct, unless otherwise determined by Imperial.

3.13 If a Member believes a Point discrepancy exists, he or she should call the Customer Service and Support Centre (1-800-567-3776) within 30 days of becoming aware of the possible discrepancy. If Points were not properly issued or registered, Imperial reserves the right to refuse to issue, register or honour any Points, or if registered, to cancel Points (see 5.12).

3.14 At some participating Esso Stations, if a debit card is used as a method of payment, a Member's Point total will not appear on the purchase receipt. If so, the Member can ask the attendant for their available Esso Extra Points balance.

3.15 Members may also obtain their individual or joint account Point total by: (a) accessing the Esso Extra Program website (www.essoextra.com); or (b) calling the Customer Service and Support Centre (1-800-567-3776).

3.16 Points have no cash value and cannot be exchanged for cash or credit. Points may be exchanged or transferred except as outlined in these rules. Points may not be sold, purchased, gifted, bartered, mortgaged, or made subject to any security, interest or charged.

3.17 If a Member becomes bankrupt, the Member's Points shall be deemed to have been forfeited and void immediately prior to the bankruptcy.

3.18 In the case of an inactive Member who does not acquire any Points for twelve (12) consecutive months, all accumulated Points may be forfeited, with or without notice, or otherwise dealt with, without compensation, at Imperial's discretion.

3.19 In the case of a joint account, if all Members are inactive (no acquisition of Points for twelve (12) consecutive months), all accumulated Points in the joint account may be forfeited, with or without notice, or otherwise dealt with, without compensation, at Imperial's discretion.

3.20 In the event of a lost or stolen Esso Extra Card, the Member may request a new Esso Extra Card at a Participating Esso Station. In order for Points accumulated on the old card to be available for redemption on the new card, reference to the old card must be made on the new Esso Extra Card registration form, in which case the lost or stolen card will be suspended and not permitted to redeem Points.

3.21 In the event of a lost or stolen RBC Royal Bank Esso Visa card, the Member should contact Royal Bank as outlined in the RBC Royal Bank Cardholder Agreement.

3.22 In the event of a lost or stolen Esso Speedpass, the Member should contact Imperial immediately as outlined in the Esso Speedpass Terms and Conditions.

4 Redemption of Esso Extra Points

4.1 In the case of an individual account, the Member is the only person entitled to redeem Points. Only Points that are registered at the time of redemption may be redeemed. When a Member has sufficient available Points and wants to redeem them for a reward selected from items available in the current Loyalty brochure, the Member must either: (a) for On-Site Rewards (these are rewards that are available at participating Esso stations), present his or her Esso Extra card, their RBC Royal Bank Esso Visa card or his or her Esso Speedpass to an Esso attendant at a Participating Esso Station and ask the attendant for the reward (the Esso attendant will then proceed to redeem the reward instantly, subject to availability of the reward at that Esso station, and the Member's total Points will be reduced by the amount required to obtain the reward); or (b) for other rewards (these are rewards that are not available at participating Esso stations): (i) call the Customer Service and Support Centre (1-800-567-3776); or (ii) access the Esso Extra Program website (www.essoextra.com). Once positive identification of the Member satisfactory to Imperial is made, the Member's total Points will be reduced by the amount required to obtain the reward and the reward will be sent to the Member, subject to availability of the reward at the redemption site. Please allow approximately 6 to 8 weeks for receipt of reward.

4.2 A Member, Master Member or "Authorized Redeemer" (as defined in 4.4) may visit the Points.com website and exchange Points for other loyalty program Points. They may also exchange their Points for "Hudson's Bay Rewards Points", or “RBC Reward Points”. In order to begin exchanging Esso Extra Points with Hudson’s Bay Rewards points or RBC Reward points, Esso Extra members must first earn a minimum of 250 Esso Extra Points from eligible purchases made at Esso stations.

4.3 In the case of a joint account, unless an "Authorized Redeemer" has been appointed, the Master Member is the only person entitled to redeem the Points. In order for an "Authorized Redeemer" to be appointed, the Master Member must request that another Member or Members who collect Points in the joint account be given authority to redeem Points. The Master Member makes this request by submitting a completed Link Account Form to the address indicated on the form, authorizing a secondary collector or collectors (the "Authorized Redeemer") to redeem any and all Points. The authorization of Points redemption by the Authorized Redeemer will be effective approximately 2 to 3 weeks after Imperial receives and has registered the properly completed Link Account Form.

4.4 For a joint account, when the account has sufficient available Points and the Master Member or an Authorized Redeemer wants to redeem them for a reward selected from the current Loyalty brochure, the Master Member or Authorized Redeemer must either: (a) for On-Site Rewards (these are rewards that are available at participating Esso stations), present his or her Esso Extra card, his or her RBC Royal Bank Esso Visa card or his or her Esso Speedpass to an Esso attendant at a Participating Esso Station and ask the attendant for the reward (the Esso attendant will then proceed to redeem the reward instantly, subject to availability of the reward at that Esso station, and the joint account's total Points will be reduced by the amount required to obtain the reward); or (b) for other Rewards (these are rewards that are not available at participating Esso stations): (i) call the Customer Service and Support Centre (1-800-567-3776); or (ii) access the Esso Extra Program website (www.essoextra.com). Once positive identification of the Member satisfactory to Imperial is made, the joint account's total Points will be reduced by the amount required to obtain the reward. Each Member in the joint account will have a proportionate reduction (based on the amount of contributions made to the joint account) of their contributed Points to the account. A reward will then be sent to the Master Member or Authorized Redeemer who redeemed the Points, subject to availability of the reward at the redemption site. Please allow approximately 6 to 8 weeks for receipt of reward.

4.5 Rewards are not intended to be a discount for the Member nor a premium from Imperial on the price of the goods bought to earn the underlying Points. Rewards merely represent the redemption mechanism to allow a Member to redeem Points.

4.6 Imperial is not responsible for lost or stolen rewards. Points remain the property of Imperial.

4.7 Rewards cannot be exchanged for cash or credit.

4.8 The Member is not required to pay any additional consumer taxes upon redemption of a reward. In some instances, the Member may be required to pay a bottle or can deposit for the selected reward (see also 5.6).

4.9 Rewards are subject to availability and are subject to change without notice (see also 5.3). Imperial reserves the right to substitute an item of equal value in any event, including the unavailability of any item.

4.10 Imperial does not permit any cancellations, exchanges or refunds for tickets, gift cards, certificates or merchandise once the reward fulfillment has taken place.

5 The Program in General

5.1 Efforts have been made to ensure that all the information contained herein and all information made available by Imperial about the Program is accurate and correct. However, Imperial is not responsible for any errors or omissions.

5.2 Any waiver by Imperial on the strict observance, performance and compliance of the rules contained herein (whether explicitly or by course of conduct) shall be effective only in the specific instance, and shall not waive any other rights of Imperial.

5.3 Imperial may suspend, amend or terminate the Program in whole or in part at any time without notice. Imperial may change any of these rules, the Program, benefits and procedures without notice EVEN IF THIS AFFECTS Points ALREADY RECORDED OR REGISTERED. In the event of discontinuing the Points Program, Imperial may, but shall not be obligated to, provide 60 days notice to Members within which redemption of Points will be accepted. Notices may be posted at participating Esso Stations to advise of the Program's termination, discontinuation or amendment. Imperial may, but shall not be obligated to, provide any other notice.

5.4 By receiving a reward, the Member releases Imperial, its partners and affiliates and their respective advertising and promotional agencies, the independent judging organization, and Royal Bank of Canada from all liability. Imperial is not responsible for lost or stolen rewards.

5.5 The Member must inform Imperial of any change in his or her address by calling the Customer Service and Support Centre (1-800-567-3776) or update his/her address using www.essoextra.com. Imperial will have no liability for lost, delayed or misdirected mail, or any consequences thereof. Imperial is not responsible for delay or failure of Points to be recorded or registered.

5.6 The Member is responsible for any federal or provincial income tax liabilities arising from the receipt of any rewards.

5.7 Imperial may occasionally choose to offer special offers to Members who meet certain prequalifying criteria.

5.8 By participating in the Program, a Member agrees to abide by all Imperial rules contained herein and elsewhere, as amended. Any violation, fraud or abuse of the Program by a Member may, at Imperial's sole discretion, result in the Member being cancelled from the Program and the Member's Points being forfeited, without compensation. Imperial may terminate the Membership of any Member under the Program and cancel any accumulated Points and certificates if the Member or any Member with an interest in a joint account misrepresents any information or abuses the Program in any way. Points that are cancelled for any reason are void without compensation and are not redeemable.

5.9 At any time, including after a request for Point redemption has been received, Imperial may suspend or terminate a Member's participation in the Program if the Member is not in good financial standing with Imperial.

5.10 Personal information provided by the Member in their application for an: Esso Extra Card; RBC Royal Bank Esso Visa card; Esso Speedpass; or provided subsequently (excluding information gathered or available from the use of the RBC Royal Bank Esso Visa card from vendors other than participating Esso Stations), is maintained in a separate file for the purposes of Imperial promotions and the marketing of goods and services by Imperial alone or in conjunction with other third parties. The Member's file is located at the offices of Imperial's representative currently located in Toronto, Ontario. Only Imperial employees and its duly authorized representatives who have a need to access the Member's file in carrying out their responsibilities will have such access. The Member has a right to access the personal information contained in their file. The Member's participation in this Program shall constitute consent to Imperial's continued maintenance of the Member's file and to sharing of information in the Member's file with third parties for the purposes set out above. A limited amount of your personal information, which may include your name, Esso Extra member number, address and postal code, may also be shared with Esso agents, dealers, distributors or any company with an ongoing business relationship with Imperial Oil for the purpose of ensuring the legitimate participation in the Esso Extra program and investigating suspected fraud relating to the use of Esso Extra cards or payment devices that include Esso Extra benefits such as the RBC Royal Bank Esso Visa or Speedpass.If the Member wishes to access, request a correction or have Imperial discontinue maintenance of his or her file, or to withdraw his or her consent to the use or disclosure of information in his or her file, or to make a complaint or inquiry you should write to Imperial Oil, 165 University Ave., Suite A-450, Toronto, Ontario, M5H 3B8 or call 1-800-567-3776.

5.11 Any disputes regarding the Program, and all interpretation of these rules and any administrative or other procedures as may be established by Imperial from time to time will be resolved by Imperial in its sole discretion. All determinations by Imperial shall be final and binding on Members. Imperial's liability under the Program, including for negligence or breach of contract, is limited to returning the Points redeemed in the circumstances or, where no Points were redeemed, to Cdn. $0.0001 for each Point registered and available to the Member or Master Member as the case may be at the time the liability arose. Imperial shall have no liability, including for negligence or breach of contract to any Member who has requested that their Points accrue to a joint account.

5.12 Program ownership resides with Imperial. Imperial reserves the right to transfer the operation of the Program to a successor company or a third party. The Program and these rules are governed by Ontario law and the laws of Canada applicable therein.

5.13 Any of the provisions set out above are void where prohibited by law.