NOTE: COMPETITION RULES LAST MODIFIED NOVEMBER 29, 2007.

Thanks for visiting our site. We look forward to seeing your entry in the Competition!

The Official Rules below are the last word on Project Breakout's Breakout Calendar Girls Swimsuit Model Competition, so please read them carefully, but here's a snapshot of the key details to help you get started.

HOW THE COMPETITION WORKS

1) What is Project Breakout's Breakout Calendar Girls Competition?

• It's a North America-wide search to find and help advance the career of 12 beautiful swimsuit models and provide an amazing opportunity for 1 of those lucky 12 with our Award Partners. At Project Breakout, we are providing an entertaining, engaging and interactive platform dedicated to helping emerging talent "breakout"!

• Only residents of the United States & District of Columbia, as well as Canada, who are 18 years of age and over, can participate. Void where prohibited or restricted, including the states of Arizona, Iowa, Vermont and Connecticut, and the province of Quebec, and, additionally in the case of Trivia Challenges as described herein, the State of Rhode Island

• Simply upload a minimum of 4 photos (maximum of 6) and optionally 1 video that you think best showcases your beauty and modeling skills, and you will be on your way to seeing if you can join us in South Beach, Florida for a professional multi-day photo shoot that will land you in the first annual Breakout Swimsuit Calendar. Our expert judges will then decide which of the lucky 12 earns the breakout opportunity with our Award Partner!

2) What should I include in my Competition Entry?

Your Competition Entry must consist of a minimum of 4 and maximum of 6 photos, and may also include 1 Video.

• VIDEO (optional): As this is a swimsuit modeling competition, the online fans and expert panel of judges will be watching to determine how you present yourself in one or more swimsuits. Feel free to express your creativity and talents in achieving this objective, but please be sure to present yourself in a professional manner.

• It's also a good idea to tell the audience a bit about yourself, but please restrict any information provided to that which you feel comfortable having in the public domain. Get wild and crazy, or stay calm, cool and collected. Above all else, just be yourself and have a good time!

• The optional video should be not more than 5 minutes in total running time and can include you simply modeling in different locations and may include you speaking to the camera; whatever you feel will best show the audience and the judges that you deserve to be a "Breakout Swimsuit Model".

3) How does the Competition work?

The Breakout Calendar Girls Competition consists of a 13-week Competition starting on Monday, October 1, 2007 and ending on December 31, 2007, inviting women across the US and Canada, and involving a combination of online audience voting and an expert panel of judges. The following table provides details of each Round of the Competition (please refer to the Official Rules for complete details):

The Competition Schedule

4) How do I enter the Breakout Calendar Girls Competition?

• Simply register or login on our site at modeling.projectbreakout.com and upload photos and an optional video using our video uploader. See the Official Rules.

• You must provide a valid e-mail address upon completing your registration profile; otherwise you will be subject to disqualification from entry into the Competition. Your email address will be used as your username/login ID and be confirmed through an email validation process.

• To be eligible, a single username (login ID) and profile should be used for each Contestant.

• From September 12 through December 24, 2007, you may enter one (1) video (optional) showcasing your beauty and modeling talent, along with a minimum of 4 and a maximum of 6 photos, into the competition.

• All contents of the video and the Competition Photos must be original and you must be wearing a swimsuit.

• No use of copyrighted materials will be permitted, unless you have received the permission of the copyright holder. Also make sure that anyone you are featuring in your video has given you their permission to appear in your video.

• The total running time of your video (optional) must be no longer than five (5) minutes.

• The maximum file size of the Competition Photos is 1 MB and must be in JPEG format.

5) What could I win?

What you are really interested to know, right!

• If you are chosen as 1 of the 12 Competition Finalists, you will earn a spot in the first annual Breakout Swimsuit Calendar and be flown, all-expenses paid for 3 nights, to sunny, happening South Beach, Florida, for a multi-day professional photo shoot. You will stay in a leading South Beach hotel and enjoy not only the natural allure and fun of South Beach but also the press events and parties organized around the photo shoot.

• If you are selected as the Grand Prize Winner from among the 12 Finalists, you will not only grace the cover of the first annual Breakout Swimsuit Calendar, but you will earn a 1-year modeling contract with Sugar Free Swimwear (www.sugarfreeswim.com), as well as a modeling feature on the website of leading online swimwear retailer, InStyleSwimwear.com, our Award Partners.

• If you are 1 of the first 10 to enter the Competition, you will win a gift card from InStyleSwimwear.com, a leading swimwear retailer.
  
  
• If you participate in a Trivia Challenge as noted in Section 6 below, you could also win a US $50 gift card if you become a Weekly Trivia Winner, but more importantly you could win the Trivia Challenge Grand Prize that includes an all-expenses paid 4-night trip for you and a friend to join the 12 Model Finalists in South Beach, Florida during the Photo Shoot (estimated prize cash value is US $4,000)!

6) What's in it for me if I am not a contestant?

As a non-contestant, , not only can you participate to win the Trivia Challenge Grand Prize but you can also play an important role by watching, voting and commenting on the Competition Entries. You will have a hand in picking the next Breakout Swimsuit Models!

Project Breakout

Breakout Calendar Girls
Swimsuit Model Competition

OFFICIAL RULES

NO PURCHASE NECESSARY TO ENTER OR WIN THE COMPETITION.
THIS COMPETITION IS OPERATED BY PANORAMA SOLUTIONS INC.,
THE OWNER OF PROJECT BREAKOUT (the "Operator").

Void where Prohibited or Restricted

1.) COMPETITION GENERAL DESCRIPTION:

The Breakout Calendar Girls Swimsuit Model Competition (the "Competition") is a popularity and skill-based Competition in which Contestants will compete to become one of twelve (12) breakout swimsuit models. The Competition officially begins at 6:00:00 AM ET on Monday, October 1 2007 (the "Competition Start Date"), when Contestants (the "Contestant(s)" or "You") will be invited to enter a minimum of four (4) and a maximum of six (6) photos, as well as one (1) video (optional) ("Video") into the Competition (the "Competition Photos"). Video submissions in any Round must be no longer than five (5) minutes in total running time. Competition Photos must be no larger than 1 MB and must be submitted in JPEG format only.

The twelve finalists in the Competition will be flown, all-expenses paid for 4 nights, to South Beach, Florida, for a professional photo shoot, each of the twelve will be eligible to win the Competition Grand Prize, namely, a one-year modeling contract with Sugar Free Swimwear, our Award Partner, along with a feature on the website of InStyleSwimwear.com (the "Grand Prize").

Members of the general public ("Public Voters") are invited to access Project BreakOut's Internet website and the Calendar Girls Swimsuit Model Competition link to view the Competition Photos and to vote for their favorite competitor. (See Section 3, below, for the classes and definitions regarding participation in the Competition.)

Immediately upon your entry into the Competition (the "Competition Entry(ies)"), the Public Voters will be able to view, vote, share, comment on each Contestant's Entry Materials. Contestants may upload their Competition Photos between the Competition Start Date until 03:00:00 AM ET on Monday, December 24h, 2007 (the "Round 1 Competition End Date"), and their Competition Entry Materials may be voted on by the Public Voters during any weekly voting and entry period (the "Weekly Competition Period").

For a period of twelve (12) weeks, beginning at 6:00:00 AM ET on the Competition Start Date and on each of the eleven successive Mondays thereafter, Contestants will be able to enter the Weekly Competition until 3:00:00 AM ET on the following Monday. The six (6) Contestants receiving the greatest number of votes each week from the Public Voters will move into the Semifinals. Those Contestants not advancing into the Semifinals will be automatically entered into the next Weekly Competition Period and until the Round 1 Competition End Date will remain eligible to advance into the Semifinals, but each such Contestant's Public Voter vote count will be re-set to zero at the beginning of each Weekly Competition Period. Any Contestants not advancing to the Semifinals by the Round 1 Competition End Date will be eliminated from the competition.

On the Round 1 Competition End Date, a total of seventy-two (72) Semifinalists will have been selected by the Public Voters. From the Round 1 Competition End Date to Sunday, December 30, 2007 our expert panel of judges (the "Judges") will decide which twelve (12) of the 72 Semifinalists will become the Competition finalists (the ‘Finalists") and earn a spot in the first annual Breakout Swimsuit Model Calendar. On Monday, December 31, 2007 (the "Round 2 Competition End Date"), the Operator will notify the 12 Finalists and announce the lucky winners on the Competition Site.

Judging Criteria - Semifinals: The Judges will evaluate Contestants based upon each Contestant's overall beauty (25%), body proportion - weight to height and body shape (25%), and suitability for swimsuit modeling / advertising (50%).

Judging Criteria - Finals: The Judges will evaluate Contestants based upon each Contestant's overall beauty (25%), body proportion - weight to height and body shape (25%), suitability for swimsuit modeling / advertising (25%) and performance during photo shoot - confidence and ability to follow photographer's instructions (25%).

The Operator will make arrangements for all 12 Finalists to be flown all-expenses paid for four (4) nights to South Beach, Florida, for the professional calendar photo shoot (the "Photo Shoot") currently scheduled for February 2008. (See Section 8, Competition Prizes.

Following the Photo Shoot, the Judges will decide which ibe (1) of the 12 Finalists will become the first annual Breakout Swimsuit Model Grand Prize Winner (the "Grand Prize Winner"). In addition to the exposure gained from winning the Competition, the Grand Prize Winner will earn a one (1) year modeling contract with Sugar Free Swimwear (www.sugarfreeswim.com), and a modeling feature on the website of InStyleSwimwear.com, (Sugar Free and InStyleSwimwear.com collectively our "Award Partner(s)").

2.) ELIGIBILITY:

This Competition is open to legal residents of Canada, the United States and the District of Columbia who: (a) are eighteen (18) years of age or older, and (b) who reside and are physically located at the time of registration, in Canada, or in the qualifying United States and Washington, DC, but (c) excluding the province of Quebec; the states of Arizona, Vermont, Connecticut and Iowa, and all U.S. territories and possessions, including Puerto Rico and the U.S. Virgin Islands, U.S. or Canadian Military installations located outside of the United States or Canada, or where prohibited, taxed or restricted by law. Employees and agents of the Operator, its affiliates, subsidiaries, advertising and promotion agencies, sponsors, advertisers, any other prize or award partner or Operator, and any entity involved in the development, production, implementation, administration or fulfillment of the Competition and each of their respective officers, directors and employees (all of the foregoing collectively referred to as "Promotion Entities"), and their immediate family members and/or those living in the same household of such persons, whether related or not, are not eligible to enter the Competition.

3.) HOW TO REGISTER:

Anyone wishing to participate in the Competition first must register, thereby becoming an eligible Participant and, provided they are logged in, are then able to enter the Competition, vote, comment, share, participate in trivia challenges. Participants submitting Entries are referred to as "Contestants" and are required to provide additional Profile Information as noted in Section 4 hereof. Participants who wish to make comments on or post icons relating to Entries are referred to as "Commenters;" each Contestant and/or Commenter is a "Participant". All Participants must provide a valid e-mail address upon registration that will be confirmed by the Operator via an email activation link; Contestants failing to provide a valid e-mail address upon registration, are subject to disqualification from the Competition. Participants who wish to vote also are referred to as "Public Voters" and are required, along with Commenters, to complete basic registration. Registration is FREE OF CHARGE and available at the Competition Site. As part of the registration process to enter, CONTESTANTS WILL BE REQUIRED TO CLICK WHERE INDICATED TO SIGNIFY THAT THEY ACCEPT AND AGREE TO BE BOUND BY THESE OFFICIAL RULES, including the decision of the Public Voters and the Judges, which are final and binding in all respects. Limit one (1) registration per Contestant (consisting of a single individual) and per e-mail address. Any Participant attempting to register, or in the sole discretion of Operator suspected of registering, more than once, by any means, including but not limited to establishing multiple e-mail accounts or Project Breakout IDs will be subject to disqualification from the Competition or if not a Contestant, may have their Project Breakout account cancelled.

4.) HOW TO ENTER THE COMPETITION:

Once you have completed registration, follow the online instructions to upload your Competition Entry Materials, which if you choose to upload a Video will involve installing a small piece of software provided by our partner, VideoEgg (if not already installed on your computer). You may submit only one (1) Video, along with a minimum of four (4) and a maximum of six (6) Competition Photos. During the Competition entry process, each Contestant will be required to provide Competition-specific profile information (the "Profile Information") in addition to the general registration information (the "General Information") provided. Your Competition Entry Materials, both the optional Video and Competition Photos should showcase your beauty and modeling talents so that they have the potential to make you one (1) of the twelve (12) Breakout Swimsuit Calendar Finalists and possibly the Grand Prize Winner (Please refer to the FAQ). Your Video (if any): (a) must be no more than five (5) minutes in total running time; (b) must be formatted and encoded according to the requirements set forth at www.videoegg.com, our partner providing the uploading tool; (c) must be in English, if there is any language in the Video; (d) must, in the sole and unfettered discretion of the Operator: (i) contain only content that is suitable for all persons over the age of 12; (ii) not contain any sexually explicit, disparaging, libelous or other inappropriate content or any nudity; (iii) not contain any commercial content that promotes any product or service other than Project Breakout; and (iv) not contain any copyrighted works (other than as owned by the Contestant). Any elements appearing in your Video, including without limitation music, audio, speech/voiceovers, stills, video, supers, or other audiovisual materials (collectively, "Elements") used must be entirely original, created and performed by you. Use of any Elements or other materials that are not original may result in disqualification of Video, in Operator's sole discretion.

5.) CONDITIONS OF COMPETITION ENTRY:

Each Contestant retains ownership of any Video and Competition Photos it enters into the Competition. However, as conditions of entry into the Competition, each Contestant, and each individual that is a member of the Contestant:

• (a) WARRANTS AND REPRESENTS THAT THE CONTESTANT OWNS ALL RIGHTS TO THE VIDEO AND COMPETITION PHOTO(S) IT IS SUBMITTING, INCLUDING, WITHOUT LIMITATION, THE VIDEO OR DIGITAL RECORDING, AND THE PERFORMANCE CONTAINED IN EACH VIDEO (COLLECTIVELY, THE "COMPETITION ENTRY MATERIALS");

• (b) WARRANTS AND REPRESENTS THAT THE CONTESTANT IS THE INDIVIDUAL PICTURED AND HEARD IN THE RECORDING AND THE COMPETITION PHOTO(S), OR, ALTERNATIVELY, THAT THE CONTESTANT HAS OBTAINED PERMISSION FROM EACH PERSON WHO APPEARS IN THE COMPETITION ENTRY MATERIALS TO GRANT THE RIGHTS TO THE OPERATOR DESCRIBED IN THESE RULES, AND CAN MAKE SUCH PERMISSIONS AVAILABLE TO OPERATOR UPON REQUEST;

• (c) WARRANTS AND REPRESENTS THAT: (a) ITS COMPETITION ENTRY MATERIALS ARE ORIGINAL AND HAVE BEEN LEGALLY OBTAINED AND CREATED, AND DO NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OR ANY OTHER LEGAL OR MORAL RIGHTS OF ANY THIRD PARTY;

• (d) without any promise to pay or payment of monetary consideration whatsoever, irrevocably grants to Promotion Entities and their affiliates, legal representatives, assigns, agents and licensees, the worldwide, royalty-free, non-exclusive, sublicensable, unconditional, perpetual and transferable right and license to copyright (only as applicable), reproduce, encode, store, modify, 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 Contestant's name, address, image, voice, likeness, statements, biographical material and Competition Entry Materials, including, but not limited to, the Video or digital recording and performances contained in any of the above items, as well as any additional photographic images, video images, portraits, interviews or other materials relating to the Contestant and arising out of its participation in this Competition (with or without using the Contestant's name) (collectively, the "Additional Materials") (in each case, as submitted or as edited/modified in any way, whether by the Promotion Entities, their licensees, or assigns, in the Promotion Entities' sole discretion) in any media throughout the world for any purpose, without limitation, and without additional review, compensation, or approval from the Contestant or any other party;

• (e) irrevocably grants to Promotion Entities and their affiliates, legal representatives, assigns, agents and licensees, the worldwide, royalty-free, non-exclusive, sublicensable, unconditional, perpetual and transferable right and license to use the Competition Entry Materials for advertising, promotional or commercial purposes, including without limitation, the right to publicly display, perform, reproduce and distribute the Competition Entry Materials in any media format or medium and through any media channels;

• (f) grants to others: (i) the non-exclusive license to access the Competition Entry Materials through the Competition Site or Project Breakout Video Service; (ii) the ability for Project Breakout registered users ("Project Breakout Users") to vote, review, comment on, blog and tag the Competition Entry Materials; (iii) the ability to embed Project Breakout's video player with the Competition Entry Materials on the Project Breakout User's web site; (iv) the ability for Project Breakout Users to send and distribute the Competition Entry Materials via e-mail or instant messenger; (v) the ability to access the Competition Entry Materials via Project Breakout's web service APIs or via RSS or any similar XML or related feeds; and (vi) the non-exclusive license to use, reproduce, distribute, remix, prepare derivative works of and compilations, display and perform the Competition Entry Materials as permitted through the functionality of the Project Breakout Video service and under the Project Breakout Terms of Use (http://modeling.projectbreakout.com/footer/page/terms);

• (g) forever waives any rights of privacy, intellectual property rights, and any other legal or moral rights that may preclude Promotion Entities' use of the Contestant's Competition Entry Materials or Additional Materials, or require the Contestant's permission for Promotion Entities to use them for promotional purposes, and agrees to never sue or assert any claim against the Promotion Entities' use of those Materials;

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

• (i) agrees to indemnify and hold the Promotion Entities 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 arising out of or in connection with (a) any Competition Entry Materials or Additional Materials (including, but not limited to, any and all claims of third parties, whether or not groundless, based on the Entry of such other material); (b) any breach by Contestant of any warranty, agreement or representation contained in the Official Rules or terms of use or in any documentation submitted by Contestant; (c) the Contestant's conduct during and in connection with this Competition, including but not limited to trademark, copyright, or other intellectual property rights, right of publicity, right of privacy or defamation; or (d) the acceptance of any prize.

California Release of Claims. All California Contestants acknowledge that there is a possibility that, subsequent to its involvement with the Competition and adherence to this Official Rules, the Contestant may discover facts or incur or suffer claims which were unknown or unsuspected at the time agreeing to these Official Rules, and which if known by the Contestant at that time may have materially affected its decision to participate in the Competition. Such Contestants acknowledge and agree that by reason of these Official Rules, and the release contained in the preceding subsections, the Contestant is assuming any risk of such unknown facts and such unknown and unsuspected claims. Such Contestants acknowledge that they have read these Official Rules and, as such, hereby have been advised of the existence of Section 1542 of the California Civil Code, which provides:

(1)      "A general release does not extend to claims that the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
Notwithstanding such provisions, this release shall constitute a full release in accordance with its terms. Such Contestants knowingly and voluntarily waive any statute, law, or rule of similar effect, and acknowledge and agree that this waiver is an essential and material term of these Official Rules, and without such waiver the Contestant would not have been permitted to participate in the Competition or compete for or receive a prize. Such Contestants acknowledge and understand the significance and consequence of this release and of this specific waiver of such laws.

6.) OPERATOR'S RIGHT TO DISQUALIFY:

At any time during the Competition, Operator reserves the right, in its sole and unfettered discretion, to disqualify and remove any Competition Entry that it believes contains any inappropriate content, infringes the rights of any third party, or otherwise does not meet any other requirements in these Official Rules. The Operator reserves the right to disqualify any Participant, including any Trivia Participant or any Weekly Trivia Winner, and/or Competition Winner in the event that the Operator believes, in its sole discretion, that such Participant and/or Competition Winner used technology to gain an unfair advantage over other Participants or Contestants (including but not limited to use of software and computer programs intended to automatically vote or fill out website forms); has engaged in fraudulent conduct; or has failed to comply with the Operator's Terms of Use, or if the Participant is in breach of these Official Rules in any manner. The decisions of the Operator on this and all matter relating to the Competition are final and binding.

7.) VOTING: 

All eligible Competition Entries will be displayed on the Competition Site starting on the Competition Start Date. Between the Competition Start Date and the Round 2 Competition End Date, anyone will, according to the Competition Description noted in Section 1 hereof, have the opportunity to view and vote on Competition Entries, which Public Voters may do simply by playing a Video (if applicable), viewing Competition Photos and clicking on the Vote button. To be a Public Voter, you must complete basic registration and be logged in when voting. Contestant Competition Entries not advancing through to the Semifinals in any given week will have their Competition Entries automatically entered in the subsequent week through to the Round 1 Competition End Date. Public Voters will be able to vote again on such Competition Entries, though their vote count from the previous week will be re-set to zero. If for any reason any of the Competition Winners or Contestants advancing through the rounds is disqualified due to a violation of the Official Competition Rules or the Operator's Terms of Use, then the Contestant receiving the next highest number of votes will be deemed a Competition Winner and receive, along with the other non-disqualified Competition Winners, the according prize.

8.) COMPETITION PRIZES: 

Multiple Competition prizes (the "Competition Prize(s)") will be awarded, as noted in this Section 8:

• (a) Twelve (12) Competition Finalists will win an all-expenses paid four (4) night trip to South Beach, Florida where they will participate in a professional photo shoot and be featured in the first annual Breakout Swimsuit Calendar.

• (b) One (1) Grand Prize Winner will be chosen from among the 12 Finalists and earn a significant modeling opportunity from our Award Partners: (i) a one year modeling contract with Sugar Free Swimwear, and (ii) a modeling feature on the website of InStyleSwimwear.com, as noted in Section 1 hereof.

• (c) The First ten (10) Contestants to enter the Competition will win a gift card from InStyleSwimwear.com with a total retail value of fifty U.S. dollars (US $50).

The odds of becoming a Competition Finalist or the Grand Prize Winner depend upon the number of eligible submissions, each Contestant's presentation skills, and total votes cast.

Participants will also have a chance to win prizes by participating in random, daily 3-question trivia challenges ("Trivia Challenge(s)") which involves responding to regular questions posted on the Site by the Operator relating to the Competition and/or Competition Entries, as follows:

• (a) Participants must be registered and logged into the Competition Site to participate in a Trivia Challenge. A Participant entering a Trivia Challenge is referred to as a "Trivia Participant".

• (b) Questions are randomly drawn from the Operator's database and a Trivia Participant must answer three (3) consecutive questions correctly in order to be entered into the random weekly draw that will occur at 12:00:00 PM Eastern Time each Monday ("Weekly Draw") during the Competition until the Round 2 Competition End Date, for a chance to win a fifty U.S. Dollars (US $50) gift card (the "Weekly Draw Prize") for use at an online retailer to be determined from time to time by the Operator and published on the Site in conjunction with a given week's Trivia Challenges. If successful, a Trivia Participant shall be notified promptly that they have correctly answered a Trivia Challenge and have qualified for the random Weekly Draw and Trivia Challenge Grand Prize Draw. A Weekly Draw winner shall be referred to as a "Weekly Trivia Winner". Each Weekly Draw will be conducted on a random, computer-automated basis, and the Weekly Draw Winner shall be notified promptly by the Operator. Odds of Winning: The odds of winning the Weekly Draw are dependent upon the number of Participants qualifying each week for the Weekly Draw

• (c) By successfully completing a Trivia Challenge, the Trivia Participant will also be automatically entered into a random draw for the Trivia Challenge Grand Prize, which includes an all expenses paid four (4) night trip for the Winner and a single guest to South Beach, Florida for the Photo Shoot (the "Trivia Challenge Grand Prize"). The Trivia Challenge Grand Prize draw shall occur on Friday, January 4, 2008 at 12:00:00 PM Eastern Time (the "Trivia Challenge Grand Prize Draw") and the winner (the "trivia Challenge Grand Prize Winner") shall be posted and notified promptly thereafter. The Trivia Challenge Grand Prize Draw shall be conducted on a random, computer-automated basis. Odds of Winning: The odds of winning the Trivia Challenge Grand Prize Draw are dependent upon the number of Participants qualifying for all the Weekly Draws, in the aggregate.

• (d) If a Trivia Participant answers any of the three (3) questions incorrectly, he/she will have unsuccessfully completed that Trivia Challenge and will not be entered in the Weekly Draw or Trivia Challenge Grand Prize Draw, but may immediately participate in another 3-question Trivia challenge and, if successful, qualify for the Weekly Draw and Trivia Challenge Grand Prize Draw. Note that Participants must answer 3 consecutive questions correctly and may not have 3 correct answers from different Trivia Challenges combined in order to qualify for the Weekly Draw or Trivia Challenge Grand Prize Draw.

• (e) Participants may enter as many Trivia Challenges as are offered by the Operator on the Site from time to time.

• (f) The Operator reserves the exclusive right to post as many Trivia Challenges as it determines suitable, will not be required to post a minimum or maximum number of Trivia Challenges during the Competition, and in its sole determination may modify, terminate or delay the posting of Trivia Challenges at any point in the Competition. At its sole discretion, the Operator may also suspend or cancel any Weekly Draw during the Competition, and may modify or cancel the Trivia Challenge Grand Prize altogether at any point in the Competition. Trivia Participants shall have no right of recourse against the Operator for any such modification, delay, suspension, cancellation or termination.

• (g) The odds of winning a Weekly Draw or the Trivia Challenge Grand Prize depend on the number of Trivia Challenge winners. A Trivia Participant's chances of winning a Weekly Draw or the Trivia Challenge Grand Prize Draw are increased by the Trivia Participant successfully answering as many Trivia Challenges as possible. Once a Trivia Participant has successfully completed a Trivia Challenge in a given day (the "Daily Trivia Challenge"), he/she will not be able to answer further Trivia Challenges that day and must wait until the following day to attempt to answer additional Trivia Challenges. A Trivia Participant will be able to successfully complete a maximum of seven (7) Daily Trivia Challenges in a given seven (7) day week.

• (h) The cash prize value of the Weekly Draw Prize is fifty U.S. Dollars (US $50) and the estimated retail value of the Trivia Challenge Grand Prize is four thousand U.S. Dollars (US $4,000).

• (i) Only residents of the United States & District of Columbia, as well as Canada, who are 18 years of age and over, can participate in the Trivia Challenges. Void where prohibited or restricted, including the states of Rhode Island, Arizona, Iowa, Vermont and Connecticut, and the province of Quebec.

Competition Prizes consist of only those items specifically listed as part of the prizes. No substitution or transfer of prize is permitted, except that Operator reserves the right to substitute a prize of equal or greater value in the event that an offered prize is unavailable. All federal, state and local taxes on prizes are the sole responsibility of the winner.

How to Claim Prize. The Competition Winners must return, within five (5) business days after a notification attempt by the Operator, an Affidavit of Eligibility and Liability/Publicity Release ("Release") personally signed by the Winner, or their parent or legal guardian if any individual member of a Winner is under the age of majority in the jurisdiction in which the member of such Competition Winner resides. Failure by each of the Winners to return or deliver the executed Release within the time periods specified, or non-compliance with these Official Rules, or inability to notify any of the Winners will result in that Winner's disqualification and forfeiture of the prize, and an alternate Winner may be selected from remaining eligible entries. If a Winner cannot be reached after a reasonable effort has been exerted, if the Winner is found to be ineligible, the Winner cannot or does not comply with these Official Rules, or if the Competition Winner's prize or prize notification is returned as undeliverable, such Winner will be disqualified and an alternate Winner may be selected at Operator's sole discretion. No prize will be awarded until the Release form is received by Operator. Each individual Competition Winner will be required to provide Operator with its telephone number and complete, current, mailing address. No Competition Winner will be qualified until the Competition Winner's Entry is validated.

9.) GENERAL RULES:

The Competition is governed by and subject to the laws of the United States. All federal, state and local laws and regulations apply. Void where restricted or prohibited by law. Each Competition Winner will receive an IRS Form 1099 for the value of their prizes. By participating in the Competition, including any Trivia Challenge, and/or accepting any prize, Contestants and Participants grant permission to Operator and its advertising and promotion agencies to use their name, likenesses, Competition Entries and any other material submitted in connection with the Competition for purposes of advertising, publicity and promotion purposes, without further compensation to Contestant or Participant, unless prohibited by law. Participants agree to be bound by the Official Rules and the decisions of the Public Voters, the Judges and the Operator (as and where applicable) that are final and binding on all matters relating to the Competition. All matters of time for the Competition will be measured by Operator's computer systems. Operator is not responsible for any typographical or other errors in the printing of the offer, administration of the Competition or the announcement of the prizes, or for lost, late, misdirected, damaged, incomplete or illegal entries.
The Operator reserves the right at its sole discretion to disqualify the Competition Entry, any Trivia Participant, or the Vote of any individual found to be (a) tampering or attempting to tamper with the entry process or the operation of the Competition or any Project Breakout website; (b) violating the Official Rules; (c) violating the terms of use and/or general rules or guidelines of any Project Breakout property or service, or (d) acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. Further, Project Breakout reserves the right to disqualify any Competition Entry which, in Project Breakout's sole opinion, is deemed to be offensive, libelous, slanderous, inflammatory, or otherwise inappropriate in any way for this Competition. CAUTION: ANY ATTEMPT BY A CONTESTANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE COMPETITION MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, PROJECT BREAKOUT RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW. All entries become the property of the Operator and may not be acknowledged or returned. E-mail or paper entries are not permitted.

Official Rules are Final and Binding. By entering this Competition, Contestants and Trivia Participants acknowledge that they have read and understand these Official Rules and agree to be bound by and acknowledge compliance with these Official Rules including, without limitation, eligibility requirements and by all the decisions of the Operator. Failure to comply with these or any other Official Rules will result in disqualification. All decisions of the Operator are final and binding on all matters relating to this Competition.

These Official Rules cannot be modified or amended in any way except in a written document issued in accordance with law by a duly authorized representative of the Operator. The Promotion Entities, and anyone acting on their behalf, will not enter into any communications with any Participant regarding this Competition, except as expressly set forth in these Official Rules. The invalidity or unenforceability of any provision of these rules shall not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these rules shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein. The headings of the paragraphs in these Official Rules are for the convenience of reference only, and do not form a part hereof, and in no way define, limit, describe, modify, interpret or construe the meanings of the Competition, the Terms of Use, the scope of these Official Rules, or the intent of any paragraph hereof. The Operator's failure to enforce any term of these Official Rules shall not constitute a waiver of that provision. The Operator is not responsible for any electronic or typographical error in the printing or reproduction of these Official Rules, administration of the Competition or in the announcement of any prize or Competition Winner. Proof of sending or submission will not be deemed to be proof of receipt by the Operator.

If Operator shall desire to secure additional assignments, certificates or other documents as Operator may reasonably require in order to effectuate the purposes and intents of these Official Rules and the Competition, then each Participant agrees to promptly sign and deliver to the Operator the same upon Operator's request therefor.

10.) LIMITATIONS OF LIABILITY:

The Promotion Entities assume no responsibility for any computer, online, telephone transmission or technical malfunctions that may occur during participation in the Competition (including, without limitation, the voting phase of the Competition), or for theft, destruction or unauthorized access to, or alteration of, Competition Entry Materials or Votes. The Promotion Entities are not responsible for any incorrect or inaccurate information, whether caused by website users, Contestants or any of the equipment or programming associated with or utilized in the Competition; or for any technical or human error which may occur in the processing of entries or votes in the Competition. The Promotion Entities assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, failures or technical malfunction of any telephone network or lines, computer online systems, servers, providers, computer equipment, software, email, players or browsers, whether on account of technical problems, traffic congestion on the Internet or at any website, or on account of any combination of the foregoing (including but not limited to any such problems which may result in the inability to access the Competition Site or to submit Entry Materials or Votes in connection with the Competition). The Promotion Entities are not responsible for any injury or damage to Contestants or to any computer related to or resulting from participating or downloading materials in this Competition. If, for any reason, the Competition is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of the Promotion Entities which corrupt or affect the administration, security, fairness, integrity or proper conduct of this Competition, Operator (except where prohibited by law) reserves the right at its sole discretion to cancel, terminate, modify or suspend the Competition without notice or obligation and select winners from among that portion of the Competition that has not been compromised, if any. If such cancellation, termination, modification or suspension occurs, the Operator will make a commercially reasonable effort to post notice of such on the Operator's website. The Operator is not responsible for any Competition Winner's use or handling of a prize after it has been delivered to the Competition Winner.

11.) DISPUTES/GOVERNING LAW:

Except where prohibited, as a condition of participating in this Competition, each Contestant/Participant/Public Voters/Trivia Participant [hereafter sometimes collectively referred to as "Complainant(s)"] agrees that any and all disputes which cannot be resolved between the parties, claims and causes of action arising out of or connected with this Competition, or any prize awarded, or the determination of any winner or winners shall be resolved individually by arbitration without resort to any form of class action. Further, in any such dispute, under no circumstances will Complainant(s) be permitted to obtain awards for, and Complainant(s) hereby waive all rights to claim punitive, incidental or consequential damages, or any other damages, including attorneys' fees, other than Complainant(s)' actual out-pocket expenses (e.g., costs associated with entering this Competition), and Complainant(s) further waive all rights to have damages multiplied or increased. In the event of a dispute as to the identity of a Competition Winner based on email address, the winning entry will be declared made by the Authorized Account Holder of the email address submitted at time of entry. For purposes of these Official Rules, "Authorized Account Holder" is defined as the natural person who is assigned to an email address by an Internet access provider, online service provider or other organization (e.g., business, educational, institution, etc.) that is responsible for assigning email addresses for the domain associated with the submitted email address. A potential Competition Winner may be required to show proof of being the authorized account holder.

The parties waive rights to trial by jury in any action or proceeding instituted in connection with these Official Rules and/or this Competition. Any controversy or claim arising out of or relating to these Official Rules and/or this Competition shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association ("AAA"). Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. This arbitration agreement is made pursuant to and shall be governed by the Federal Arbitration Act ("FAA"), 9 U.S.C. §§ 1‑16. Moreover, (a) the arbitration shall be held in New York, New York, or at such other location as may be mutually agreed by Complainant(s) and Operator, Award Partners or Promotion Entities (hereafter collectively sometimes referred to as "Patrons"); (b) the arbitrator's decision shall be controlled by the terms and conditions of these Official Rules and any of the other agreements referenced herein that the applicable Complainant(s) may have entered into in connection with this Competition; (c) the arbitrator shall apply New York law consistent with the FAA and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (d) there shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only the Complainant(s)' and/or Patrons' individual claims and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; and (e) the arbitrator shall not have the power to award punitive damages against any Complainant(s) or Patrons. Further, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the procedures established by the AAA, the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. Judgment on the arbitration award may be entered into any court having jurisdiction thereof.

12.) CONSENT TO COLLECTION, USE AND DISCLOSURE OF PERSONAL INFORMATION; PRIVACY

By entering the Competition and voluntarily providing your personal information, you consent and agree to Project Breakout's collection, use and disclosure of your personal information for the purpose of administering the Competition, including contacting you in relation to the Competition and disclosing the list of Competition Winners. Project Breakout will not use your personal information for any other reason, nor will Project Breakout disclose it to any third party.  See Project Breakout Privacy Policy, located at modeling.projectbreakout.com/info/privacy, for information on how personal information received in respect of the Competition is handled. IF YOU DO NOT WANT YOUR PERSONAL INFORMATION USED IN THE MANNER DESCRIBED HEREIN, DO NOT ENTER THIS COMPETITION. Any questions regarding Project Breakout's Privacy Policy and/or treatment of your personal information should be directed to Project Breakout's Privacy Manager via email to privacy@projectbreakout.com.

13.) COMPETITION WINNERS' LIST/RULES REQUESTS 

For a copy of the Official Rules or any Competition Winner's name write to us requesting same (including a separate, stamped, self-addressed envelope) to:

Panorama Solutions Inc.
Winner's List / Official Rules Requests
401 E. Las Olas Boulevard
Suite 130-145
Fort Lauderdale, FL 33301
USA.

Requests received after April 1, 2008 will not be honored.

14) OPERATOR

Project Breakout
A unit of Panorama Solutions Inc.
401 E. Las Olas Boulevard
Suite 130-145
Fort Lauderdale, FL 33301
USA.

No purchase necessary. Competition open to U.S. and Canadian legal residents, 13 years of age and older. Void where prohibited or restricted and in the states of Arizona, Vermont, Connecticut and Iowa, and the province of Quebec.

COMPETITION RULES LAST MODIFIED NOVEMBER 29, 2007.