Rules and Regulations

THIS CONTEST IS OPEN TO CANADIAN RESIDENTS ONLY (EXCLUDING QUEBEC) AND IS GOVERNED BY CANADIAN LAW

The iSkin Cool In You Contest (the “Contest”) is in no way sponsored, endorsed or administered by, or associated with YouTube. YouTube is completely released from all liability by each participant (and his/her parent/legal guardian if the participant is under the age of majority in his/her jurisdiction of residence) in this Contest. Any questions, comments or complaints regarding the Contest must be directed to the Sponsor and not YouTube. By participating in this Contest, each entrant and voter (and his/her parent/legal guardian if the entrant or voter is a Minor) agrees to be legally bound by these Official Contest Rules and Regulations (the “Rules”).

1. CONTEST DATES: The Entry Period begins on May 7, 2011 at 12:00:01 am Eastern Time (ET) and ends on August 2, 2011 at 11:59:59 pm ET (the “Entry Period”). Voting Period One begins on May 7, 2011 at 12:00:01 am Eastern Time (ET) and ends on July 3, 2011 at 11:59:59 pm ET (“Voting Period One”). Voting Period Two begins on July 4, 2011 at 12:00:01 am Eastern Time (ET) and ends on July 17, 2011 at 11:59:59 pm ET (“Voting Period Two”).

2. ELIGIBILITY: The Contest is open to legal residents of Canada (excluding residents of Quebec) who: (a) are: (i) over the age of majority in their province/territory of residence at the time of entry; OR (ii) between the ages of thirteen (13) and the age of majority in their province/territory of residence at the time of entry (individually and collectively a “Minor”) provided their parent/legal guardian has consented to the Minor’s participation in the Contest and has accepted and agreed to be legally bound by these Rules on the Minor’s behalf; AND (b) are not (at any point during the Contest) subject to a current recording contract or other services contract that would prohibit the entrant from rendering exclusive and/or first position services (as determined by Sponsor in its sole and absolute discretion) in connection with the Contest; except employees, representatives or agents (and those with whom such persons are domiciled, whether related or not) of iSkin Inc. and Tribute Publishing Inc. (collectively, the “Sponsor”), their respective parent companies, subsidiaries, affiliates, prize suppliers, advertising/promotion agencies and the Contest Judges (collectively, the “Contest Parties”).

NOTE TO MINORS: Each eligible Minor must submit (in addition to the information noted below in Rule 3) his/her parent/legal guardian’s valid email address if selected for the final 10. Before the Minor’s Entry (defined below) is accepted, the Sponsor will contact the Minor’s parent/legal guardian for the purposes of verifying his/her: (i) agreement to be legally bound by these Rules; (ii) consent to the Minor’s participation in this Contest and the use of his/her Video/Description (defined below) as contemplated in these Rules; and (iii) consent to the collection of the Minor’s personal information if he/she is under the age of sixteen (16). If a Minor’s parent/legal guardian does not consent and/or agree (as noted above), then the Minor’s Entry will not be eligible for this Contest and he/she will not be able to participate.

3. HOW TO ENTER: To enter, go to http://www.youtube.com/ (“YouTube Website”) and follow the on-screen instructions to submit your Video (defined below) to the YouTube platform. You will require a free YouTube account to participate in this Contest. If you do not have a YouTube account, then please visit the YouTube Website and follow the instructions to obtain a free YouTube account. Once you have uploaded your Video (defined below) to the YouTube platform, go to http://www.coolinyou.com (the “Website”) during the Entry Period and follow the on-screen instructions to obtain the official Contest entry form (the “Entry Form”). Fully complete the Entry Form, which requires you to: (i) enter your first name, last name, valid email address and age; (ii) enter the YouTube URL for your Video (the “Video”); (iii) write a short (10 word, English only) description (the “Description”) of your Video in the space provided; (iv) indicate that you are over the age of majority in your province/territory of residence and (v) accept and agree to be legally bound by the terms and conditions of these Rules. When all required fields of the Entry Form are completed [including: (i) entering the YouTube URL for your Video and writing your Description in the space provided; and (ii) click the “SUBMIT ” button to complete your entry (Entry Form, Video and Description hereinafter collectively referred to as “Entry/Entries”).

4. ENTRY LIMIT: There is one (1) of the same video entry allowed. For greater certainty if it is discovered that any person has attempted to: (ii) use (or attempt to use) multiple names, identities and/or more than one (1) email address to enter the Contest; and/or (iii) submit an Entry that does not consist of an original Video and Description (as determined by the Reviewer (defined below) in its sole and absolute discretion); then (in the sole and absolute discretion of the Sponsor) he/she may be disqualified from the Contest.

Your Entry will be rejected if (in the sole and absolute discretion of the Sponsor and/or Reviewer): (a) the Entry Form is not fully completed [including: (i) entering the YouTube URL for your Video and writing your Description in the space provided;] and submitted during the Entry Period; (ii) the Entry does not consist of a video of yourself and Description (as determined by the Reviewer (defined below) in its sole and absolute discretion); (iii) the Video and/or Description does not conform to the specific Submission Requirements listed below in Rule 5; and/or (iv) if a Minor, your parent/legal guardian has not consented to your participation in this Contest and/or agreed to the terms and conditions as noted above after he or she or they have won the competition. Use (or attempted use) of multiple identities, email addresses and/or any automated system to enter or otherwise participate in this Contest is prohibited and is grounds for disqualification by the Sponsor. The Releasees (defined below) are not responsible for late, lost, misdirected, delayed, incomplete or incompatible Entries.

All Entries are subject to verification. The Sponsor reserves the right, in its sole and absolute discretion, to require proof of identity and/or eligibility (in a form acceptable to the Sponsor) to enter or otherwise participate in this Contest. Failure to provide such proof in a timely manner may result in disqualification. The sole determinant of the time for the purposes of a valid Entry in this Contest will be the Contest server machine(s).

5. SUBMISSION REQUIREMENTS: BY SUBMITTING AN ENTRY, YOU AGREE THAT THE ENTRY (AND EACH INDIVIDUAL COMPONENT THEREOF) COMPLIES WITH ALL CONDITIONS STATED IN THESE RULES AND THE YOUTUBE TERMS OF SERVICE. THE RELEASEES (DEFINED BELOW) WILL BEAR NO LEGAL LIABILITY REGARDING THE USE OF YOUR ENTRY (OR ANY COMPONENT THEREOF) BY THE CONTEST PARTIES. THE RELEASEES (DEFINED BELOW) SHALL BE HELD HARMLESS BY YOU (AND YOUR PARENT/LEGAL GUARDIAN IF YOU ARE A MINOR) IN THE EVENT IT IS SUBSEQUENTLY DISCOVERED THAT YOU HAVE DEPARTED FROM OR NOT FULLY COMPLIED WITH ANY OF THESE RULES AND/OR THE YOUTUBE TERMS OF SERVICE.

Your Video and Description must be in accordance with these specific Submission Requirements and must depict and describe a musical performance video that shows you, or a band performing your own original or cover material (vocals alone, or vocals and instrumentals). For greater certainty, the Video can only show the actual entrant and must showcase him/her singing an original or cover song.

Your submitted Video/Description must never have been previously submitted to any other contest or casting call, broadcast on a media network or submitted to any entertainment entity that would conflict with this Contest (all as determined by Sponsor in its sole and absolute discretion). To be eligible for entry in this Contest, your Video/Description must meet the following specific requirements: YOU MUST NOT BE SIGNED TO ANY MANAGEMENT OR RECORD LABEL WITHIN NORTH AMERICA

By participating in the Contest, each entrant agrees to be legally bound by these Rules and by the interpretation of these Rules by the Sponsor, and further warrants and represents that his/her Video/Description:

i. is original or cover to him/her and that the entrant has all necessary rights (including, without limitation, producer, writer and consent of the videographer) in and to the Video/Description to enter the Contest;

ii. does not violate any law;

iii. does not contain any reference to or likeness of any identifiable third parties;

iv. will not give rise to any claims of infringement, invasion of privacy or publicity, or infringe on any rights and/or interests of any third party, or give rise to any claims whatsoever; and

v. is not defamatory, trade libelous, pornographic or obscene, and further that it will not contain, depict, include, or involve, without limitation, any of the following:

• nudity;
• alcohol/drug consumption or smoking;
• explicit or graphic sexual activity, or sexual innuendo;
• crude, vulgar or offensive language and/or symbols;
• derogatory characterizations of any ethnic, racial, sexual, religious or other groups;
• content that endorses, condones and/or discusses any illegal, inappropriate or risky behaviour or conduct;
• personal information of individuals, including, without limitation, names, telephone numbers and addresses (physical or electronic);
• commercial messages, comparisons or solicitations for products or services other than products of Sponsor;
• derogatory references against any other entity, including, without limitation, YouTube and/or any of the Contest Parties;
• any identifiable third party products, trade-marks, brands and/or logos, other than those of Sponsor (e.g. any clothing worn and/or products appearing in your Video must not contain any visible logos, trade-marks or other third party materials unless the appropriate consents have been obtained (note: all identifiable third party products, trade-marks, brands and/or logos for which consent has not been obtained by the entrant must be blurred out so as to be unrecognizable);
• conduct or other activities in violation of these Rules;
• any materials to which the entrant does not have ALL rights (e.g. any copyright protected works – e.g. songs, lyrics and/or melodies written or performed by other people); and/or
• any other content that is or could be considered inappropriate, unsuitable or offensive, all as determined by the Sponsor and/or Reviewer in its/their sole and absolute discretion.

Prior to being posted on the Website, the Sponsor and/or its promotional agency or designated content moderator (the “Reviewer”) will initially screen every Video/Description. Any Video/Description that the Reviewer deems, in its sole and absolute discretion, to violate the terms and conditions set forth in these Rules will not be posted on the Website. Prior to being posted on the Website, the Reviewer reserves the right, in its sole and absolute discretion, to edit or modify any Video/Description, or to request an entrant to modify, edit and/or re-submit his or her Video/Description, in order to ensure that the Video/Description complies with these Rules, or for any other reason. If a Video/Description is deemed to be inappropriate, the entrant will receive an email notification from Sponsor indicating that the Video/Description has not been posted and he/she will have an opportunity to re-submit his or her revised Video/Description for consideration by the Reviewer. If an entrant has attempted to submit a Video/Description three (3) times and has been rejected each time, then the Sponsor reserves the right, in its sole and absolute discretion, to disqualify the entrant from participating in the Contest.

By entering the Contest and submitting an Entry, each entrant (and his/her parent/legal guardian if the entrant is a Minor): (i) grants to the Sponsor, in perpetuity, a non-exclusive license to publish, display, reproduce, modify, edit or otherwise use his/her Video/Description, in whole or in part, for advertising or promoting the Contest or for any other reason; (ii) waives all moral rights in and to his/her Video/Description in favour of the Sponsor; and (iii) agrees to release and hold harmless the Contest Parties, YouTube and each of their respective agents, employees, directors, successors, and assigns (collectively, the “Releasees”) from and against any and all claims based on publicity rights, defamation, invasion of privacy, copyright infringement, trade-mark infringement or any other intellectual property related cause of action that relate in any way to the Entry. For greater certainty, the Reviewer reserves the right, in its sole and absolute discretion and at any time during the Contest, to modify, edit or remove any Video/Description, or to request an entrant to modify or edit his or her Video/Description, if a complaint is received with respect to the Video/Description, or for any other reason. If such an action is necessary during any Voting Period (as defined in these Rules), then the Sponsor reserves the right, in its sole and absolute discretion, to reset the Vote count associated with the Video/Description to zero (or, to whatever number the Sponsor deems appropriate in its sole and absolute discretion).

6. GRAND PRIZE WINNER SELECTION PROCESS:

Voting Rules (applicable to Stage 1 and Stage 2):

There is a limit of one (1) Voter Registration per person/email address permitted during Voting Period One and Voting Period Two (i.e. you are not permitted to register twice) and a voter can only use one (1) Facebook to register for the Contest. If it is discovered that a voter has attempted to: (i) register more than one (1) time during Voting Period One and/or Voting Period Two; and/or (ii) use (or attempt to use) multiple names, identities and/or more than one (1) email address to register for, or otherwise participate in, the Contest; then (in the sole and absolute discretion of the Sponsor) he/she may be disqualified from participating in the Contest and all of his/her Votes (defined below) may be disqualified. Use (or attempted use) of multiple identities, email addresses and/or any automated system to register for, Vote, or otherwise participate in this Contest is prohibited and is grounds for disqualification. VOTING LIMIT: a Registered Voter can Vote only one (1) time per day (defined as 12:00:01 am ET to 11:59:59 pm ET) during Voting Period One/Voting Period Two (as applicable). If it is discovered that attempts were made to by a Registered Voter (or any individual purporting to be a Registered Voter) to: (i) Vote more than one (1) time per Registered Voter per day (defined as 12:00:01 am ET to 11:59:59 pm ET) during Voting Period One/Voting Period Two (as applicable); (ii) use (or attempt to use) multiple identities, email addresses and/or any automated, script, macro or robotic program(s) to submit Votes; and/or (iii) engage in systematic voting from the same computer/IP address; then it may result in the disqualification, in the sole and absolute discretion of the Sponsor, of the Votes, Entry and/or entrant to which such Votes relate. Any Votes determined by Sponsor to be in violation of these Rules (including, without limitation, Votes determined to be coming from any source other than a Registered Voter) are subject to disqualification in the sole and absolute discretion of the Sponsor. 

All Votes and Voter Registrations are subject to verification. The Sponsor reserves the right, in its sole and absolute discretion, to require proof of identity and/or eligibility (in a form acceptable to the Sponsor) from any Registered Voter (or any individual purporting to be a Registered Voter) to participate (i.e. Vote) in this Contest or for any Votes entered, or purportedly entered, by such voter to be considered valid for the purposes of this Contest. Failure to provide such proof in a timely manner may result in disqualification of the applicable Votes that cannot be verified to the satisfaction of the Sponsor, in its sole and absolute discretion. The sole determinant of the time for the purposes of a valid Voter Registration and/or Vote in this Contest will be the Contest server machine(s).

IMPORTANT NOTE: Individuals may encourage other individuals to vote for an Entry (e.g. via various social media sites and platforms); however, no form of incentive, inducement, prize or chance of receiving any incentive, inducement, or prize may be offered as part of such encouragement in furtherance of receiving such individual’s vote for any Entry. Any individual determined by the Sponsor and/or its representative to be engaging in such behaviour will be disqualified, and the corresponding Votes, Entry and/or entrant is subject to disqualification in the sole and absolute discretion of the Sponsor.

Stage 1 – Voting (50 Semi-Finalists):

During Voting Period One, the public will be able to visit the Website and vote for their favourite Entries in accordance with the Voting Rules noted above. Immediately after Voting Period One, the eligible entrant associated with each of the top fifty (50) Entries, as ranked according to the total number of eligible (as determined by the Sponsor in its sole and absolute discretion) Votes received during Voting Period One in accordance with these Rules, will be deemed to be a Semi-Finalist (the “Semi-Finalist(s)”). In the event of a tie between two or more Entries (based on the highest number of eligible Votes received during Voting Period One), the Sponsor will conduct a random draw from among all such Entries that are tied and the entrant associated with the randomly selected Entry will be deemed to be a Semi-Finalist. Odds of being selected as a Semi-Finalist depend on the number and calibre of eligible Entries received during the Entry Period and on the number of eligible Votes received during Voting Period One.

Stage 2 – Voting (10 Finalists):

After Voting Period One ends, the Entry of each Semi-Finalist will remain on the Website (all other Entries will be removed) and the public will be able to visit the Website and vote for their favourite Semi-Finalist Entries in accordance with the Voting Rules noted above. NOTE: THE VOTE COUNT FROM STAGE ONE WILL BE RE-SET TO ZERO FOR ALL SEMI-FINALISTS. Immediately after Voting Period Two, each of the ten (10) eligible Semi-Finalists associated with the top ten (10) Semi-Finalist Entries, as ranked according to the total number of eligible (as determined by the Sponsor in its sole and absolute discretion) Votes received during Voting Period Two in accordance with these Rules, will be deemed to be an eligible Finalist (defined below). In the event of a tie between two or more Semi-Finalist Entries (based on the highest number of eligible Votes received during Voting Period Two), the Sponsor will conduct a random draw from among all such Semi-Finalist Entries that are tied and the Semi-Finalist associated with the randomly selected Semi-Finalist Entry will be deemed to be an eligible Finalist. Odds of being selected as an eligible Finalist depend on the calibre of each Semi-Finalist Entry and on the number of eligible Votes received during Voting Period Two.

The Sponsor or its designated representative will make a maximum of three (3) attempts to contact each eligible Finalist (or, his/her parent/legal guardian if he/she is a Minor) by email (using the information provided at the time of entry) within 5 business days of the end of Voting Period Two. If an eligible Finalist (or, his/her parent/legal guardian, if applicable) cannot be contacted within a maximum of three (3) attempts or 5 business days of the end of Voting Period Two (whichever occurs first), or if there is a return of any notification as undeliverable; then he/she will be disqualified (and will forfeit all rights to be a Finalist) and the Sponsor reserves the right, in its sole and absolute discretion, to select the eligible Semi-Finalist who received the next highest number of eligible Votes during Voting Period Two to be an eligible Finalist (in which case the foregoing provisions of this section shall apply to such new eligible Finalist).

Before being declared a confirmed Finalist (the “Finalist(s)”), each eligible Finalist must sign (and, have his/her parent/legal guardian sign if he/she is a Minor) and return within 5 business days of notification a declaration and release prepared by the Sponsor, which, among other things: (i) requires the eligible Finalist to correctly answer a mathematical skill-testing question without mechanical or other aid; (ii) confirms compliance with these Rules; (ii) agrees to release the Releasees from any and all claims, damages, liabilities, costs, and expenses arising from any liability in connection with this Contest and/or his/her participation therein; (iii) agrees to indemnify the Releasees against any and all claims, damages, liabilities, costs, and expenses arising from use of his/her Video/Description, including, without limitation, any claim that his/her Video/Description infringes a proprietary interest of any third party; (iv) releases the Releasees from any and all liability in connection with the Contest and his/her participation therein; and (v) agrees to the publication, reproduction and/or other use of his/her name, address, voice, statements about the Contest and/or photograph or other likeness without further notice or compensation, in any publicity or advertisement carried out by, or on behalf of, the Sponsor in any manner whatsoever, including print, broadcast or the internet. If an eligible Finalist: (a) fails to correctly answer the skill-testing question; and/or (b) fails to return the properly executed Contest documents within the specified time; then he/she will be disqualified (and will forfeit all rights to be a Finalist) and the Sponsor reserves the right, in its sole and absolute discretion, to select the eligible Semi-Finalist who received the next highest number of eligible Votes during Voting Period Two to be an eligible Finalist (in which case the foregoing provisions of this section shall apply to such new eligible Finalist).

Stage 3 – Judging (1 Grand Prize Winner):

A panel of judges (the “Contest Judges”) appointed by the Sponsor will judge each Finalist’s Entry on the basis of the following weighted criteria:

Each Finalist Entry will be given a score (the “Score”) by the Contest Judges. Odds of being selected as the eligible Grand Prize winner depend on the calibre of each Finalist’s Entry; finalists will not receive their scores. The Finalist associated with the top Entry based on total Score (as determined by the Contest Judges, in their sole and absolute discretion) will be selected as the eligible Grand Prize winner. In the event of a tie between two or more Entries based on total Score, the Finalist associated with the Entry – from amongst all such Entries that are tied – with the highest score on Marketability of Finalist will be deemed to be the eligible winner of the Grand Prize. In the event there is still a tie between two or more Entries based on the score for Marketability of Finalist, the Finalist associated with the Entry – from amongst all such Finalist Entries that are still tied – with the highest score on Musicality of Finalist will be deemed to be the eligible winner of the Grand Prize. Judging will be completed on or about August 2, 2011 (the “Selection Date”).

The Sponsor, or its designated representative(s) will make a maximum of three (3) attempts to contact the eligible Grand Prize winner (or, his/her parent/legal guardian if he/she is a Minor) by email (using the information provided at the time of entry) within 5 business days of the Selection Date. If the eligible Grand Prize winner (or, his/her parent/legal guardian, if applicable) cannot be contacted within a maximum of three (3) attempts or 5 business days of the Selection Date (whichever occurs first), or if there is a return of any notification as undeliverable; then he/she will be disqualified (and will forfeit all rights to the Grand Prize) and the Sponsor reserves the right, in its sole and absolute discretion, to select an alternate Finalist based on the next highest Score in accordance with these Rules to be the eligible winner of the Grand Prize (in which case the foregoing provisions of this section shall apply to such new eligible Grand Prize winner).

BEFORE BEING DECLARED THE CONFIRMED GRAND PRIZE WINNER, the eligible Grand Prize winner must sign (and, have his/her parent/legal guardian sign if he/she is a Minor) and return within 5 business days of notification a declaration and release prepared by the Sponsor, which, among other things: (i) confirms compliance with these Rules; and (ii) acknowledges acceptance of the Grand Prize as awarded (including, without limitation, any travel related thereto). If the eligible Grand Prize winner: (a) fails to return the properly executed Contest documents within the specified time; and/or (b) cannot accept the Grand Prize for any reason; then he/she will be disqualified (and will forfeit all rights to the Grand Prize) and the Sponsor reserves the right, in its sole and absolute discretion, to select an alternate Finalist based on the next highest Score in accordance with these Rules to be the eligible winner of the Grand Prize (in which case the foregoing provisions of this section shall apply to such new eligible Grand Prize winner).

7. GRAND PRIZE:
There will be one (1) Grand Prize available to be won, consisting of:

• A recording session (the “Recording Session”) in Toronto, ON with award winning producer Markus Kane “Canadian Idol, YTV's "The Next Star", "America's Next Top Model" plus recording, mixing, and mastering at Moonraker Studios. The declared Grand Prize winner will be invited to perform a song (the “Song”) provided by Sponsor. All decisions regarding the Song (including, without limitation, decisions regarding the Song’s lyrical content, arrangement, etc) will be made by the Sponsor (or its designated representative) in its/their sole and absolute discretion. All editing of the Song will be done by the Sponsor’s designated representative, and the Grand Prize winner will NOT have any right to review or edit (or request edits to be made to) the Song. The Grand Prize winner will be required to sign (and, have his/her parent/legal guardian sign if he/she is a Minor) any documentation as required by the Sponsor, including, without limitation, a release form, which (among other things) assigns all intellectual property, including copyright, in and to the Song and the performance thereof and waives his/her moral rights therein in favour of the Sponsor. NOTE: There is no obligation on Sponsor or any other entity to use the Song or any other materials derived therefrom. The Grand Prize winner will have no right to commercially profit from the Song. The approximate retail value of this portion of the Grand Prize is $20,000 Canadian.
• A trip for max of 4 if a group and min. 2 if one winner to Toronto, Ontario for 2 nights that must take place on or before October, 2011, which includes: round trip airfare (economy class) for the winner and his/her travel companion to Toronto, Ontario from the major Canadian airport nearest the winner's residence (as selected by Sponsor in its sole discretion); and accommodation for two (2) (double occupancy) for 2 nights; collectively with an approximate retail prize value of $[value] Canadian based on a [city] departure example, although the actual retail value may vary depending on the point of departure. Any difference between the approximate retail value and the actual value will NOT be awarded. Note: In the event that a Grand Prize winner resides within a 100 km radius of Toronto, Ontario (as determined by Contest Sponsor in its sole discretion), the applicable Grand Prize will not include airline travel, and the declared winner will be provided with ground transportation instead and Canadian $200 Canadian in lieu of airfare.
• An iSkin prize package, consisting of accessories; collectively with an approximate retail prize value of $100 Canadian.

The following general conditions apply to the Grand Prize: (i) Grand Prize must be accepted as awarded and is not transferable, assignable or convertible to cash (except in Sponsor’s sole and absolute discretion); (ii) all travel related to the Grand Prize must occur on or before the date specified above (otherwise the Grand Prize will be forfeited in its entirety and nothing will be substituted in its place); (iii) the winner and his/her travel companion must: (a) travel on same itinerary; (b) have all necessary documentation to permit travel by airline to the Toronto, Ontario; and (c) not have any barrier to entry into the Toronto, Ontario; (iv) the costs of everything not specifically stated above as included in the Grand Prize are the sole responsibility of the winner and his/her and travel companion, including, without limitation: meals and drinks (including alcoholic beverages); gratuities; entertainment; health and travel insurance; transportation for winner and his/her travel companion to and from the major Canadian airport nearest the winner's residence; transportation while in Toronto, Ontario; excess baggage fees; and items of a personal nature [NOTE: winner (or, his/her parent/legal guardian if the winner is a Minor) may be required to present a valid major credit card at the time of hotel check-in to cover any incidental expenses)]; (v) if the winner and/or his/her travel companion does not utilize any part(s) of the Grand Prize, then any such part(s) not utilized will be forfeited in their entirety and nothing will be substituted in their place; (vi) Sponsor reserves the right at any time to: (a) place reasonable restrictions on the availability or use of the Grand Prize or any component thereof; and (b) substitute the Grand Prize or a component thereof for any reason with a prize or a prize component of equal or greater value, including, without limitation, but solely at the Sponsor’s sole discretion, a cash award; (vii) all travel arrangements relating to the Grand Prize must be made through the Sponsor or its designated agents; (viii) by accepting the Grand Prize, the winner (and his/her parent/legal guardian if he/she is a Minor) agrees to waive all recourse against the Releasees if the Grand Prize or a component thereof does not prove satisfactory, either in whole or in part; (ix) if the winner is a Minor, then his/her parent/legal guardian must accompany the winner on the Grand Prize trip at all times and will count as the winner’s one (1) travel companion; (x) the winner’s travel companion must either be of the age of majority in their province/territory of residence or have the express written consent (in form and substance satisfactory to the Sponsor, in its sole and absolute discretion) to accompany the winner on the Grand Prize trip; and (xi) the winner’s travel companion must sign (and have his/her parent/legal guardian if he/she is under the age of majority in his/her jurisdiction of residence) and return the Sponsor’s release (by the date indicated on the release form) indicating that he/she waives all recourse against the Releasees relating to his/her participation in the Grand Prize (including, without limitation, any travel related thereto).

8. GENERAL CONDITIONS: The Releasees will not be liable for: (i) any failure of the Website during the Contest; (ii) any technical malfunction or other problems relating to the telephone network or lines, computer on-line systems, servers, access providers, computer equipment or software; (iii) the failure of any Entry, Vote or Voter Registration to be received by the Contest Parties for any reason including, but not limited to, technical problems or traffic congestion on the Internet or at any website; (iv) any injury or damage to an entrant’s or any other person’s computer related to or resulting from participating or downloading any material in the Contest; and/or (v) any combination of the above.

In the event of a dispute regarding who submitted an Entry, Voter Registration and/or Vote, Entries, Voter Registrations and Votes (as applicable) will be deemed to have been submitted by the authorized account holder of the email address submitted at the time of entry or voter registration (as applicable). “Authorized account holder” is defined as the person who is assigned an email address by an internet provider, online service provider, or other organization (e.g. business, educational institute, etc.) that is responsible for assigning email addresses for the domain associated with the submitted email address. An entrant or voter may be required to provide proof that he/she is the authorized account holder of the email address associated with the selected Entry and/or a Vote, and, if applicable, that he/she has all necessary consents, permissions and/or licenses as required by these Rules.

The Sponsor reserves the right, in its sole and absolute discretion, to withdraw, suspend or amend this Contest (or to amend these Rules) in any way, in the event of an error, technical problem, computer virus, bugs, tampering, unauthorized intervention, fraud, technical failure or any other cause beyond the reasonable control of the Sponsor that interferes with the proper conduct of this Contest as contemplated by these Rules. Any attempt to deliberately damage any website or to undermine the legitimate operation of this Contest is a violation of criminal and civil laws and should such an attempt be made, the Sponsor reserves the right to seek remedies and damages to the fullest extent permitted by law. The Sponsor reserves the right, in its sole and absolute discretion, to cancel, amend or suspend this Contest, or to amend these Rules, without prior notice or obligation, in the event of any accident, printing, administrative, or other error or any kind, or for any other reason.

This Contest is subject to all applicable federal, provincial and municipal laws. The decisions of the Sponsor with respect to all aspects of this Contest are final and binding on all entrants without right of appeal, including, without limitation, any decisions regarding the eligibility/disqualification of entrants, Entries, Votes, Voter Registrations and Registered Voters.

The Sponsor reserves the right, in its sole and absolute discretion, and without prior notice, to adjust any of the dates and/or timeframes stipulated in these Rules, to the extent necessary, for purposes of verifying compliance by any entrant, Entry, Vote or Bonus Vote with these Rules, or as a result of technical problems, or in light of any other circumstances which, in the opinion of the Sponsor, in its sole and absolute discretion, affect the proper administration of the Contest as contemplated in these Rules.

By entering this Contest, each entrant (in the case of a Minor under the age of 16, his/her parent/legal guardian) expressly consents to the Sponsor, its agents and/or representatives, storing, sharing and using the personal information submitted with his/her entry only for the purpose of administering the Contest and in accordance with Sponsor’s privacy policy (available at: www.tribute.ca), unless the entrant otherwise agrees.

In the event of any discrepancy or inconsistency between the terms and conditions of these Rules and disclosures or other statements contained in any Contest-related materials, the terms and conditions of these Rules shall prevail, govern and control.

TOR_LAW\ 7641280\1