Scion Motivate Rules and Regulations

• NO PURCHASE NECESSARY TO ENTER OR WIN THIS CONTEST. A PURCHASE OF ANY KIND WILL NOT INCREASE YOUR CHANCES OF WINNING.
• THIS IS A SKILL-BASED CONTEST.
• VOID WHERE PROHIBITED BY LAW.
• AFFIDAVIT OF ELIGIBILITY / RELEASE OF LIABILITY / PRIZE ACCEPTANCE AGREEMENT MAY BE REQUIRED.
• SPONSOR AND PRODUCER OBTAIN RIGHTS FROM ENTRANTS TO POST AND USE ANY AND ALL CONTENT SUBMITTED AS PART OF THE CONTEST.
• ALL DISPUTES WILL BE RESOLVED SOLELY BY BINDING ARBITRATION AND ENTRANTS WAIVE THE ABILITY TO BRING CLAIMS IN A CLASS ACTION FORMAT.
• SELECTED SEMI-FINALISTS WILL BE REQUIRED TO TRAVEL TO THE SCION MOTIVATE EVENT IN LOS ANGELES, CALIFORNIA ON OR ABOUT MARCH 12-15, 2013, OR WILL BE REQUIRED TO FORFEIT THEIR TRIP PRIZE.
• SELECTED FINALISTS THAT ARE AWARDED A SCION VEHICLE MUST KEEP OWNERSHIP OF THE VEHICLE/THE VEHICLE TITLE IN THEIR NAME FOR AT LEAST ONE (1) YEAR AFTER RECEIPT OF THE SCION VEHICLE FROM SPONSOR.

BY ENTERING (OR OTHERWISE PARTICIPATING) IN THE CONTEST, YOU AGREE TO THESE OFFICIAL RULES, WHICH CREATE A CONTRACT SO READ THEM CAREFULLY BEFORE ENTERING. WITHOUT LIMITATION, SUCH CONTRACT INCLUDES GRANTS OF RIGHTS AND INDEMNITIES TO SPONSOR FROM YOU AND MANDATORY ARBITRATION OF DISPUTES AND A LIMITATION OF YOUR RIGHTS AND REMEDIES.

1. Eligibility. The Scion Motivate Contest (the "Contest") is open only to individuals who are, as of the date and time of entry: (i) legal residents and physically located in one (1) of the forty-eight (48) contiguous United States or the District of Columbia (i.e., specifically excluding Alaska and Hawaii); (ii) between the ages of eighteen (18) and thirty-five (35) (and not a minor in his or her primary state of residence (the age of majority is eighteen (18) in most states but is nineteen (19) in Alabama and Nebraska and twenty-one (21) in Mississippi)); and (iii) maintain a current valid U.S. driver's license. Employees, officers and directors of Toyota Motor Sales, U.S.A., Inc. ("Sponsor"), Beyond Marketing Group, LLC ("Producer") and each of their respective parents, affiliates, subsidiaries, advertising and promotion agencies, distributors and other prize suppliers (collectively, the "Contest Entities"), and each of such employees', officers' and directors' immediate family members and/or those living in the same household (whether legally related or not) of each are not eligible to enter the Contest or win a prize. For purposes of this Contest, immediate family members are defined as spouse, partner, parents, legal guardians, in-laws, grandparents, siblings, children and grandchildren and household members shall mean people who share the same residence at least three (3) months a year, whether legally related or not. Void where prohibited by law. By participating, entrants agree to be bound by these "Official Rules" and the decisions of the Judges (defined below) and/or Sponsor/Producer, which are binding and final on matters relating to this Contest, including, without limitation, interpretation of the Official Rules.
2. Contest Dates. The Contest begins on or about 9:00 a.m. Pacific Time ("PT") on October 25, 2012 and ends with the announcement of the Finalists (defined below) at the Scion Motivate Event on March 15, 2013 ("Contest Period"). During the Contest Period there are a series of related deadlines and events which start and end on or about the dates noted below:
   IMPORTANT CONTEST DATES:

   EVENT	START TIME/DATE	END TIME/DATE
   CONTEST ENTRY SUBMISSION PERIOD ("Entry Period"):	9:00 a.m. PT on October 25, 2012	11:59 p.m. PT on February 1, 2013
   JUDGING PERIOD (the "Judging Period"):	February 2, 2013 - February 17, 2013
   UP TO THE TOP FIFTY (50) SEMI-FINALISTS ANNOUNCED	February 18, 2013
   Scion Motivate Event in Los Angeles, California ("Scion Motivate Event"):	March 12, 2013	March 15, 2013
   JUDGING OF FINALISTS BY SPONSOR-SELECTED JUDGES AT SCION MOTIVATE EVENT:	March 13, 2013	March 14, 2013
   WINNER ANNOUNCED:	8:00 p.m. PT on March 15, 2013

   All dates are subject to change/extension, in Sponsor's sole and absolute discretion.
3. How To Enter. To enter the Contest, during the Entry Period, you may visit the Contest website at www.scion.com/motivate (the "Contest Website") or otherwise follow the call to action provided in any advertising for the Contest. The Contest Website will contain a description of the Contest and the official entry form. Each entrant will be asked to submit an official entry form either through mail or uploaded through the Contest Website, which may request from entrant, among other things, his/her full name, home address (no P.O. Boxes), e-mail address, date of birth, and related registration information, as prompted, as well as proof of entrant's current profession or business (in the form of a valid web site URL to a website, LinkedIn profile, Facebook page, blog, etc.) and a valid driver's license number. The official entry form will also require entrants to provide the following: (i) a written narrative of no more than five hundred (500) words describing the entrant's background or personal life experiences that led to the entrant's current work, business, profession or field of interest; (ii) the name of the entrant's business or company where they are employed; (iii) a written narrative of no more than one hundred fifty (150) words describing the entrant's current business/profession, including, but not limited to, its products/services, target customers and revenue sources; (iv) a written narrative of no more than five hundred (500) words describing how the entrant's business/profession is related to or connected with the creative arts community (e.g., music, film, art, retail); (v) a written narrative of no more than five hundred (500) words describing how a specific model of a Scion vehicle would enhance or change the entrant's current business/professional situation; (vi) a written narrative of no more than five hundred (500) words describing the entrant's plans to grow, improve, enhance and/or evolve the entrant's business/profession, and the tools or resources the entrant needs to do so; and (vii) a direct link to a video file that entrant develops and produces and posts on either Vimeo or YouTube where the entrant describes his/her business/profession and includes testimonials from individuals who support the entrant's business/profession (collectively, the "submission" or "plan"). The video should be no longer than sixty (60) seconds in length. For the purpose of this Contest, the submission must follow the technical, creative, and legal requirements disclosed on the Contest Website and elsewhere in these Official Rules, including, without limitation, the Content Guidelines (defined below). Entrants must complete and submit the entry form with all required information and a link from either the YouTube website or the Vimeo website for the entry to be eligible. Entrants who wish to mail their Entry Form may mail it to: Beyond Marketing Group, 17461 Derian Ave., Suite 106, Irvine, California 93614-5807 (Attn: Scion Motivate Contest Entry). All entrants who mail in their Entry Form must postmark their entry on or before January 25, 2013 to ensure that it is received on or before February 1, 2013.
   
   Limit of one (1) entry per person will be accepted. A submission may, in Sponsor's sole and absolute discretion, be rejected if it fails to follow the technical, creative, and legal requirements disclosed on the Contest Website and elsewhere in these Official Rules. All eligible submissions to the Contest will be an entry in the Contest. For purposes of this Contest, an online entry is "received" when the Contest Website's servers record the entry information. Proof of sending (such as an automated computer receipt confirming entry or "thanks for entering" message) does not constitute proof of actual receipt of an entry for purposes of this Contest. The database clock of Sponsor's Contest Website will be the official timekeeper for the Contest. Those who do not follow all of the instructions, provide the required information in their entry form, or abide by these Official Rules or other instructions of Sponsor may be disqualified at Sponsor's sole and absolute discretion. All entries that are late, illegible, incomplete, damaged, destroyed, forged or otherwise not in compliance with the Official Rules may be disqualified from the Contest at Sponsor's sole and absolute discretion. Entries generated by script, macro or other automated means and entries by any means which subvert the entry process are void. All entries become the physical property of Sponsor and will not be acknowledged or returned.
   
   In the event of a dispute as to the identity of any entrant who submits an entry, the entry will be deemed submitted by the holder of the e-mail or other account (e.g., Facebook) from which it was sent but only if such person is otherwise eligible. The "account holder" is the person assigned an e-mail address or username by the entity responsible for assigning it (e.g., Yahoo). Semi-Finalists (defined below) and Finalists (defined below) may be required to show proof of being the registered account holder. If a dispute cannot be resolved to the Sponsor's satisfaction, the entry will be deemed ineligible. Sponsor and affiliated entities are not responsible for lost, misdirected, misplaced, stolen, tampered with, deleted, or invalid entries. Assurance of delivery of entries is the sole responsibility of the entrant.
4. Submission Content Guidelines. Submissions that do not meet the following "Content Guidelines" are subject to disqualification, at Sponsor's sole and absolute discretion:
   • Submissions may be no longer than sixty (60) seconds in length and need to be submitted in the form of a link on the entry form to a video hosted on either the Vimeo or YouTube websites. When Sponsor and Producer click on the link to entrant's submission, the link must take the Sponsor directly to the full version of the submission and the video must be viewable by both Sponsor and Producer through the standard video player available on each of the YouTube and Vimeo websites.
   • Submissions must comply with these Official Rules and any Terms of Use posted on the Contest Website and meet all specifications or requirements called for on the Contest Website, and other advertising for the Contest.
   • Submissions may not be directly related to a business/profession that is directly related to automobiles or any of Sponsor's business activities. Any submissions that violate this Content Guideline will be immediately disqualified and not considered further.
   • Except for materials that are in the public domain, each submission, in its entirety, must be a single work of original material created by the entrant, or for which entrant has all rights required to comply with these Official Rules, and suitable for presentation in a public forum.
   • Submissions must not have been submitted previously in any contest of any kind.
   • Except for materials in the public domain, submissions must include only materials created by the entrant, or for which entrant has all rights required to comply with these Official Rules, and must not infringe on the intellectual property rights of any other person or entity. Sponsor does not permit the infringement of others' rights and any use of materials that infringe third party rights is grounds for disqualification from the Contest and may subject you to liability. Do not copy your favorite movie, book or photo or include materials, images, graphics, music or trademarks belonging to any third parties or incorporate the names, voices, likeness or personas of any party other than yourself unless you have obtained all rights necessary to permit you to use same in connection with your submission and grant the rights herein granted to Sponsor. Entries that contain brand names, trademarks or company logos are subject to disqualification.
   • Submissions must not include material that: (a) is sexually explicit, indecent, obscene, violent, hateful, tortuous, defamatory, slanderous or libelous, (b) is derogatory or promotes bigotry, racism, hatred or harm against any group or individual or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation or age, (c) invades the privacy or publicity rights of any person, living or deceased, (d) is unlawful, (e) is harmful to other users of the Contest Website such as viruses, trojan horses or other technologies that could adversely impact the Contest, and/or (f) is disparaging to Sponsor or Producer or is inconsistent with the positive images and/or goodwill to which Sponsor and Producer wish to associate (at Sponsor's sole and absolute discretion).
   • Submissions should not reveal any personal information about another individual, including another person's address, phone number, e-mail address, credit card number or any information that may be used to track, contact or impersonate that individual.
   • Submissions may only include original music created and performed solely by entrant (i.e., songs must be composed, lyrics written and performed by entrant). Submissions that include any other songs or recordings are inappropriate and will be subject to disqualification.
   • Entrant must have permission from any individuals that appear in their submission (e.g., family members, friends, etc.).
   • No background artwork should appear in the submission unless it is an original work of the entrant. Any artwork, murals, etc. that can be seen in submissions must be created solely by the entrant or entrant must be the sole owner of all copyright interests therein.
   • Entrants must not submit a submission that if selected cannot be assigned to Sponsor as contemplated below.
5. Intellectual Property. Each entrant, upon submission of his/her entry to the Contest, irrevocably grant to Sponsor, Producer, and each of their licensees, successors and assigns, the non-exclusive, perpetual, royalty-free, no-cost license and right to use and otherwise exploit the submission, and all images, text and materials depicted therein, in whole or in part, in any manner or medium now or hereafter known or devised (including, without limitation, CDs, streaming media, film, television, videocassettes, print, interactive devices, mobile media, Internet and on-line systems), throughout the universe and in any and all languages, including, without limitation, the right to display, reproduce, record, perform, exhibit, distribute, copy, edit, change, modify, add to, subtract from, re-title and adapt the same, to combine it with other material and otherwise use and exploit it without having to give any compensation or attribution to entrant except for the awarding of the prizes in this Contest. Sponsor, Producer and each of their successors, assigns and licensees, will have the right to make unlimited derivative works therefrom, to assign or transfer any or all such rights and to grant unlimited, multiple-level sublicenses. Without limiting the forgoing, Sponsor and Producer will have the right to use all of the submissions submitted as part of the Contest, and all images depicted therein, in any merchandising, advertising, marketing, promotion or for any other commercial or non-commercial purpose. Entrants hereby forever waive and relinquish all so-called "moral rights (droit moral)" now or hereafter recognized in connection with submissions submitted as part of the Contest. Entrants acknowledge that as a condition of participating in the Contest and/or being selected as a Semi-Finalist or Finalist, Sponsor or Producer may request that the entrant's submission, and any rights therein, be assigned to Sponsor and entrants may be required to confirm such assignment by completing and submitting the Prize Acceptance Documents (and any other documents reasonably required by Sponsor or Producer) or such entrant will otherwise be disqualified from receiving their prize. Entrants must maintain the ability to assign all such rights to Sponsor free of any limitations, restrictions or third party obligations. Entrants agree that Sponsor and Producer shall have the sole discretion in determining the extent and manner of use of submissions and are not obligated to use any submission. Entrants agree not to issue any publicity concerning Sponsor or Producer. Entrants agree that the Contest Entities shall not be responsible for return or preservation of the submissions submitted. All submissions that are posted on the Contest Website or elsewhere are available to be viewed by anyone with access to the Internet.
   
   Each entrant acknowledges that other entrants may have created plans and concepts contained in their submission that may have familiarities or similarities to his/her own submission, and that he/she will not be entitled to any compensation or right to negotiate with the Contest Entities because of these familiarities or similarities. Notwithstanding any custom and practice to pay an individual for an idea (if any), nothing herein shall create an implied or express contract to compensate entrants for their submissions and there is no obligation for any Contest Entity to pay or otherwise compensate entrants for any of their plans or materials in any communications with Sponsor or Producer, whatsoever. The decisions of the Sponsor and Producer are final and binding in all matters relating to this Contest, including interpretation and application of these Official Rules. Each entrant, by participating in the Contest, except where legally prohibited, grants permission for the Contest Entities and their designees to use his/her name, address (city and state), photograph, voice and/or other likeness and prize information for advertising, trade and promotional purposes without further compensation, in all media now known or hereafter discovered, worldwide in perpetuity, without notice or review or approval. Producer and Sponsor reserve the right to request from entrant, at any time, proof that entrant maintains all necessary rights in their submission in order to grant Sponsor and Producer the rights required herein in a form acceptable to Producer/Sponsor. Failure to provide such proof may lead to, among other things, the entrant being disqualified from the Contest and from receiving any prize.
6. Representations, Warranties and Indemnity. Each entrant represents and warrants that he or she has read, understands and will follow the Official Rules. Entrants further represent and warrant that their submission and all materials and matter therein: (1) (except for elements that are within the public domain) are wholly original with such entrant and are not a copy or imitation of any other material; (2) will not infringe or violate any right whatsoever, including, without limitation, any personal rights (e.g., defamation, privacy, false light, moral right, etc.) or any property rights (e.g., copyright, trademark, right to ideas, etc.) of any person or entity and the use thereof will result in no third party liability or obligations; and (3) is not the subject of any threatened or pending litigation, claim or dispute that might give rise to litigation, which adversely affects or in any way prejudices, impairs or diminishes the rights granted hereunder or the value thereof. Each entrant further represents and warrants that he or she has the right to agree to and fully perform consistent with these Official Rules and the consent of no third parties are required to grant the rights hereunder. Entrant further acknowledges and agrees that he/she has not previously granted, assigned or otherwise hypothecated his/her submission to any other third party. Further, each entrant represents and warrants that Sponsor's use of any submission shall not violate an agreement to which such entrant has signed. Entrants agree to indemnify and hold the Released Parties (defined below) harmless from and against any third party claim, to the extent relating to any breach of any representation, warranty or covenant made by such entrant in connection with his or her acceptance of these Official Rules or Contest activities.
7. Determining the Semi-Finalists. During the Judging Period (see dates in the above chart), each submission submitted by an eligible entrant will be reviewed by a team of judges ("Judges") assembled by Sponsor and Producer, who will review and judge all eligible submissions based on the following judging criteria (collectively, the "Semi-Finalist Judging Criteria"):
   
   • 20%: Clarity of plan (i.e., How well is the plan explained and presented in the submission?)
   • 20%: Creativity (i.e., Is the plan presented in the submission in a unique and interesting way?)
   • 20%: Feasibility (i.e., Can the plan as presented in the submission be accomplished with the available resources and is the plan mechanically or physically realistic?)
   • 20%: Support of the creative arts community (i.e., How does the plan impact the art, music, film or fashion industry?)
   • 20%: Social Media Interest (i.e., How much social media buzz can be generated by entrant's plan?)
   
   Based on the total score the Judges assign to each submission using the Judging Criteria, up to fifty (50) submissions will be ultimately selected by the Judges and will be potential "Semi-Finalists", subject to confirmation that the potential Semi-Finalists have met the eligibility requirements and complied with these Official Rules. If there is a tie after the Judges apply the Judging Criteria, Producer will bring in a tie breaking Judge to apply the same Judging Criteria to break the tie and determine the Semi-Finalists.
8. Semi-Finalist Notification. The potential Semi-Finalists will be notified by mail, e-mail and/or other method (as selected by Sponsor) on or about February 18, 2013, unless extended by Sponsor. The Sponsor is not responsible for false, incorrect, changed, incomplete or illegible contact information. Notification is deemed to have occurred immediately upon sending of an e-mail or other electronic message, one (1) day after sending via a delivery service or two (2) days after mailing. The potential Semi-Finalists will be required to execute and return an affidavit of eligibility, a liability release, a publicity release and services and performances agreements (collectively, "Prize Acceptance Documents") within two (2) days of date of issuance. If such documents are not returned within the specified time period, a prize or prize notification is returned as undeliverable, Sponsor is unable to contact a potential Semi-Finalist or a potential Semi-Finalist is not in compliance with these Official Rules, the prize will be forfeited and, at Sponsor's discretion, an alternate winner selected.
   
   Non-compliance shall result in disqualification and award of the prize to an alternate winner. If any potential Semi-Finalist is found to be ineligible, or if he or she has not complied with these Official Rules, or declines the prize for any reason prior to award, such potential Semi-Finalist may be disqualified and an alternate potential winner may be selected. The Contest Entities are not responsible for and shall not be liable for late, lost, damaged, intercepted, misdirected, or unsuccessful efforts to notify a potential Semi-Finalist.
9. The Scion Motivate Event and Determining the Finalists. In order to be considered for a Finalist prize, Semi-Finalists must attend the Scion Motivate Event in its entirety. Semi-Finalists that miss portions of the Scion Motivate Event, for any or no reason, may be disqualified by Sponsor, in Sponsor's sole and absolute discretion. Each Semi-Finalist will be required to attend all workshops and interact with at least two (2) assigned mentors at the Scion Motivate Event. On the third day of the Scion Motivate Event, each Semi-Finalist will need to update and revise their original written submission materials based on what they learned at the Scion Motivate Event and the feedback provided by their assigned mentors and resubmit his/her submission (a "resubmission") in the manner specified by Sponsor at the Scion Motivate Event. The resubmission submitted by an eligible Semi-Finalist will be reviewed by a team of Judges assembled by Sponsor and Producer, who will review and judge all eligible resubmissions based on the following judging criteria (collectively, the "Finalist Judging Criteria"):
   • 25%: Improvement from original submission (i.e., How much did entrant's original submission or plan change or evolve based on their attendance at the Scion Motivate Event?)
   • 20%: Clarity of plan (i.e., How well is the plan explained and presented in the resubmission?)
   • 20%: Creativity (i.e., Is the plan presented in the resubmission in a unique and interesting way?)
   • 20%: Learning (i.e., What was learned from the experience of the workshops and interaction with mentors?)
   • 15%: How will a Scion vehicle change entrant's business/professional situation?
   
   Based on the total score the Judges assign to each resubmission using the Finalist Judging Criteria, up to ten (10) Semi-Finalists will be selected as "Finalists." Those Semi-Finalists who have been selected as one (1) of ten (10) Finalists will be notified at 8:00 p.m. PT on March 15, 2013 (at the end of the Scion Motivate Event). In the event of a tie, the tied Semi-Finalists will be judged by an additional Sponsor executive based on the Finalist Judging Criteria set forth above in order to break the tie. All decisions by judges, including interpretation of these Official Rules and related documents, are within the sole and absolute discretion of Sponsor and are final. Further details regarding the Scion Motivate Event will be posted on the Contest Website and provided to Semi-Finalists as it gets closer to the Scion Motivate Event. Each potential Finalist will be required to execute and return to Sponsor an additional Prize Acceptance Document within five (5) days of date of issuance. If the additional Prize Acceptance Document is not returned within the specified time period or a potential Finalist is not in compliance with these Official Rules, their Finalist prize will be forfeited and, at Sponsor's discretion, an alternate winner selected. Non-compliance shall result in disqualification and award of the prize to an alternate winner. If any potential Finalist is found to be ineligible, or if he or she has not complied with these Official Rules, or declines the prize for any reason prior to award, such potential Finalist may be disqualified and an alternate potential winner may be selected.
10. Prizes.
    1. Semi-Finalist Prizes: Sponsor will be awarding prizes to up to fifty (50) Semi-Finalists, and each Semi-Finalist will receive a "Trip Prize", consisting of: (i) one (1) roundtrip economy/coach airline ticket for the Semi-Finalist via Sponsor-selected air carrier(s) from a major commercial airport near Semi-Finalist's residence, selected by Sponsor in its sole and absolute discretion; (ii) a four (4)-night hotel stay (one (1) standard room) for the Semi-Finalist at a hotel selected by Sponsor in its sole and absolute discretion, in Los Angeles, California; (iii) a four (4) day full-access pass to attend the Scion Motivate Event in Los Angeles, California taking place between March 12-15, 2013; (iv) transportation to/from airport (the exact form of award in Sponsor's sole and absolute discretion); (v) Seventy-Five Dollars (U.S. $75.00) per day, per diem; and (vi) an additional payment ("Semi-Finalist Tax Payment") in an amount estimated (in Sponsor's sole and absolute judgment) to offset the Federal, state and local income tax liability of the Semi-Finalist caused by being awarded the Trip Prize. The total approximate retail value ("ARV") for each Trip Prize is up to: Three Thousand Twenty Dollars (U.S. $3,020.00). Actual retail value of Trip Prize may vary depending on point of departure, travel dates and fare/rate fluctuations. All travel arrangements must be made through the Sponsor or Sponsor's designee. Certain restrictions and black out dates may apply. The Semi-Finalists must travel as and when designated by Sponsor or the Trip Prize may be forfeited and an alternate winner selected based on the process set forth above. There is a limit of one (1) Semi-Finalist prize, per person for this Contest.
       
       The Semi-Finalists must possess all required travel documents. It is the responsibility of each Semi-Finalist to provide proper documentation (including a government issued picture identification). All aspects of the travel portions of the Trip Prize must be conducted on such dates as determined by Sponsor in its sole and absolute discretion. The dates of departure and return are subject to change at Sponsor's sole and absolute discretion. Airline tickets are non-refundable/non-transferable and may not be valid for upgrades and/or frequent flyer miles. All airline tickets are subject to flight variation, work stoppages, and schedule or route changes. Sponsor reserves the right to structure travel route and select hotels in its sole and absolute discretion. Each Semi-Finalist will not receive cash or any other form of compensation if actual travel costs are less than the estimate made in these Official Rules. The round trip air transportation element for the Trip Prize begins and ends at the point of departure. The Trip Prize is subject to seat and hotel availability, as well as Sponsor's and prize providers' terms and conditions generally applicable thereto. If in the judgment of Sponsor air travel is not required due to Semi-Finalist's proximity to Trip Prize location, ground transportation may be substituted for roundtrip air travel at Sponsor's sole and absolute discretion. The difference in value will not be awarded to any Semi-Finalist. Any difference between the Semi-Finalist's actual Federal, state and local income tax liability and the Semi-Finalist Tax Payment will not give rise to any additional Semi-Finalist Tax Payment, and will be the sole responsibility of the Semi-Finalist.
       
       Sponsor shall not be responsible for any cancellations, delays, diversions or substitution or any act or omissions whatsoever by the air carriers, hotels, venue operators, transportation companies, prize providers or any other persons providing any Trip Prize-related services or accommodations. Sponsor is not liable for any missed prize events, opportunities or expenses incurred as a consequence of flight cancellation/delay or ground transportation delay. No refund or compensation will be made in the event of the cancellation or delay of any transportation or other prize element except at the sole and absolute discretion of Sponsor. Additional prize award details and travel information to be provided to each Semi-Finalist at the time of Trip Prize notification. Semi-Finalists are also responsible for obtaining travel insurance (and all other forms of insurance) at his/her option and hereby acknowledge that Sponsor has not and will not obtain or provide travel insurance or any other form of insurance. The Semi-Finalists may be required to provide a credit card at the time of hotel check-in. Travel is subject to the terms and conditions set forth in this Contest, and those set forth by Sponsor's transportation carrier(s) of choice. Lost, stolen or damaged airline tickets, travel vouchers or certificates will not be replaced or exchanged. All expenses not specifically mentioned herein, are not included as part of any Trip Prize package, and are solely the Semi-Finalist's responsibility, including, but not limited to: hotel taxes, additional ground transportation at Semi-Finalists' destination(s), travel insurance, room service, bag check fees, parking fees, laundry service, food, alcoholic beverages, merchandise, souvenirs, telephone calls, tips, gratuities and service charges. Transportation carrier and hotel regulations and conditions apply. Travel and lodging are subject to availability, and any changes made to either of these will be at the expense of a Semi-Finalist.
    2. Finalist Prizes: Sponsor will be awarding up to ten (10) Finalist prizes, with each Finalist receiving: (i) a check in the amount of Ten Thousand Dollars (U.S. $10,000.00); (ii) a 2013 Scion brand vehicle (the specific model (iQ/tC/xB/xD/FR-S) may be selected by Finalist, subject to availability as determined by Sponsor in its sole and absolute discretion) (each a "Vehicle") with an ARV of up to Twenty-Six Thousand Fifty-Five Dollars (U.S. $26,055.00) (the specific MSRP (which the ARV is based on) for each 2013 Scion model can be found at www.scion.com) (Note: Sponsor will also pay for taxes, title and license fees on the Vehicle selected by Finalist and such amount is not included in the ARV and will vary depending on state of delivery of the Vehicle); (iii) a credit of $3,000 that may be used solely for the purchase of genuine Scion accessories or Optomize Scion parts for the Finalist's Vehicle, with an ARV of Three Thousand Dollars (U.S. $3,000.00); (iv) access to a Sponsor assigned mentor that Finalist may consult with about their plan (no more than one (1) hour per week) for a six (6) month period (Sponsor may discontinue this prize at any time in its sole discretion), with an ARV of Twelve Thousand Dollars (U.S. $12,000.00); and (v) an additional payment ("Finalist Tax Payment") in an amount estimated (in Sponsor's sole and absolute judgment) to offset the Federal, state and local income (but not sales, transfer or vehicle title) tax liability of the Finalist caused by being awarded the Finalist Prize. No Finalist will be entitled to receive cash replacement in lieu of the Vehicle portion of the Finalist prize, except in Sponsor's sole and absolute discretion. Any difference between the Finalist's actual Federal, state and local income tax liability and the Finalist Tax Payment will not give rise to any additional Tax Payment, and will be the sole responsibility of the Finalist. Each Finalist prize package is valued at up to: Seventy-Seven Thousand Ninety-Three Dollars and Five Cents (U.S. $77,093.05). There is a limit of one (1) Finalist prize, per Semi-Finalist for this Contest.
       
       ARV of Vehicle is as of date of printing of these Official Rules. The ARV listed above for the Vehicle is based on the MSRP of the 2013 Scion FR-S (Automatic). The actual ARV of the Vehicle will depend on which 2013 Scion model Finalist ultimately selects. Also, the ARV/MSRP includes DPH but does not include taxes, title, and license (which will also be awarded by Sponsor as part of the Finalist prize package). The difference in value for the Finalist prize package as stated herein and value at time of prize notification, if any, will not be awarded in cash. Vehicle will be delivered with standard equipment for model type selected by Finalist, as specified by Sponsor. Any upgrades and options beyond the Optomize Scion parts/genuine Scion accessories prize are at the sole expense of the Finalist winners. Color, package, factory options, and other specifics to be determined by Sponsor, and are subject to availability. Finalist winners are responsible for all insurance, registration, dealer preparation, and other fees associated with automobile that are not mentioned above as part of the prize package. Each Finalist winner must be a licensed driver and must present a current valid U.S. driver's license and proof of automobile insurance (as required by law and/or dealership) prior to taking possession of the Vehicle. Failure to show same may result in prize forfeiture. All other costs not specifically stated herein as being awarded are the responsibility of the Finalist winners. Finalist prize winners must keep the Scion Vehicle ownership/title in their name for at least one (1) year after taking delivery of the Vehicle and any failure to comply with this requirement will result in Finalist being required to reimburse Sponsor for the full purchase price of the Vehicle. Finalist winners must take delivery of Vehicle from the designated Toyota authorized dealer within thirty (30) days after the date the Vehicle is delivered to the specified designated dealer, or the Vehicle may (in Sponsors' sole discretion) be automatically forfeited by a Finalist winner. Finalists are responsible for any travel and transportation costs associated with collecting the Vehicle. Except as stated in the manufacturer's limited warranty for the Vehicle, none of Sponsor, Producer or any other person or entity associated with the manufacture, distribution, development and execution of this Contest and its prizes, or any of their respective affiliates, parent companies, subsidiaries, directors, officers, employees, and agents make any warranties, representations or guarantees, express or implied, in fact or in law, relative to the use or enjoyment of the Vehicle, including, without limitation, its quality, mechanical condition, merchantability or fitness for a particular purpose. Any and all guarantees and warranties for the prize are subject to the manufacturer's terms and conditions, and the Finalist winners agree to look solely to such manufacturers for any such warranty or guarantee claim.
    3. (C) Terms Applicable To All Prizes: Prizes are non-transferable, with no cash redemptions, equivalents or substitutions, except at Sponsor's sole and absolute discretion. All prize details not specified in these Official Rules will be determined in Sponsor's sole and absolute discretion. Prize details and availability are subject to change and prize provider's rules and restrictions, and in the event that Sponsor is unable to provide a winner with their prize, the Sponsor may elect to provide winners with the approximate value of such item in cash or award an alternate prize of comparable or greater value. In the event a winner engages in behavior that (as determined by Sponsor or any prize provider in its or their sole and absolute discretion) is obnoxious, inappropriate, or threatening, illegal or that is intended to annoy, abuse, threaten or harass any other person, Sponsor reserves the right to terminate the right to receive a prize, including ending a trip (if applicable) or other applicable experience early. All prizes are awarded "AS IS" and without warranty of any kind, express or implied (including, without limitation, any implied warranty of merchantability or fitness for a particular purpose). Notwithstanding Sponsor's awarding of Semi-Finalist Tax Payment and the Finalist Tax Payment, prize winners will still be solely responsible for the payment of all federal, state and/or local taxes to the relevant government agency(ies), and for any other fees or costs associated with the prizes they receive, regardless of whether they, in whole or in part, are used. The ARV of the prizes is based on available information provided to Sponsor and the value of any prize awarded to a winner may be reported for tax purposes as required by law. The winners may be required to provide Sponsor with a valid social security number or tax identification number before the prizes will be awarded for tax reporting purposes. An IRS Form 1099 may be issued in the name of winners for the actual value of the prizes received. Unclaimed prizes will be forfeited. The total ARV of all of the prizes awarded in this Contest is up to: Nine Hundred Twenty-One Thousand Nine Hundred Thirty Dollars and Fifty Cents (U.S. $921,930.50) (but will vary greatly from this number depending on a number of factors, including, a winner's state of residence, which Vehicle the Finalist selects, etc.).
11. General Conditions. Released Parties (as defined below) are not responsible for lost, late, incomplete, inaccurate, stolen, misdirected, undelivered, delayed, garbled or damaged entries; or for lost, interrupted or unavailable network, server, Internet Service Provider (ISP), website, or other connections, availability or accessibility or miscommunications or failed computer, satellite, telephone or cable transmissions, lines, or technical failure or jumbled, scrambled, delayed, or misdirected transmissions or computer hardware or software malfunctions, failures or difficulties, or other errors or difficulties of any kind whether human, mechanical, electronic, computer, network, typographical, printing or otherwise relating to or in connection with the Contest, including, without limitation, errors or difficulties which may occur in connection with the administration of the Contest, the processing/reviewing of entries, the announcement of the prizes or in any Contest-related materials. Released Parties are also not responsible for any incorrect or inaccurate information, whether caused by Contest Website users, tampering, hacking, or by any equipment or programming associated with or utilized in the Contest. Released Parties are not responsible for injury or damage to participants' or to any other person's computer or mobile device related to or resulting from participating in this Contest or downloading materials from or use of the Contest Website. Persons who tamper with or abuse any aspect of the Contest or the Contest Website or who are in violation of these Official Rules, as solely determined by Sponsor and/or Producer, will be disqualified and all associated entries will be void. Should any portion of the Contest be, in Sponsor's or Producer' sole opinion, compromised by virus, worms, bugs, non-authorized human intervention or other causes which, in the sole opinion of the Sponsor or Producer, corrupt or impair the administration, security, fairness or proper play, or submission of entries, or should the Contest be unable to run as planned for any other reason, Sponsor and Producer reserve the right, in their sole discretion to suspend, modify or terminate the Contest and, if terminated, at its discretion, select the potential winners from all eligible, non-suspect entries received prior to the action taken or as otherwise deemed fair and appropriate by Sponsor. The Released Parties are not responsible for electronic communications that are undeliverable as a result of any form of active or passive filtering of any kind, or insufficient space in entrant's e-mail account to receive e-mail messages. CAUTION: ANY ATTEMPT TO DAMAGE THE CONTEST WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE CONTEST IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR AND/OR PRODUCER WILL DISQUALIFY ANY SUCH INDIVIDUAL AND RESERVES THE RIGHT TO SEEK DAMAGES (INCLUDING ATTORNEYS' FEES) AND OTHER REMEDIES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW.
12. Release. By participating in the Contest, entrants agree to release, discharge and hold harmless Sponsor, Producer and each of their parent companies, subsidiaries, affiliates, agents, distributors, licensors, licensees, representatives, attorneys, and advertising and promotion agencies, and each of their respective directors, officers, employees, agents, successors and assigns ("Released Parties"): from and against and any and all claims, liability, costs, losses, damages or injuries of any kind arising out of or related to entrants' participation in the Contest and/or related to any prize (including, without limitation, losses, damages or injuries to entrant's or any other person's equipment or other property, or to their persons, related to participation in the Contest; or arising out of any violation of rights of publicity or privacy, or claims of defamation or portrayal in a false light; or based on any claim of infringement of intellectual property; or from any typographical, human or other error in the printing, offering, selection, operation or announcement of any Contest activity and/or prize). Without limiting the generality of the foregoing entrants agree that Released Parties: (A) have neither made nor will be in any manner responsible or liable for any warranty, representation or guarantee, express or implied, in fact or in law, in connection with the Contest and/or with respect to prizes, including, without limitation, to any prize's quality or fitness for a particular purpose (except Sponsor shall be solely responsible for any express written limited warranties specifically set forth in the applicable owner's guide for the Vehicle awarded to a Finalist); (B) maintain no control over the personnel, equipment or operation of any air, water or surface carrier, ship line, bus or limousine company, transportation company, hotel, manufacturer or other person or entity furnishing services, products or accommodations ("Suppliers") as a part of the prizes provided in connection with the Contest; and (C) will not be responsible or liable for any injury, damage, loss, expense, accident, delay, inconvenience or other irregularity that may be caused or contributed to: (1) by the wrongful, negligent or unauthorized act or omission on the part of the Suppliers or any of their agents, servants, employees or independent contractors, (2) by any defect in or failure of any vehicle, equipment, instrumentality, service or product that is owned, operated, furnished or otherwise used by any of those Suppliers, (3) by the wrongful, negligent or unauthorized act or omission on the part of any other person or entity not an employee of the Released Parties, and (4) by any cause, condition or event whatsoever beyond the control of the Released Parties. Each entrant further agrees to indemnify and hold harmless Released Parties from and against any and all liability resulting or arising from the Contest and to release all rights to bring any claim, action or proceeding against Released Parties. The Released Parties are not responsible for the actions of entrants in connection with the Contest, including entrants' attempts to circumvent the Official Rules or otherwise interfere with the administration, security, fairness, integrity or proper conduct of the Contest. Entrants further understand and agree that all rights under Section 1542 of the Civil Code of California ("Section 1542") and any similar law of any state or territory of the United States that may be applicable with respect to the foregoing release are hereby expressly and forever waived. Entrants acknowledge that Section 1542 provides that: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." The releases hereunder are intended to apply to all claims not known or suspected to exist with the intent of waiving the effect of laws requiring the intent to release future unknown claims.
13. Publicity Release. Subject to applicable law, any winner of a prize irrevocably grants the Released Parties and each of their licensees, and its and their successors, assigns and sub-licensees the right and permission to use their name, voice, likeness and/or biographical material for advertising, promotional and/or publicity purposes in connection with the Contest, in all forms of media and by all manners (now and hereafter known), and on and in connection with related products, services, advertising and promotional materials (now known or hereafter developed), worldwide, in perpetuity, without any obligation, notice or consideration except for the awarding of the prizes to the winners.
14. Suspension / Modification / Termination. In the event Sponsor is prevented from continuing with the Contest by any event beyond its control, including, but not limited to, fire, flood, epidemic, earthquake, explosion, labor dispute or strike, act of God or public enemy, communications or equipment failure, utility or service interruptions, riot or civil disturbance, terrorist threat or activity, war (declared or undeclared), interference with the Contest by any party, or any federal state or local government law, order, or regulation, order of any court or jurisdiction, or other cause not reasonably within Sponsor's control (each a "Force Majeure" event or occurrence) Sponsor shall have the right to modify, suspend or terminate the Contest. Sponsor additionally reserves the right, in its sole and absolute discretion: (1) to modify, suspend or terminate the Contest should causes beyond Sponsor's control corrupt or interfere with the administration, integrity, operation, security or proper play of the Contest; or (2) to disqualify any entrant found to be, or suspected of: (a) tampering with the entry process or the operation of the Contest; (b) acting in violation of these Official Rules; or (c) acting in an un-sportsmanlike manner.
15. Governing Law / Limitation of Liability. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules or the rights and obligations of entrants, Sponsor, Producer, or the Released Parties in connection with the Contest will be governed by and construed in accordance with the internal laws of the State of California, without giving effect to any choice of law or conflict of law rules or provisions that would cause the application of any other state's laws.
    
    BY ENTERING THE CONTEST, ENTRANT AGREES THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW: (1) ANY AND ALL DISPUTES, CLAIMS AND CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THE CONTEST, OR ANY PRIZE AWARDED, WILL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION; (2) ANY AND ALL CLAIMS, JUDGMENTS AND AWARDS WILL BE LIMITED TO ACTUAL THIRD-PARTY, OUT-OF-POCKET COSTS INCURRED (IF ANY) NOT TO EXCEED TEN DOLLARS ($10.00), BUT IN NO EVENT WILL ATTORNEYS' FEES BE AWARDED OR RECOVERABLE; (3) UNDER NO CIRCUMSTANCES WILL ANY ENTRANT BE PERMITTED TO OBTAIN ANY AWARD FOR, AND ENTRANT HEREBY KNOWINGLY AND EXPRESSLY WAIVES ALL RIGHTS TO SEEK, PUNITIVE, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, LOST PROFITS AND/OR ANY OTHER DAMAGES, OTHER THAN ACTUAL OUT OF POCKET EXPENSES NOT TO EXCEED TEN DOLLARS ($10.00), AND/OR ANY RIGHTS TO HAVE DAMAGES MULTIPLIED OR OTHERWISE INCREASED; AND (4) ENTRANTS' REMEDIES ARE LIMITED TO A CLAIM FOR MONEY DAMAGES (IF ANY) AND ENTRANT IRREVOCABLY WAIVES ANY RIGHT TO SEEK INJUNCTIVE OR EQUITABLE RELIEF. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY, SO THE ABOVE MAY NOT APPLY TO YOU.
16. Disputes / Arbitration. PLEASE READ THIS PROVISION CAREFULLY. IT INCLUDES AN AGREEMENT TO MANDATORY ARBITRATION, WHICH MEANS THAT YOU AGREE TO SUBMIT ANY DISPUTE RELATED TO YOUR PARTICIPATION IN THE CONTEST AND/OR THESE OFFICIAL RULES TO BINDING INDIVIDUAL ARBITRATION RATHER THAN PROCEED IN COURT. THIS SECTION ALSO INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ANY DISPUTE INDIVIDUALLY AND NOT AS PART OF A CLASS ACTION. THIS SECTION ALSO INCLUDES A JURY WAIVER.
    
    There may be instances when you have a problem or dispute that needs special attention. In those instances, Sponsor and Producer are committed to working with you to reach a reasonable resolution that satisfies you; however, we can only do this if we know about and understand your issue. Therefore, for any problem or dispute that you may have with Sponsor or Producer, you acknowledge and agree that you will first give Sponsor and Producer an opportunity to resolve your problem or dispute. This includes you first sending a written description of your problem or dispute to Toyota Motor Sales, USA, Inc, 19001 S. Western Ave., WC12, Torrance, CA 90509 (Attn: Legal Department). You then agree to negotiate with Sponsor and Producer in good faith about your problem or dispute. This should lead to resolution, but if for some reason your problem or dispute is not resolved satisfactorily within sixty (60) days after Sponsor's receipt of your written description of it, you agree to the further dispute resolution provisions below.
    
    You agree that the sole and exclusive forum and remedy for any and all disputes and claims that cannot be resolved informally and that relate in any way to or arise out of participation in the Contest and/or these Official Rules shall be final and binding arbitration, except to the extent that you have in any manner infringed upon or violated or threatened to infringe upon or violate any of the Contest Entities' or any third party patent, copyright, trademark, trade secret, privacy or publicity rights, in which case you acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought by the Contest Entities and/or the applicable third party(ies). You and we acknowledge that these Official Rules affect interstate commerce and that the Federal Arbitration Act and federal arbitration law apply to arbitrations under the Agreement (despite any other choice of law provision).
    
    Arbitration under these Official Rules shall be conducted by JAMS. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures (pursuant to JAMS' Streamlined Arbitration Rules and Procedures). Judgment on the Award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. An arbitrator may award on an individual basis any relief that would be available in a court, including injunctive or declaratory relief and attorneys' fees. In addition, for claims under $75,000 as to which you provided notice and negotiated in good faith with Sponsor as required above before initiating arbitration, if the arbitrator finds that you are the prevailing party in the arbitration, you will be entitled to a recovery of reasonable attorneys' fees and costs. Except for claims determined to be frivolous, Sponsor agrees not to seek an award of attorneys'' fees in arbitration even if an award is otherwise available under applicable law. As a limited exception to the agreement to arbitrate, you and we agree that you may take claims to small claims court, if your claims qualify for hearing by such court.
    
    To the fullest extent permitted by applicable law, NO ARBITRATION OR OTHER CLAIM UNDER THIS AGREEMENT SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER VISITOR OF THE SITES, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In the event that this CLASS ACTION WAIVER is deemed unenforceable, then any putative class action may only proceed in a court of competent jurisdiction and not in arbitration.
    
    WE BOTH AGREE THAT, WHETHER ANY CLAIM IS IN ARBITRATION OR IN COURT, YOU AND THE CONTEST ENTITIES BOTH WAIVE ANY RIGHT TO A JURY TRIAL INVOLVING ANY CLAIMS OR DISPUTES BETWEEN US.
    
    In no event shall any claim, action or proceeding by you related in any way to the application or these Official Rules be instituted more than three (3) years after the cause of action arose.
17. List of Contest Prize Winners / Official Rules Requests. To receive the names of the Semi-Finalists and Finalists, send a stamped self-addressed envelope to: Scion Motivate Contest Winners List, Beyond Marketing Group, LLC, 17461 Derian Ave., Suite 106, Irvine, California 92614-5807. Please indicate which Contest Winners List you are requesting by referring to the unique term identifying the Contest listed above. For a copy of these Official Rules, send a legal-size, self-addressed, stamped envelope to: Scion Motivate Contest Winners List Official Rules, Beyond Marketing Group, LLC, 17461 Derian Ave., Suite 106, Irvine, California 92614-5807 prior to the end of the Entry Period and indicate which Contest Official Rules you are requesting by referring to the particular Contest name as noted above. Vermont residents may omit return postage with Official Rules requests.
18. Identification of Sponsor and Producer. This Contest is sponsored by Scion, a marquee of Toyota Motor Sales, U.S.A., Inc., 19001 South Western Avenue, Torrance, California 90509-2742 and produced by Beyond Marketing Group, LLC, 17461 Derian Ave., Suite #106, Irvine, California 92614-5807 (Attention: Scion Promotions). Reference to third parties in connection with Prizes and/or third party websites or services are for reference and identification purposes only and not intended to suggest endorsement, sponsorship or affiliation with Sponsor, Producer or the Contest. Any questions, comments or complaints regarding the Contest should be directed to Beyond Marketing Group at the address above.
19. Information Submitted. As a condition of entering the Contest, each entrant gives consent for Sponsor to obtain and deliver his or her name, address and other information to third parties for the purpose of administering this Contest and to comply with applicable laws, regulations and rules. Any information entrants provide to Sponsor may be used to communicate with entrant in relation to this Contest or on a Contest Winners list.
20. Miscellaneous. The invalidity or unenforceability of any provision of these Official Rules or the Prize Acceptance Documents will not affect the validity or enforceability of any other provision. In the event that any provision of the Official Rules or the Prize Acceptance Documents is determined to be invalid or otherwise unenforceable or illegal, the other provisions will remain in effect and will be construed in accordance with their terms as if the invalid or illegal provision were not contained herein. Sponsor's failure to enforce any term of these Official Rules will not constitute a waiver of that provision. Entrants agree to waive any rights to claim ambiguity of these Official Rules. Headings are solely for convenience of reference and will not be deemed to affect in any manner the meaning or intent of the documents or any provision hereof. In the event there is a discrepancy or inconsistency between disclosures or other statements contained in any Contest-related materials, privacy policy or terms of use on the Contest Website and/or the terms and conditions of the Official Rules, the Official Rules shall prevail, govern and control.