Motionbox "Your Not-So Secret Admirer" Contest

Rules & Regulations

NO PURCHASE OR PAYMENT IS NECESSARY TO ENTER OR WIN THIS PRIZE. THIS CONTEST IS OPEN TO LEGAL U.S. RESIDENT S WHO MEET THE ELIGIBILITY CRITERIA SET FORTH IN THESE OFFICIAL RULES. BY ENTERING THIS CONTEST, YOU AGREE TO THE MOTIONBOX PRIVACY POLICY, LOCATED AT http://www.motionbox.com/help/privacy.

1. Contest Description: Motionbox (Sponsor) will award one (1) grand prize to the entry that shows the best "Not-So-Secret Admirer" video. Each entry to the Contest shall be referred to herein as a "Submission". Please see Judging and Criteria below for further information regarding the selection process.

2. Contest Term: The Motionbox "Your No-So Secret Admirer" Contest (the Contest) begins on February 4, 2008 and ends at 5:00 p.m. Eastern Time on February 29, 2008 (the Contest Term). All entries must be received during the Contest Term.

3. Eligibility: No purchase or payment is necessary to enter or win this contest. A purchase will not increase your chances of winning a prize. This contest is open to: (a) legal U.S. residents, (b) who are 18 years of age or older at the time of contest entry, (c) who are valid Contest ID holders (as defined in Rule 5 below). Contestants may not be employees of Motionbox, Inc ("Sponsor"), its parent company, their respective subsidiaries, affiliated companies, partners, advertising or promotion agencies or prize donors (all of the foregoing, together with Sponsor, collectively referred to as the "Contest Parties") nor may they be family members of the immediate families of any of the foregoing, or persons living in their households. Entries are limited to individuals only: commercial enterprises and business entities are not eligible. THE CONTEST IS VOID WHERE PROHIBITIED OR RESTRICTED BY LAW and is subject to applicable federal, state and local laws and regulations.

4. Sponsor: Motionbox, Inc, 55 Broad Street, New York, NY 10004 is the Sponsor of this Contest.

5. How to Enter: During the Submission Phase, visit www.motionbox.com/contests/valentines (the "Website"). If you are not an existing Motionbox user, you will be required to agree to the Motionbox Terms of Use, located at http://www.motionbox.com/help/terms and create a free Motionbox account in order to submit a video in the Contest (a "Contest ID"). In the event of a conflict between these Official Rules and the Motionbox Terms of Use, these Official Rules will control. The person obtaining the Contest ID and uploading the Submission will be deemed the entrant ("Entrant"), regardless of whether any other persons appear in the video associated with that Submission.

Once registered with Motionbox, upload or select a new video to submit, and add a title and description of your video submission. Review these Official Rules, check the box indicating "I agree," and click "Enter for a Chance to Win." Submissions that do not include all required information and that do not adhere to the foregoing and to the following requirements will be considered void and will not be evaluated in the judging of this Contest.

6. CONTEST TERMS OF ENTRY: As conditions of entry into this Contest, and by uploading a Submission, each Entrant:

(a) WARRANTS AND REPRESENTS THAT THE ENTRANT OWNS ALL RIGHTS TO THE SUBMISSION HE/SHE IS ENTERING IN THIS CONTEST, INCLUDING, WITHOUT LIMITATION, THE VIDEO OR DIGITAL RECORDING, AND THE PERFORMANCE CONTAINED IN EACH SUBMISSION, WITH THE EXCEPTION OF ANY AUTHORIZED ASSETS PROVIDED BY THE SPONSOR FOR USE BY ENTRANTS IN CONNECTION WITH THIS CONTEST;

(b) WARRANTS AND REPRESENTS THAT THE ENTRANT IS THE SOLE INDIVIDUAL PICTURED AND HEARD IN THE SUBMISSION, OR ALTERNATIVELY, THAT THE ENTRANT HAS OBTAINED PERMISSION FROM ALL PERSONS SEEN OR HEARD IN THE SUBMISSION, AND CAN MAKE COPIES OF SUCH PERMISSIONS AVAILABLE TO THE SPONSOR UPON REQUEST;

(c) WARRANTS AND REPRESENTS THAT, WITH THE EXCEPTION OF ANY AUTHORIZED ASSETS CONTAINED THEREIN, HIS/HER SUBMISSION(S): (i) ARE ORIGINAL TO THE ENTRANT AND HAVE BEEN LEGALLY OBTAINED AND CREATED, (ii) DO NOT INFRINGE THE INTELLECTUAL PROPERTY, PRIVACY OR PUBLICITY RIGHTS OR ANY OTHER LEGAL OR MORAL RIGHTS OF ANY THIRD PARTY, OR VIOLATE APPLICABLE LAWS, REGULATIONS, OR NETWORK STANDARDS; (iii) HAVE NOT BEEN ENTERED IN OR WON PREVIOUS PROMOTIONS OR AWARDS; AND (iv) HAVE NOT BEEN PREVIOUSLY EXHIBITED, PUBLISHED OR PUBLICLY DISPLAYED IN ANY MEDIUM OR VENUE;

(d) irrevocably grants to Contest Parties and their affiliates, legal representatives, assigns, agents and licensees, the unconditional and perpetual right and permission to copyright (as appropriate), reproduce, encode, store, copy, transmit, publish, post, broadcast, display, publicly perform, adapt, exhibit and/or otherwise use or reuse (without limitation as to when or to the number of times used), the Entrant's name, address, image, voice, likeness, statements, biographical material and Submission, including, but not limited to, the video or digital recording and performances contained in any of the above items (in each case, as submitted or as edited/modified in any way by the Contest Parties, in the Contest Parties' sole discretion), as well as any additional photographic images, video images, portraits, interviews or other materials relating to the Entrant and arising out of his/her participation in this Contest (with or without using the entrant's name) (collectively, the "Additional Materials") in any media throughout the world for any purpose, without limitation, and without additional review, compensation, or approval from the entrant or any other party;

(f) forever waives any rights of privacy, intellectual property rights, and any other legal or moral rights that may preclude the Contest Parties' use of the Entrant's Submission or Additional Materials, or require the Entrant's permission for Contest Parties to use them for any purpose, and agrees to never sue or assert any claim against the Contest Parties' use of those Materials;

(g) agrees to indemnify and hold the Contest Parties and their respective affiliates, officers, directors, agents, co-branders or other partners, and any of their employees (collectively, the "Promotion Indemnitees"), harmless from any and all claims, damages, expenses, costs (including reasonable attorneys' fees) and liabilities (including settlements), brought or asserted by any third party against any of the Promotion Indemnitees due to or arising out of the Entrant's Entry Materials or Additional Materials in this Promotion, or the Entrant's conduct during and in connection with this Promotion, including but not limited to trademark, copyright, or other intellectual property rights, right of publicity, right of privacy or defamation;

(h) acknowledges and agrees that (a) the Contest Parties have access to and/or may create or have created literary, film, photographic, tape and/or other materials, ideas and concepts which may be similar or identical to the Entrant's Entry Materials in theme, idea, plot, format, characters and/or other respects; (b) the Entrant will not be entitled to any compensation or other consideration because of the use by Promotion Entities of any such similar or identical material, ideas and/or concepts; and (c) the Contest Parties' use of material containing elements similar to or identical with those contained in the Entrant's Entry Materials shall not obligate Sponsor to negotiate with nor entitle Entrant to any compensation or other claim; and

(i) agrees to release and indemnify and hold harmless Sponsor and the Contest Parties from any and all claims that any commercial, advertising, presentation, web content or any other material subsequently produced, presented, and/or prepared by or on behalf of Sponsor or the Contest Parties infringes on the rights of Entrant's work as contained in any Submission.

7. Submission Format and Content Requirements

a. Technical Requirements:

1) The video must be in mpg, .mpeg, .mp4, .avi, .mov, .wmv, .flv, .rm, 3GP (mobile) etc., formats;

2) The video must not exceed 10 minutes in length;

3) The video file size must not exceed 300MB.

b. Content Restrictions:

(1) Each Submission:

(a) must be in English;

(b) may not contain sexually explicit, obscene, indecent or otherwise inappropriate content, including but not limited to nudity, pornography or profanity;

(c) must not contain libelous or defamatory statements (including but not limited to words or symbols that are widely considered offensive to individuals of a certain race, ethnicity, religion, sexual orientation, age, disability or socioeconomic group);

(d) must not include threats to any person, place, business, group or world peace;

(e) must not invade privacy or other rights of any person, firm or entity;

(f) must not contain material that features and/or promotes dangerous activities that may result in injury to oneself or another (as determined by the Sponsor in its sole discretion);

(g) must not, in the sole discretion of Sponsor, contain any commercial content that promotes any product or service other than one owned by Sponsor, or disparage the Contest Parties or their partners in any way;

(h) must not in any other way violate applicable laws and regulations or network standards; and

(i) must not contain any copyrighted works (other than as owned by the Contest Entrant, or which is an Authorized Asset). Any elements appearing in your Entry, including, without limitation, music, audio, speech/voiceovers, stills, video, supers, or other audiovisual materials (collectively, "Elements") must be entirely original, created, and performed by you, be in the public domain, or be an Authorized Asset.

(2) Each Submission must display a unique performance. Identical Submissions, or Submissions that are substantially similar, in the Contest Parties' sole opinion, will not be considered.

(3) All Submissions will be reviewed for content before being published or judged; however, such review does not relieve Entrant from responsibility for compliance with the Motionbox Terms of Use and these Official Rules. Submissions that do not comply with the Motionbox Terms of Use or these Official Rules or that otherwise contain prohibited, or inappropriate content as determined by the Contest Parties, in their sole discretion, will be disqualified and will not be published or considered for a prize. Sponsor makes the final determination as to which Submissions are eligible to take part in this Contest and be considered for a Prize.

c. Additional Requirements:

(1) Once you complete and submit the Publish Form for a particular Submission, your Submission is final and may not be modified or edited further. No Submissions will be returned.

(2) Contest Parties are not responsible for lost, late, incomplete, invalid, un-intelligible or misdirected videos, which are disqualified.

8. Prize Selection:

Grand Prize: One (1) winner will be selected for the Grand Prize by a panel of five judges (the "Judges"). The Judges will review all entries and select the winning entry. The Judges will base their decision on originality, creativity, overall presentation, and entertainment value. Such selection shall be made in the Judges' sole and absolute discretion. All decisions of the Judges shall be final.

Odds of winning any prize are affected by the number of eligible entries received by the Contest end date.

7. Prizes and Approximate Retail Value: All prizes to be awarded by March 10, 2008. Total retail value of all prizes is $900.

Grand Prize: The Grand Prize (1) Winner will receive two (2) special edition iPod Nanos, two (2) Emporio Armani watches, and two (2) Gap Red T-Shirts. The Grand Prize is not transferable.

Other Prize Restrictions: Each Prize (including all Prize components) is subject to availability and is subject to restrictions. There is no substitution or cash equivalent of any Prize except at the Sponsor's sole discretion due to unavailability of the Prize for any reason and only then for a prize of equal or greater value. The Sponsor is responsible only for prize delivery. The Sponsor is not responsible for prize utility, quality or other attributes. If for any reason the Grand Prize Winner is ineligible or does not accept the Grand Prize as described above, no cash or other compensation will be paid and a runner up winner will be awarded the Grand Prize. Each contestant preliminarily chosen as a winner and the guest of Grand Prize may be required to sign and return an Affidavit of Eligibility, Release of Liability, and Publicity Release within four (4) business days of receipt of such Affidavit and Release, and must possess age-defining documentation (i.e., photo identification) prior to the prize release. Failure to execute and return the required documents within 4 days of receipt may subject the Winner to disqualification and, in such case, another contestant will be selected. The Contest Parties are not responsible for and shall not be liable for late, lost, misdirected or unsuccessful efforts to notify the Winner. The Winner agrees to use of his or her name, address, likeness, and/or prize information by the Sponsor for promotional purposes in any medium without additional compensation to the extent permitted by law.

8. General: By entering this Contest, each contestant warrants that, (a) the contestant has read, understood, and followed the Official "Your Not-So Secret Admirer" Contest Rules; (b) agrees to be bound by the decisions of the Sponsor; and (c) the contestant is eligible under these Contest Rules. All Potential Winners and their entries may be subject to verification and investigation before being awarded any prizes. In the event no enough qualified entries are received, Sponsor is not responsible to award more prizes than entries received. Contestants agree to release and hold the Contest Parties harmless from any and all liability for personal injury, death, damages, and loss. This Contest shall be governed by New York law. By participating in this Contest, entrants agree that (a) any and all disputed, claims and causes of action arising out of or connected with this Contest, shall be resolved individually, without resort to any form of class action and New York courts shall have exclusive jurisdiction over any dispute or litigation arising from or relating to this Contest and that venue shall be only in New York, NY; (b) any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with entering this Contest but in no event attorneys' fees; and (c) under no circumstances will entrants be permitted to obtain, and entrant hereby waives all rights to claim, punitive incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT BE APPLICABLE TO EACH ENTRANT AND/OR WINNER.

9. Limitation of Liability: The Contest Parties are not responsible for any incorrect or inaccurate information associated with or utilized in the Contest or by any technical or human error, which may occur in the processing of entries in the Contest. The Contest Parties assume no responsibility for any misdirected or lost entries, or any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, entries or entry data. If, for any reason, the Contest is not capable of running as planned, including tampering, unauthorized intervention, fraud, or any other causes beyond the control of the Contest Parties which affects the administration, security, fairness, integrity or proper conduct of the Contest, then the Sponsor reserves the right at its sole discretion to cancel, terminate, modify or suspend the Contest.

Entrants agree that Motionbox, Inc., prize suppliers, the Judges, participating retailers, advertising and promotion agencies, and their respective parent and affiliate companies, suppliers, printers, distributors, and the respective officers, directors, employees, representatives and agents of each and any other person or entity related in any way to this Contest (collectively, the "Contest Releasees") will have no liability whatsoever for, and shall be held harmless by entrants against, any and all liability for any injuries, loss or damage of any kind to persons, including death, or property damage resulting in whole or in part, directly or indirectly, from acceptance, possession, misuse or use of any prize, participation in this promotion, or while traveling to, preparing for or participating in any Prize-related activity. The Contest Releasees expressly disclaim any responsibility or liability for injury or loss to any person or property in connection with the delivery and/or subsequent use of the Prize, or any portion thereof, awarded.

Sponsor reserves the right at its sole discretion to disqualify any individual it finds to be tampering with the entry process or the operation of any of the Contest; to be acting in violation of the Official Rules; or to be acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. CAUTION: ANY DELIBERATE ATTEMPT BY AN ENTRANT OR ANY OTHER INDIVIDUAL TO UNDERMINE THE LEGITIMATE OPERATION OF ANY OF THE CONTEST IS A VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, THE SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW.

10. Winners List: For a list of winners, send a written request together with a self-addressed, stamped envelope to Motionbox at Winners List, Motionbox Valentine Contest, Motionbox, Inc., 55 Broad St. 11th Floor, New York, NY 10004 by June 31, 2008.

11. Copyright © 2006 – 2008 Motionbox, Inc. All rights reserved. Any other trademarks in these Official Rules are used for prize identification purposes ONLY and are the properties of their respective owners.