AMERICA’S GIVING CHALLENGE

OFFICIAL RULES

The following rules ("Rules") apply to the America’s Giving Challenge (the "Challenge") offered via the "Causes" platform and applications made available on the "Facebook" social networking website (collectively, the "Causes Application"). The Challenge is an initiative that aims to inspire and reward individuals who are passionate about contributing to charitable causes (each a "Cause") through the use of technology. As a registered member of the social networking website “Facebook” currently located at www.facebook.com (“Facebook”), you can become a Cause administrator ("Challenge Administrator") by registering a Cause using the Causes Application and entering same into the Challenge so you can solicit and generate donations for your Cause. All donations must be made utilizing the Causes Application and corresponding online tools and technology made available by or on behalf of Philotic, Inc. (the "Sponsor") in connection with Facebook.

1. Eligibility

NO PURCHASE OR DONATION NECESSARY TO PARTICIPATE AS A CHALLENGE ADMINISTRATOR (AS DEFINED ABOVE AND DESCRIBED HEREIN) IN THE CHALLENGE. ENTRY INTO THE CHALLENGE OPEN ONLY TO CHALLENGE ADMINISTRATORS WHO ARE LEGAL RESIDENTS OF THE 50 UNITED STATES AND THE DISTRICT OF COLUMBIA AND 13 YEARS OF AGE OR OLDER AS OF THE DATE OF ENTRY.  

(A) EMPLOYEES (AND THEIR IMMEDIATE FAMILIES), CONSULTANTS, AGENTS AND REPRESENTATIVES OF THE SPONSOR, PARADE PUBLICATIONS, AND/OR THE STEPHEN CASE FOUNDATION (THE “PRESENTING ENTITIES”), (B) THE ORGANIZATIONS WATER.ORG AND ONEXONE (AND THOSE CAUSES CONTRIBUTING THERETO) AND (C) THOSE CAUSES PARTICIPATING IN A “CAUSE SPONSORSHIP”, “DONOR MATCHING” OR OTHER SIMILAR PROGRAM IN CONNECTION WITH THE CAUSES APPLICATION ARE INELIGIBLE FOR THE CHALLENGE. ONLY THOSE CAUSES RAISING DONATIONS THAT BENEFIT REGISTERED 501(C)(3) NON-PROFIT ORGANIZATIONS (UNDER THE UNITED STATES INTERNAL REVUE CODE) LISTED IN THE GUIDESTAR DATABASE AVAILABLE AT WWW.GUIDESTAR.ORG (EACH, AN “ELIGIBLE ORGANIZATION”) ARE ELIGIBLE FOR THE CHALLENGE, SUBJECT TO THE RULES SET FORTH HEREIN. VOID WHERE PROHIBITED.

2. Challenge Period

The Challenge begins at 3:00:00 PM EDT on October 7, 2009, and ends at 2:59:59 PM EST on November 6, 2009, during which all donations must be received (the "Challenge Period"). Attempted donations that are lost, late, misdirected, incorrect, or incompletely received, for any reason, including by reason of hardware, software, browser, or network failure, malfunction, congestion, or incompatibility at Sponsor's servers or elsewhere, will not be eligible.

3. Registration

In order to enter and participate as a Challenge Administrator in the Challenge, you must (a) first register or be a pre-existing member of Facebook and become or be a pre-existing Cause administrator and (b) then register as a Challenge Administrator for the Challenge using the Causes Application as directed on Facebook at any time during the Challenge Period by following the online instructions available at http://causes.com. After submitting all requested information with respect to your Cause and completing the registration process for becoming a Challenge Administrator for the Challenge, you may begin to use the Causes Application to generate qualifying donations online (minimum of $10.00 per donation) for your Cause from other individuals (each, a "Donor") in order to compete for the Awards (as defined herein).

4. Entry Conditions

By entering in the Challenge, each Challenge Administrator agrees:

(a) to be bound by and comply with (i) these Rules, (ii) any other rules or restrictions applicable to the Challenge and made available on or in connection with the Causes Application and/or Facebook, and (iii) the interpretations of these Rules by the Presenter Entities and by the decisions of the Presenter Entities, which are final in all matters relating to the Challenge;

(b) not to hold themselves out as an agent or representative of the Presenter Entities;

(c) (i) that he/she has already acquired the explicit consent and permission from any and all other Cause administrators associated with, or with administrative access to, the applicable Cause (collectively, “Additional Cause Administrators”) to enter said Cause into the Challenge and (ii) that any and all Additional Cause Administrators have reviewed and agreed to be bound by and comply with all of the rules applicable to Additional Cause Administrators set forth herein;

(d) to release and hold harmless the Presenter Entities, their respective agents, employees, officers, directors, successors and assigns, and any suppliers, licensors, marketing partners or other affiliated parties in connection with the Challenge against any and all claims, injury or damage arising out of, in connection with or relating to participation in the Challenge, and from any claims based on publicity rights, defamation, invasion of privacy, copyright infringement, trademark infringement or any other personal, proprietary or property rights of any party or any other intellectual property-related cause of action, including, without limitation, any and all claims, injury or damage arising out of, in connection with, or relating to Additional Cause Administrators; and

(e) to acknowledge compliance with these Rules.

5. Postings; License Rights

(a) In order to promote, market and publicize the Challenge, the Presenter Entities and certain other related initiatives, entities and services, the Presenter Entities (and their subsidiaries, affiliates, suppliers, licensors, marketing partners and other affiliated parties) require a license to use any and all information, materials and content posted, made available or submitted in connection with each Challenge Administrator’s and Additional Cause Administrator(s)’ (i) Cause, (ii) use of the Causes Application and/or (iii) participation in the Challenge, including, without limitation, each Challenge Administrator’s and Additional Cause Administrator(s)’ names (and likenesses), user names, biographical information, Cause and any other personal information (collectively, “Postings”). By way of example and by no means limitation, the Postings may be used in connection with leader boards, widgets, participant lists, news feeds, emails, notifications, message boards, forums, blogs, online social community network profiles/groups, periodicals, magazines, news reports, websites, programming channels, broadcast and any other means of public display and performance, and other uses which may incorporate the Presenter Entities' and/or other affiliated parties' property and branding (including, without limitation, promotional materials such as banners, photos, logos, trademarks, audio-visual content, widgets, etc.) (collectively, the "Presenter Materials").  

(b) Accordingly, each Challenge Administrator and Additional Cause Administrator(s) hereby expressly grant the Presenter Entities (and their subsidiaries, affiliates, suppliers, licensors, marketing partners and other affiliated parties) a worldwide, perpetual, irrevocable, royalty-free, fully-paid, non-exclusive, sublicensable and transferable right and license to use, reproduce, encode, store, copy, transmit, publish, post, broadcast, display, publicly perform, exhibit, create derivative works, modify and promote any and all Postings in, on, through and in connection with any and all now known or hereafter devised, discovered or developed forms of media, products, platforms and services, without notice and without compensation, right of inspection, royalty, accounting, liability or obligation of any kind to any Challenge Administrator, Additional Cause Administrator or any other third party.

6. Postings Restrictions

(a) All contents of the Postings, with the exception of any incorporated Presenter Materials, must be completely original to each Challenge Administrator or Additional Cause Administrator(s) and must not have been taken or composed in whole or in part from any other source, including, without limitation, all graphical, audio-visual elements, imagery and artwork appearing in the Postings, and must be free and clear of any liens or claims with respect to the use of the Postings, and that such use will not give rise to any claims or infringement, invasion of privacy or publicity, or claims for any payment whatsoever including, but not limited to, claims for re-use fees or residuals.

(b) All Challenge Administrators and Additional Cause Administrators agree that any and all Postings made during the Challenge Period or in connection with the Challenge shall not contain, include or involve (or be posted on any websites highlighting or featuring) any of the following:

• obscenity;
• crude, vulgar or offensive pictures, depictions, images, language and/or symbols;
• gang signs or symbols;
• gratuitous violence, guns or other imagery or gestures of weapons. Violence may not be used to stimulate the audience or to invite imitation, nor may it be shown or offered as an acceptable solution to problem or conflict;
• nudity or explicit, graphic or excessive sexual activity;
• commercial products (e.g., clothing, toys, food) and/or their trademarks, brands, logos or endorsements other than the Presenter Materials;
• trade libel;
• hard liquor use or product images;
• license plates, phone numbers, personal addresses – physical or email or otherwise;
• illegal drug or alcohol use or abuse;
• derogatory characterizations of any ethnic, racial, sexual or religious groups, humiliation of other people (publicly or otherwise), or any assault or threatening of others;
• violation of anyone's right of privacy, including any statements that may be true but of private facts;
• trespass or the violation of other people's rights or property;
• illegal (e.g., discriminatory, harassing) or inappropriate activity, behavior or conduct (e.g., inflicting emotional distress);
• defamatory, libelous, threatening or other material that advocates against any individual or group including products/services promoting discriminatory behavior (e.g., racial, religious, gender, nationality, sexual orientation);
• conduct or activities in violation of the Rules; or
• any other content, display, materials and/or images that is or could be considered inappropriate, unsuitable or offensive, as determined by the Presenter Entities, in their sole discretion.

In addition, each Challenge Administrator and Additional Cause Administrator agrees, confirms and represents to the Presenter Entities that such Challenge Administrator and Additional Cause Administrator has not engaged or taken part in (or induced or encouraged anyone else to do so) in any activity or conduct in connection with the Challenge that: (i) is or may constitute a crime, unlawful or non-consensual activities (e.g., conduct that could lead to criminal prosecution), tortious conduct (e.g., conduct that could lead to civil prosecution) or the violation or infringement of the rights of any other party; or (ii) violates any of the terms or conditions of these Rules.

For the avoidance of doubt, (i) a donation by a Challenge Administrator or an Additional Cause Administrator to his/her own Cause via the Causes Application shall count as a single, unique daily Donor for calculating the total amount of donating individuals; (ii) each individual Donor shall be counted as a unique Donor once per Cause per day (i.e., multiple donations to the same Cause by the same Donor in the same day shall not be counted in the total number of unique Donors); (iii) Challenge Administrators may become Challenge Administrators for multiple Causes as long as each Cause benefits a separate Eligible Organization; (iv) the Eligible Organization designated by each Cause at the time of entry into the Challenge may not be changed during the Challenge Period; (v) once a Cause has been entered into the Challenge, it cannot be removed from the Challenge during the Challenge Period; (vi) the minimum number of unique Donors required for a Cause to qualify for a Daily Challenge Award shall be 10 and a Daily Challenge Award shall not be awarded in the event none of the Causes participating in the Challenge receives the minimum number of unique Donors required for a Cause to qualify for a Daily Challenge Award; (vii) each individual Cause shall only be eligible to win one of the Ultimate Challenge Awards, but shall be eligible to win multiple Daily Challenge Awards in addition to any applicable Ultimate Challenge Award; (viii) the Award winners will be announced by the Presenter Entities within approximately 30 or more days after the end of the Challenge; and (ix) all Challenge Administrators in the Challenge agree that the Awards and division of Awards will be decided by the Presenter Entities, in their sole and absolute discretion, and that any and all decisions are final (see Giving Challenge Help for further explanation).

9. Award Winner Verification

Upon request of the Presenter Entities or any of their suppliers, licensors, marketing partners or other affiliated parties in connection with the Challenge, each Award-winning Challenge Administrator and Additional Cause Administrator(s) must sign and return the following documents: (a) an affidavit of eligibility and release, and (b) any other releases and waivers reasonably requested by the Presenter Entities, in each instance (i.e., subsections (a) and (b) above), releasing the Presenter Entities and their respective officers, directors, employees, agents, members, affiliated companies, subsidiaries, licensors, marketing partners and services providers from any and all liability, loss, claims, demands, and causes of action for personal injury and/or damage, theft, loss, or any other harm suffered in connection with the Challenge and for any claim based on publicity rights, defamation, invasion or privacy, copyright infringement, trademark infringement or any other personal or property rights of any party or any other intellectual property related cause of action and, or the use/misuse or acceptance of any Award or any portion thereof to be eligible for the Awards; and (c) except where prohibited by law, a promotional release granting the Presenter Entities and their suppliers, licensors, marketing partners, service providers and/or other affiliated parties in connection with the Challenge the right to use their name, likeness and other materials and information for advertising, research, marketing and publicity purposes without additional compensation or consent. Entry into the Challenge constitutes agreement by each Challenge Administrator to sign and promptly return all such documentation, including, without limitation, promptly returning all documentation required from Additional Cause Administrators, as may be requested by the Presenter Entities.

10. General Terms

Any violation of these Rules may result in disqualification. The Presenter Entities reserve the right to reject any entries in the Challenge or any Challenge Administrator's, Additional Cause Administrator’s, and/or Donor's activities associated therewith that may be deemed, in their sole discretion, to violate these Rules, Facebook's Terms of Use or Privacy Policy, Philotic's Terms of Use or Privacy Policy, and/or any of the policies or guidelines established by the Presenter Entities that govern participation and/or activities in connection with the Challenge.

ANY VIOLATION OF THESE RULES BY AN AWARD WINNER OR ANY BEHAVIOR BY AN AWARD WINNER THAT WILL BRING SUCH AWARD WINNER OR THE PRESENTER ENTITIES INTO DISREPUTE (AS DETERMINED IN THE PRESENTER ENTITIES' SOLE AND ABSOLUTE DISCRETION) WILL RESULT IN SUCH AWARD WINNER'S DISQUALIFICATION AS AN AWARD WINNER FOR THE CHALLENGE AND ALL PRIVILEGES AS AN AWARD WINNER WILL BE IMMEDIATELY TERMINATED.

THE PRESENTER ENTITIES RESERVE THE RIGHT, IN THEIR SOLE AND ABSOLUTE DISCRETION, AT ANY TIME, TO DISQUALIFY ANY CAUSE, CAUSE ADMINISTRATOR, ADDITIONAL CAUSE ADMINISTRATOR, OR ELIGIBLE ORGANIZATION THAT SUPPORTS, PROMOTES OR CONDONES (DIRECTLY OR INDIRECTLY/IMPLICITLY OR EXPLICITLY) VIOLENCE, DISCRIMINATION (WHETHER BASED ON SEX, RELIGION, RACE, ETHNICITY, NATIONALITY, DISABILITY, AGE OR OTHERWISE), HATRED, ILLEGAL ACTIVITIES OR ANY OTHER ACTIVITY, BEHAVIOR OR CONDUCT THAT IS OBJECTIONABLE, INAPPROPRIATE, UNSUITABLE, OFFENSIVE OR THREATENING. 

Further, the Presenter Entities reserve the right to (a) modify these Rules at any time during the Challenge Period and (b) cancel, terminate or modify any transmission or other activity not capable of completion as planned, including by reason of infection by computer virus, bugs, tampering, unauthorized intervention, force majeure or technical failures of any sort. The Presenter Entities are not responsible for errors in the administration or fulfillment of the Challenge, including, without limitation, mechanical, human, printing, distribution or production errors, and may modify or cancel the Challenge based upon such error at their sole discretion without liability. The Presenter Entities assume no responsibility for the incorrect or inaccurate posting of information whether caused by any of the equipment or programming associated with or utilized in the Challenge or by any human error which may occur in the processing of the Postings in the Challenge. The Presenter Entities are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers, or providers, computer equipment, software, failure of any e-mail or players on account of technical problems or traffic congestion on the Internet or at any web site, or any combination thereof, including, without limitation, any injury or damage to a Challenge Administrator's or any other person's computer related to or resulting from participation or downloading any materials (including, without limitation, the Presenter Materials) for the Challenge. The Presenter Entities are not responsible for any typographical or other error in the printing of any materials, administration of the Challenge, or in the announcement of the Awards or Award winners. If, for any reason, a particular Cause is not capable of being offered and/or donated to as planned, including, without limitation, due to infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, ineligibility or any other causes beyond the control of the Presenter Entities which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Challenge, the Presenter Entities reserve the right in their sole discretion to cancel, terminate, modify or suspend the Challenge. All interpretations of these Rules and decisions by the Presenter Entities are final. No software-generated, robotic, programmed, script, macro or other automated online or text message entries are permitted and will result in disqualification of all such entries. The Presenter Entities reserve the right in their sole discretion to disqualify any Challenge Administrator, Additional Cause Administrator, Donor or other party it finds to (i) have tampered with the entry process or the operation of the Causes Application or Challenge; (ii) to be acting in violation of the Rules or the spirit of the Challenge; or (iii) to be acting in a disruptive manner, or with intent to annoy, abuse, threaten or harass any other person or Challenge Administrator or to have provided inaccurate information at any time during the Challenge, including, without limitation, on any legal documents submitted in connection with the Challenge or otherwise.

CAUTION: ANY ATTEMPT BY ANY INDIVIDUAL TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THE CHALLENGE IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, THE PRESENTER ENTITIES RESERVE THE RIGHT TO SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW.

All Challenge Administrators and Additional Cause Administrators agree to (y) indemnify and hold harmless the Presenter Entities, their respective agents, employees, officers, directors, successors and assigns, and any suppliers, licensors, marketing partners or other affiliated parties in connection with the Challenge from any and all liability resulting or arising from the Challenge Administrators’ and/or Additional Cause Administrators’ acts or omissions in connection the Challenge, including, without limitation, any Postings or failure to comply with Section 4(c) (Additional Cause Administrators) herein, and (z) release all rights to bring any claim, action or proceeding against the Presenter Entities, their respective agents, employees, officers, directors, successors and assigns, and any suppliers, licensors, marketing partners or other affiliated parties in connection with the Challenge from any and all liability resulting or arising from the Challenge and hereby acknowledge that the Presenter Entities, their respective agents, employees, officers, directors, successors and assigns, and any suppliers, licensors, marketing partners or other affiliated parties in connection with the Challenge have neither made nor are in any manner responsible or liable for any warranty, representation or guarantee, express or implied, in fact or in law, relative to the Awards or the Challenge.

11. Applicable Laws And Jurisdiction

This Challenge is subject to all applicable federal, state, and local laws and regulations. Issues concerning the construction, validity, interpretation and enforceability of these Rules shall be governed by the laws of the State of New York. All disputes arising out of or connected with the Challenge will be resolved individually, and without resort to class action, exclusively by a state or federal court located in New York, New York. Should there be a conflict between the laws of the State of New York and any other laws, the conflict will be resolved in favor of the laws of the State of New York. All judgments or awards shall be limited to actual out-of-pocket damages (excluding attorneys' fees) associated with participation in the Challenge and shall not include any indirect, punitive, incidental and/or consequential damages. Each Challenge Administrator and Additional Cause Administrator waives any and all objections to jurisdiction and venue in these courts and hereby submits to the jurisdiction of those courts.

12. Rules/Award Winners Request

For a copy of these Rules or the names of the Award winning Causes and Eligible Organizations, send a separate, stamped, self-addressed envelope to: Philotic, Inc., America’s Giving Challenge Terms/Winner Request, 2105 Martin Luther King Jr. Way, Berkeley, California, 94704. Vermont residents may omit return postage. Requests received after February 1, 2010 shall not be honored.

13. Sponsor Contact Details

If you have any questions about these Rules, please contact the Sponsor at the following address: Philotic, Inc., 2105 Martin Luther King Jr. Way, Berkeley, California, 94704.