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1. ENTRY PERIOD: 1. Holiday Hundreds ("Promotion") begins at 12:00 p.m. Pacific Standard Time on November 15, 2012 and ends at 12:00 p.m. on December 14, 2012 ("Entry Period").

2. HOW TO ENTER: 2. There are two ways to enter: During the Entry Period only, subject to certain exclusions specified herein, you may receive one entry into the Promotion as follows: (A) each time you make a Qualified Purchase using the Swagbucks "Shop & Earn" web-portal (http://www.swagbucks.com/shop). A "Qualified Purchase" is (i) any purchase made on the Shop & Earn web-portal from a qualified merchant in a single transaction by a user of Swagbucks.com who (at the time of the purchase) is registered and logged into Swagbucks.com; A qualified merchant is any merchant not specifically excluded from this promotion (the "Excluded Merchants"); and (ii) where Sponsor (defined below) has received confirmation (in some cases, from a third-party), no later than forty-five (45) days after such purchase, that such purchase was completed during the Promotion Period. Each qualified purchase during the Entry Period is equal to one (1) entry into the Promotion; OR B) if you are a resident of the US or Canada (Excluding Quebec) and, on a 3" x 5" piece of paper, you hand-print your name, complete address, and daytime and evening telephone numbers, and mail to: Holiday Hundreds, P.O. Box 70 Manhattan Beach, CA 90267. Entries under this Section 2(B) must be postmarked by December 14, 2012 and received by December 19, 2012. Limit one entry per envelope. Excluded Merchants shall be defined as any travel related entity on the "Shop and Earn" web-portal, including, without limitation, Hotels.com, Expedia.com and the entities listed, inter alia, at http://www.swagbucks.com/shop?dt=list&mode=m&cat=12&srt=4. An entrant may not enter with multiple identities. All entries will be made part of the Promotion until an entrant becomes a Winner (defined below) or the Promotion has ended (whichever occurs first). Any entrant who attempts to circumvent these rules by entering with multiple identities or using any device or method to obtain more than the maximum number of entries will be disqualified. Use of any robotic, automatic, programmed or similar entry method, more than one entrant per household or more than the allowed number of entries will void all entries and result in disqualification for the applicable entrant(s). Online entry is only available for eligible persons (as defined in Rule 3) with a registered account at this website (www.swagbucks.com) and who have Swag Bucks in their account at time of entry. There is no cost to maintain an account or to earn Swag Bucks. To register, follow online registration instructions. Similar Promotions may appear at other participating Sponsor websites (each a "Participating Site"). The Promotion at each Participating Site, if any, is separate and independent from Promotion on other Participating Sites.

3. ELIGIBILITY: Open to residents of the 50 United States and D.C. and Canada (Excluding Quebec) 13 years of age and older as of November 15, 2012. Employees and directors of Prodege LLC ("Sponsor") and its affiliates, advertising agencies, and/or promotional partners and members of their immediate families together with whom such employees are domiciled are not eligible to enter or win. Void where prohibited.

4. RANDOM DRAWING: Winners (defined below) will be selected in a random drawing (as applicable) from among all eligible online and mail-in entries received. Drawing will be conducted by Sponsor. Odds of winning will depend upon the number of eligible entries received. Winner will be notified by either e-mail, Swagbucks.com Inbox, mail, or telephone. Before awards are delivered, Winner will be required to sign and return an Affidavit of Eligibility, Release of Liability, a Publicity Release and (when applicable) an IRS Form W9 within seven (7) days of being first notified or the award will be forfeited and an alternate Winner may be selected (in Sponsor's sole discretion). The return of any award and/or award notification as undeliverable will result in disqualification and an alternate Winner may be selected. An entrant is not deemed a Winner of any award, even if the winning notification should so indicate, unless and until the entrant's eligibility has been verified, all required documents returned and executed, and the entrant has been notified that the acceptance and verification process is complete. Once entrants eligibility has been confirmed, we agree to deliver the applicable award to the Winner within ten (10) business days.

5. PRIZE: Twenty-Eight (28) total awards shall be awarded for this Promotion: (i) Twenty-Seven (27) Prizes (defined below) and (ii) One (1) Bonus Prize (defined below). No more than one award may be awarded to a randomly chosen winning entrant of the Promotion (each a "Winner"), as further described herein. Each "Prize" shall be one gift card (chosen by a Winner) valued at One Hundred U.S. Dollars ($100.00 USD), wherein one (1) Prize is awarded to one (1) Winner, once per day, starting on November 19, 2012 and ending on December 14, 2012 and once more on January 31, 2013. The "Bonus Prize" shall be one (1) gift card chosen by the Bonus Prize Winner (i.e. one Winner chosen only from those entrants under Section 2(B) above), valued at Two-Hundred Fifty U.S. Dollars ($250.00 USD). The Bonus Prize Winner shall be selected on January 31, 2012. For avoidance of doubt, only gift cards actually available at the "Rewards Store" (http://www.swagbucks.com/p/category/442/Gift-Cards-100-Up) at the time of the award delivery may be awarded to Winners. Total approximate retail value of the awards in the aggregate ("ARV"): Two Thousand Nine Hundred and Fifty U.S. Dollars ($2,950 USD) (i.e. 27 Prizes [multiplied by $100 per Prize] and 1 Bonus Prize [at $250]) or C$2937.61 CAD. Values in Canadian Dollars based on exchange rate in effect at start of promotion. Awards consist of only those items specifically listed as part of the Prize or Bonus Prize in this Section 5. Limit one award per family/household per Promotion. No substitution or transfer of award permitted by Winner. Sponsor reserves the right to substitute an award of equal or greater value. Unclaimed awards will not be awarded.

6. GENERAL RULES: All income taxes resulting from acceptance of an award are the responsibility of Winner. By entering this Promotion, entrant accepts and agrees to these Official Rules and the decisions of Sponsor, which shall be final in all matters. By accepting an award, Winner agrees to hold Sponsor, its affiliates, directors, officers, employees and assigns harmless against any and all claims and liability arising out of use or redemption of the award. Acceptance also constitutes permission to the Sponsor to use Winner's name, likeness and biographical information for marketing purposes without further compensation or right of approval, unless prohibited by law. Sponsor is not responsible for lost or late mail, or for technical, hardware or software malfunctions, lost or unavailable network connections, or failed, incorrect, inaccurate, incomplete, garbled or delayed electronic communications whether caused by the sender or by any of the equipment or programming associated with or utilized in this Promotion, or by any human error which may occur in the processing of the entries in this Promotion. If, in the Sponsor's opinion, there is any suspected evidence of tampering with any portion of the promotion, or if technical difficulties compromise the integrity of the promotion, the Sponsor reserves the right to modify or terminate the Promotion in a manner deemed reasonable by the Sponsor, at the Sponsor's sole discretion. In the event a dispute arises as to the identity of a potentially winning online entrant, Entries made by internet will be declared made by the name on the online entry form. Potential Winner may be required to show verifiable proof of identity. All federal and state laws apply for each jurisdiction.

7. SPECIAL RULES FOR CANADA RESIDENTS: a. For residents of Canada: If you are a potential Winner you will be required to correctly answer, without assistance of any kind, whether mechanical or otherwise, a time-limited mathematical skill-testing question to be administered by either telephone or e-mail. If you answer the skill-testing question incorrectly, as determined by us in our sole discretion, you will be disqualified and, at our discretion, an alternate Winner shall be chosen from among all remaining eligible entries.

8. DISPUTES; GOVERNING LAW: Except where prohibited, the entrant agrees that any and all disputes, claims and causes of actions arising out of or connected with the Promotion or any award shall be resolved on an individual basis without resort to any form of class action. Any and all disputes, claims and causes of actions shall be resolved exclusively by the United States District Court for the Southern District of California, or the appropriate California State Court located in Los Angeles County, California. Any issues or questions of construction, interpretation, validity, or enforceability of these rules, or the rights and obligations of the entrant and/or Sponsor in connection with the Promotion shall be governed by, construed and interpreted in accordance with the laws of the State of California, without giving effect to any choice of law or conflict of law rule which would cause the application of the laws of any jurisdiction other than the State of California. Any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with entering the Promotion but in no event attorneys' fees. Entrant hereby waives all rights to claim punitive, incidental, and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above may not apply to you.

9. WINNER'S LIST: For the name of the Winners, available after January 31, 2013, send a self-addressed, stamped (#10) envelope to: Holiday Hundreds, P.O. Box 70 Manhattan Beach, CA 90267 no later than June 30, 2013. Include on the lower left hand corner of the envelope the month of the Promotion (i.e. November 2012).

SPONSOR: Prodege LLC, Redondo Beach, CA 90278


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