Official Rules

BY PARTICIPATING IN THE CONTEST (WHETHER AS AN ENTRANT, OR BY VOTING ON ENTRIES, OR OTHERWISE), YOU AGREE TO ABIDE AND BE BOUND BY THESE OFFICIAL RULES AND THE DECISIONS OF SPONSOR, WHICH MAY BE MADE IN SPONSOR'S SOLE DISCRETION AND ARE FINAL AND BINDING.

NO PURCHASE OR PAYMENT NECESSARY TO ENTER OR WIN. A PURCHASE WILL NOT IMPROVE YOUR CHANCES OF WINNING.

1. SPONSOR AND CONTEST SITE. The Shutterfly 2010 Birthday Photo Contest (the "Contest") is operated by Shutterfly, Inc., 2800 Bridge Parkway, Redwood City, CA 94065 ("Sponsor"), with administrative and technical support provided by Votigo, Inc., 3527 Mt. Diablo Blvd. #364, Lafayette, CA 94549 ("Votigo"). The Contest is operated at http://contest.shutterfly.com/ (the "Contest Site").

2. CONTEST PERIOD. The Contest begins at 12:00:00 ET on March 4, 2010 ("Start Date"), and ends at 11:59:59 p.m. ET on April 29, 2010 (the "End Date," and such period, the "Contest Period"). Contest is divided into a preliminary round (including a public voting period and a judging period) and a final round (including a second public voting period and a Runner-Up and Winner determination period), as described below.

3. ELIGIBILITY AND PARTICIPATION. The Contest is open to any individual who is as of the Start Date: (a) a legal resident of one of the fifty (50) United States or the District of Columbia (excluding Puerto Rico, U.S. Virgin Islands, and all other United States territories) (the "Eligibility Area") and (b) 18 years old or older. VOID OUTSIDE OF THE ELIGIBILITY AREA AND WHERE OTHERWISE PROHIBITED BY LAW; certain states may impose additional eligibility restrictions. Sponsor may, at any time, require any Entrant who is a minor in his or her state of residence as of the Start Date (a "Minor") to have his or her parent or legal guardian affirm in writing his or her acknowledgement and agreement to the Official Rules in order to continue to participate in the Contest. Sponsor, Votigo, and their respective affiliates, distributors, partners, licensors, advertisers and sponsors, and the directors, officers, employees, consultants, agents and other representatives of any of the foregoing ("Contest Entities"), and the immediate family members and members of the same households of any of the foregoing, are not eligible to participate in the Contest or win any prize. Sponsor may refuse to allow any individual to participate or continue to participate in the Contest, or disqualify any individual, who is or is suspected of: failing to meet any of the eligibility requirements set forth herein; being ineligible, unable, or unwilling to continue participating in the Contest; tampering with the entry process or operation of the Contest or the Contest Site; violating Sponsor's Terms of Use (the "Shutterfly Terms of Use") or Privacy Policy (the "Shutterfly Privacy Policy"), each of which governs the use of the Contest Site; violating these Official Rules; acting in bad faith or in a non-sportsmanlike or disruptive manner; or annoying, abusing, threatening, or harassing any other person. ANY ATTEMPT TO DAMAGE THE CONTEST SITE OR ANY RELATED SOFTWARE OR TAMPER WITH OR UNDERMINE THE OPERATION OF THE CONTEST IS A VIOLATION OF THESE OFFICIAL RULES AS WELL AS CRIMINAL AND CIVIL LAWS, AND SPONSOR MAY SEEK REMEDIES AND DAMAGES FROM ANY RESPONSIBLE PARTICIPANT(S) TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING WITHOUT LIMITATION CRIMINAL PROSECUTION.

4. THE CONTEST.

REGISTRATION. Beginning on the Start Date, you may register to participate in the Contest by visiting the Contest Site and logging in using your Shutterfly username and password (if you are not already a Shutterfly member, you may sign up at that time for a free Shutterfly account); providing any additional Contest registration information required, which may include day and month of birth and contact information; and affirmatively indicating your acknowledgement and acceptance of these Official Rules and all other terms, conditions, and requirements governing the Contest and the Contest Site. Each individual who so enters the Contest will be deemed an "Entrant." You may not register as an Entrant more than once or using more than one account, email address, identity, username, or registration.
ENTRY.
1. IMPORTANT NOTE REGARDING ENTRIES. NOTWITHSTANDING ANYTHING IN THE SHUTTERFLY TERMS OF USE TO THE CONTRARY, BY SUBMITTING ENTRIES (INCLUDING PHOTOGRAPHS AND VIDEOS) TO THE CONTEST, YOU ACKNOWLEDGE THAT SUCH ENTRIES MAY BE MADE GENERALLY AVAILABLE TO THE PUBLIC, AND YOU HEREBY EXPRESSLY CONSENT THERETO.
2. ENTRY PERIOD. Entries (as defined below) may be submitted through the Contest Site between 12:00:00 a.m. ET on March 4, 2010 and 11:59:59 p.m. ET on March 31, 2010 (the "Entry Period"). Entries will not be accepted after the end of the Entry Period.
3. ENTRY REQUIREMENTS. In order to participate in the Contest, you must submit one or more photographs and/or videos using means available through the Contest Site (each such photograph or video, a single "Entry"). Such means of entry through the Contest Site may include, for example, uploading photographs or videos from your local computer, or submitting photographs from your Shutterfly account as Entries. Each Entry must be your sole, original work; must not have been submitted previously in a contest or competition of any kind; must comply with all terms, conditions, and requirements of these Official Rules and the Shutterfly Terms of Use; and must comply with the following requirements (the requirements in this paragraph (iii), collectively, the "Entry Requirements"):
  - Photographic Entries: Each photographic Entry must be no larger than 5MB and must be submitted in .gif, .jpg, or .jpeg format.
  - Video Entries: Each video Entry must be no larger than 100MB; must be submitted in AVI, MOV, WMV, MP4, MPEG, FLV, 3GP, or 3G2 format; and must not exceed 2 minutes in length.
  You represent and warrant that your Entries do not and shall not comprise or contain, as determined in Sponsor's sole discretion: (A) false statements or misrepresentations of your affiliation with a person or entity; (B) personally identifying information or other personal or identifying information about you or any individual; (C) materials or statements that are false, deceptive, misleading, scandalous, indecent, obscene, pornographic, unlawful, defamatory, libelous, fraudulent, tortious, threatening, harassing, hateful, degrading, intimidating, or racially or ethnically offensive, or nudity, pornographic images, explicit sexual themes, or graphic violence; (D) anything encouraging conduct that could be considered a criminal offense, could give rise to criminal civil liability, or could violate any law, or that could otherwise be considered inappropriate; (E) any advertising, promotion or other solicitation, or any third party brand name or trademark; (F) any material, non-public information about any Contest Entity; or (G) any virus, worm, Trojan horse, or other harmful code or component.
4. ENTRIES. Sponsor may take whatever actions it deems necessary or appropriate in its sole discretion to protect the Contest Entities and the operation of the Contest, including without limitation removing or disqualifying any Entrant or Entry Materials, and retains sole discretion as to what constitutes unsuitable content. Any Entry that does not meet all Entry Requirements may, upon discovery by Sponsor, be subject to disqualification. No means of entry other than through the Contest Site will be accepted. You may not submit identical or substantially similar Entries more than once during the Contest Period or use any robotic, automatic, macro, programmed, or like methods to enter the Contest. No changes may be made to Entries once they have been submitted. Sponsor does not assume responsibility for lost, late, incomplete, illegible, inaccessible, corrupted, or otherwise unusable Entries; any computer, telephone, cable, network, satellite, server, service provider, electronic or Internet hardware or software malfunctions, failures, connections, or availability; garbled or jumbled files or transmissions; service provider, Internet, web site (including the Contest Site), or software inaccessibility or unavailability; Internet traffic congestion; or unauthorized intervention. Sponsor is not responsible for any typographical or other errors or inaccuracies in connection with the Contest. Proof of Entry submission will not be deemed to be proof of receipt by Sponsor. In the event of a dispute regarding the origin of an Entry, the authorized holder of the applicable Shutterfly account will be deemed to be the Entrant. Be sure to save your original photographs and/or videos in their original format(s) after making them available through the Contest Site.
PRELIMINARY AND FINAL ROUNDS.
1. PRELIMINARY ROUND VOTING PERIOD. Between 12:00:00 a.m. ET on April 1, 2010 and 11:59:59 p.m. ET on April 14, 2010 (the "Preliminary Round Voting Period"), each visitor to the Contest Site may vote on eligible Entries using means available through the Contest Site by visiting the Contest Site and logging in using the visitor's Shutterfly username and password (if a visitor is not already a Shutterfly member, the visitor may sign up at that time for a free Shutterfly account); providing any additional information required; and affirmatively indicating his/her acknowledgement and acceptance of these Official Rules and all other terms, conditions, and requirements governing the Contest and the Contest Site. Such votes will be deemed the "Preliminary Round Votes". NO VISITOR MAY VOTE ON ANY ENTRY MORE THAN ONE (1) TIME DURING THE PRELIMINARY ROUND VOTING PERIOD. Visitors who vote on Entries during any round of the Contest represent and warrant to Sponsor that such votes will be fair, impartial, sportsmanlike, and submitted in good faith, and will comply with these Official Rules and any other Sponsor terms and conditions. Any use of robotic, automatic, macro, programmed, or like methods to vote on Entries, and any attempts to circumvent limitations on the frequency of voting, are prohibited and may VOID such votes and related Entries.
2. PRELIMINARY ROUND JUDGING PERIOD; SELECTION OF FINALISTS. Between 12:00:00 a.m. ET on April 15, 2010 and 11:59:59 p.m. ET on April 20, 2010 (the "Preliminary Round Judging Period"), a panel of judges selected by Sponsor (the "Panel") will review eligible Entries from among the five hundred (500) Entries that received the most votes during the Preliminary Round Voting Period (the "Preliminary Round Entry Pool"), based on the following criteria (the "Judging Criteria"), each of which will given a weight of one-third (1/3):
  - Relevance to the Contest's "birthday" theme;
  - Originality and creativity; and
  - Entry quality.
  Based on the Judging Criteria, the Panel will select from the Preliminary Round Entry Pool twenty-five (25) Entries from unique Entrants (i.e., no more than one Entry per Entrant) that, in the Panel's sole discretion, best fulfill the Judging Criteria (the "Finalist Entries," and such Entrants, the "Finalists"). Sponsor reserves the right to select additional Entries from the total pool of available Entries in order to ensure that twenty-five (25) Entries from unique Entrants are available as Finalist Entries. Sponsor may require any Finalist and all individuals appearing in such Finalist's Entries to sign consent forms and/or releases, and/or disqualify any Finalist who is unable or unwilling to do or provide any of the foregoing. If any Finalist elects to end his or her participation in the Contest, is unable to participate further in the Contest, or is deemed ineligible to participate, Sponsor may replace such Finalist with an alternate Entrant.
3. FINAL ROUND VOTING PERIOD. Between 12:00:00 a.m. ET on April 21, 2010 and 11:59:59 p.m. ET on April 29, 2010 (the "Final Round Voting Period"), visitors to the Contest Site may vote on Finalist Entries using means available through the Content Site ("Final Round Votes"). NO VISITOR MAY VOTE ON ANY ENTRY MORE THAN ONE (1) TIME DURING THE FINAL ROUND VOTING PERIOD.
4. SELECTION OF WINNER AND RUNNERS-UP.Following the Final Round Voting Period, the Panel will determine the three (3) Finalist Entries that received the most votes during the Final Round Voting Period. The Finalist whose Entry received the highest number of votes during the Final Round Voting Period will be deemed the "Potential Winner," and the two (2) Finalists who received the next-highest numbers of votes during the Final Round Voting Period will be deemed the "Potential Runners-Up." After the Potential Runners-Up and Potential Winner have been finally determined by Sponsor to be eligible and to have complied with these Official Rules, such Potential Runners-Up will be deemed to be "Runners-Up" and such Potential Winner will be deemed to be the "Winner" of the Contest, and the Runners-Up and Winner will be announced and awarded the Prizes described in Section 4(d) below. If any Runner-Up or the Winner is a Minor, the Prize will be awarded on such Minor's behalf to his or her parent or legal guardian, who must execute any releases and other documentation required by Sponsor. NO ENTRANT WILL BE DEEMED TO BE A RUNNER-UP OR WINNER OR WILL BE AWARDED ANY PRIZE, UNLESS AND UNTIL SUCH ENTRANT'S ELIGIBILITY HAS BEEN VERIFIED BY SPONSOR IN ITS DISCRETION; SUCH ENTRANT HAS BEEN NOTIFIED THAT SUCH VERIFICATION IS COMPLETE; AND SUCH ENTRANT HAS COMPLIED WITH ANY SPONSOR REQUIREMENTS (INCLUDING WITHOUT LIMITATION THOSE SET FORTH IN SECTION 4(d) BELOW).
PRIZES. Total approximate retail value (ARV) for all prizes: US$1,500.00. Prize for Winner = one (1) American Express or Visa gift card, charged with a debit allowance of US $1,000.00, and prize for each Runner-Up = one (1) American Express or Visa gift card, charged with a debit allowance of US $250.00 (collectively, the "Prizes"). Issuance and use of gift card Prizes is subject to recipient's compliance with all laws, rules, and regulations, as well as any terms, conditions, restrictions, criteria, and conditions imposed by issuer and its agents (which may include age and other restrictions on use); see issuer web site for details. All federal, state, local, and other taxes on or in connection with any Prize (including on purchase made with any Prize), and all tax reporting consequences, are the sole responsibility of Runners-Up and Winner. Each Runner-Up and Winner must, as requested by Sponsor, complete Sponsor's verification process and execute and return an Affidavit of Eligibility and a Liability/Publicity Release ("Affidavit/Release") and a completed IRS W-9 form within a period of time designated by Sponsor. Sponsor may substitute a prize of equal or greater value if any Prize is unavailable. Endorsement, transfer, or substitution of Prizes by Runners-Up or Winner is prohibited. If any Runner-Up or the Winner (including, for any Minor, his or her parent or guardian) is unable to comply with these Official Rules, Sponsor reserves the right to deem such individual ineligible and to select a new Runner-Up or Winner, as applicable, from among the remaining Finalists.

5. RIGHTS IN ENTRIES.By submitting Entries to the Contest, you grant to Sponsor a worldwide, non-exclusive, sublicenseable, transferable, assignable, royalty-free, fully paid-up, perpetual, irrevocable right and license to: (a) reproduce, distribute (through multiple tiers), adapt, modify, edit, create derivative works of, transmit, perform and display (publicly or otherwise), make available, use and exploit (and have others exercise such rights on behalf of Sponsor, through multiple tiers) such Entries and any ideas embodied therein, in any current or future format or media on or in connection with the Contest Site and the Shutterfly Site, and on or in advertisements and other promotional materials (whether on the Contest Site or the Shutterfly Site or otherwise); (b) review and vote on such Entries; and (c) use your name, photograph, portrait, picture, voice, likeness and biographical information as news or information and for advertising or promotional purposes in connection with such Entries; in each case, without compensation or other consideration to, or any obligation to report to, you or any third party. The foregoing license shall survive any termination or expiration of these Official Rules. All Entries will be deemed to be non-confidential and may be used on a non-restricted basis. To the maximum extent permitted by law, you agrees to forever release, discharge, and waive all claims against Sponsor and each of the other Contest Entities from, and covenant not to initiate, file, maintain, or proceed upon any suit, claim, demand, or cause of action against any Contest Entity with respect to, any Losses (as defined in Section 7(d) below) that relate in any way to the Contest, these Official Rules, or any Entries, including without limitation any claim for idea misappropriation. Entrant intends to expressly waive and relinquish, and hereby expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California ("Section 1542") or any similar principle of law with respect to any Losses, and does so understanding and acknowledging the significance of such specific waiver of Section 1542, which states as follows: "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." Additionally, you waive any and all rights that you may have under any laws or statutes worldwide that concern "moral rights" or "droit moral," in connection with your Entries.

6. LIST OF WINNERS; PROMOTIONS. After the end of the Contest Period, the names of the Runners-Up and the Winner may be posted to the Contest Site, the Shutterfly Site, and/or any other web site(s) operated by Sponsor or its designees. In addition to any other grants between Sponsor and any Runner-Up or Winner, where permitted by law each such individual grants and agrees to grant to Sponsor and the Contest Entities the right to print, publish, broadcast, and use, worldwide in any format or media now known or hereafter developed (including without limitation Internet, mobile, and wireless media), such individual's name, photograph, portrait, picture, voice, likeness, and biographical information as news or information and for advertising and promotional purposes without additional consideration; and further without such additional consideration, agrees to appear for, or provide biographical information for use in, any presentation or other activity which may include filming/audio/video/electronic or other recordings and/or interviews, as may be determined from time to time by Sponsor in its sole discretion. Upon request, each such individual will provide written consent to the foregoing uses. For a list of Runners-Up and the Winner, please visit the Contest Site at http://contest.shutterfly.com/ after May 15, 2010.

7. GENERAL.

REPRESENTATIONS AND WARRANTIES. By submitting one or more Entries to the Contest, You represent and warrant that: (i) you have the legal right and authority to agree to these Official Rules with Sponsor; (ii) all information you provide in connection with the Contest is and will remain true, accurate, and complete; (iii) such Entries are your original, sole work; (iv) you solely own, or otherwise have the full right and permission to exploit, all of the rights in, to, and under such Entries and to grant to Sponsor the rights and licenses set forth herein, and with respect to any third party materials that appear in or are otherwise incorporated or embodied in such Entries, you have obtained express, written clearances from all owners of and rights holders in such third party materials as necessary to grant to Sponsor the rights and licenses set forth herein, and you will provide such clearances to Sponsor upon request; (v) to the extent that any identifiable individual appears in such Entries, you have obtained the written consent, release, and/or permission of each such individual, to use such individual's name and likeness for purposes of using and otherwise exploiting such Entries as contemplated by these Official Rules, and, if any such individual is a Minor, you have obtained such written consent, release and/or permission from such individual's parent or guardian, and in each case you will provide such consents, releases and/or permissions to Sponsor upon request; (vi) such Entries, and the use and other exploitation thereof by Sponsor and its designees, do not and will not infringe upon or violate any intellectual property rights or other rights of any third party; (vii) with respect to Entries comprising audiovisual materials, such materials and all characters, roles, plots, subplots, and concepts therein are novel and original to you, that no other persons participated in the production of the materials, and that no person involved in the creation of such materials is a member of the Writer's Guild of America, Screen Actors Guild, American Federation of Television and Radio Artists, Directors Guild of America or any other guild or performing rights society (and that no payments are required to be made to any such entity) or is entitled to any type of compensation concerning such materials or their distribution; (viii) such Entries are not confidential and do not contain any confidential information; and (ix) in creating and submitting such Entries, you have complied and will comply with all laws, rules, and regulations, and you have not violated and will not violate any understanding or agreement by which you are bound. Sponsor reserves the right (but has no obligation) to verify that all necessary rights, clearances, consents, releases, and/or permissions in connection with any Entry have been obtained, and to disqualify any Entrant from the Contest and/or to refuse, reject, remove, or delete any Entry if Sponsor determines at any time that all necessary rights, clearances, consents, releases, and/or permissions have not been obtained. You agree to cooperate with Sponsor in any verification or inquiries related to the foregoing. This Section 7(a) shall survive any expiration or termination of these Official Rules.
DATES AND DEADLINES; CHANGES TO CONTEST. In light of the unique nature and scope of the Contest and the complexity of the technology underlying its administration, Sponsor reserves the right, in addition to the other rights reserved herein, to modify any date(s) or deadline(s) set forth in these Official Rules or otherwise related to the Contest. Further, if the Contest is not capable of continuing as planned for any reason, including without limitation by reason of damage by computer virus, worms, bugs, tampering, unauthorized intervention, fraud, technical limitations or failures, strikes, industry conditions, marketplace demands, or any other causes which, in Sponsor's sole opinion, could corrupt, compromise, undermine, or otherwise affect the administration, security, fairness, integrity, viability, or proper conduct of the Contest, Sponsor reserves the right in its sole discretion to modify, postpone, clarify, delay, suspend, cancel, and/or terminate the Contest, in whole or in part, including without limitation by modifying these Official Rules.
DISCLAIMER AND LIMITATION OF LIABILITY. The Contest Entities are not responsible for any incorrect or inaccurate information, reviews, votes, or other materials, whether caused or created by Contest Site or Shutterfly Site users, by tampering or "hacking," or by any of the equipment, software, or programming related to the Contest Site, the Shutterfly Site, or the Contest, and assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft, destruction, or unauthorized access to the Contest Site, the Shutterfly Site, or any Entry, or any inability to upload or submit any Entry. Although Sponsor attempts to ensure the integrity of the Contest, Sponsor is not responsible for the actions of Entrants or other participants in connection with the Contest, including Entrants' or others' attempts to circumvent the Official Rules or otherwise interfere with the administration, security, fairness, integrity, or proper conduct of the Contest. Sponsor is not responsible for injury or damage to Entrants' or to any other person's computer, other equipment, or person in connection with the Contest. IN NO EVENT WILL THE CONTEST ENTITIES BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES OR LOSSES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, ARISING OUT OF YOUR ACCESS TO AND USE OF THE CONTEST SITE OR ANY ENTRIES, REMOVAL FROM THE CONTEST SITE OF OR DISCONTINUATION OF ACCESS TO ANY ENTRIES OR OTHER MATERIALS, THE ACCEPTANCE, POSSESSION, USE, OR MISUSE OF ANY PRIZE, OR ANY HARM RESULTING THEREFROM. WITHOUT LIMITING THE FOREGOING, THE CONTEST, ALL ENTRIES, ALL OTHER MATERIALS PROVIDED ON OR THROUGH THE CONTEST SITE OR THE SHUTTERFLY SITE, AND ALL PRIZES, ARE MADE AVAILABLE BY SPONSOR "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. YOUR USE OF THE CONTEST SITE IS ENTIRELY AT YOUR OWN RISK. Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
RELEASE AND INDEMNIFICATION. BY ENTERING THE CONTEST, YOU RELEASE AND AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS SPONSOR AND THE OTHER CONTEST ENTITIES FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, ACTIONS, LOSSES, COSTS, DAMAGES, LIABILITIES, JUDGMENTS, SETTLEMENTS AND EXPENSES (INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS' FEES) ("LOSSES") OF ANY KIND ARISING IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM: (I) THE CONTEST OR PARTICIPATION THEREIN; (II) YOUR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT IN THESE OFFICIAL RULES, ANY AFFIDAVIT/RELEASE OR OTHER DOCUMENT IN CONNECTION WITH THE CONTEST, OR ANY OTHER TERMS AND CONDITIONS (INCLUDING OF THIRD PARTIES) TO WHICH YOU MAY BE BOUND; (III) YOUR ENTRIES AND ANY OTHER MATERIALS AND INFORMATION YOU PROVIDE IN CONNECTION WITH THE CONTEST OR ANY CLAIM THAT YOUR ENTRIES OR THE USE THEREOF INFRINGE UPON OR VIOLATE THE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OF, OR HARM, ANY THIRD PARTY (INCLUDING WITHOUT LIMITATION PAST, PRESENT OR FUTURE INFRINGEMENT, MISAPPROPRIATION, LIBEL, DEFAMATION, INVASION OF PRIVACY OR RIGHT OF PUBLICITY, OR VIOLATION OF ANY RIGHTS RELATED TO THE FOREGOING); OR (IV) ACCEPTANCE, POSSESSION, USE, OR MISUSE OF ANY PRIZE, INCLUDING WITHOUT LIMITATION PERSONAL INJURY, DEATH, AND/OR PROPERTY DAMAGE.
GOVERNING LAW; DISPUTES. All federal, state, and local laws and regulations apply to the Contest. The Contest and these Official Rules are governed by and shall be construed in accordance with the laws of the State of California, United States of America, without regards to its principles of conflicts of law. As a condition of participating in this Contest, you agree that any and all disputes that cannot be resolved between the parties and causes of action arising out of or connected with these Official Rules and/or this Contest shall be resolved individually, without resort to any form of class action, exclusively before any State or Federal court located in the County of Santa Clara, California, United States of America, and you irrevocably agree to submit to the exclusive jurisdiction of and waive any jurisdictional, venue or inconvenient forum objections to such courts. Further, in any such dispute, under no circumstances will you be permitted to obtain awards for and you hereby waive all rights to claim punitive, incidental or consequential damages (including reasonably attorneys' fees), other than your actual out-of-pocket expenses (i.e., costs directly incurred in entering this Contest) and you further waive all rights to have damages multiplied or increased. Sponsor's failure to enforce any provision of these Official Rules shall not constitute a waiver of such provision. Without limitation, you agree that a printed version of these Official Rules will be admissible in any proceedings based on or relating to these Official Rules to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
PRIVACY. Information submitted in connection with the Contest will be treated in accordance with these Official Rules and further as follows: information submitted through the Contest Site will be governed by the Shutterfly Privacy Policy, provided that in the event of any conflict between these Official Rules and the Shutterfly Privacy Policy, the terms and conditions of these Official Rules shall prevail. Specifically and without limitation, Sponsor and Votigo reserve the right to communicate with any Entrant about his or her information, Entries, and other materials, and because of the potential critical nature of such communications to the operation of the Contest, Entrants will not be permitted to "opt out" of receiving such communications.
SEVERABILITY. If any provision of these Official Rules, or the application thereof to any person, place or circumstance, shall be held by a court of competent jurisdiction to be invalid, void or otherwise unenforceable, such provision shall be enforced to the maximum extent possible, or, if incapable of such enforcement, shall be deemed to be deleted from these Official Rules, and the remainder of these Official Rules and such provisions as applied to other persons, places and circumstances shall remain in full force and effect.
NON-ENDORSEMENT. The use of any non-Sponsor trademarks, service marks, logos, or other marks in connection with this Contest or any prize is not meant by Sponsor to imply the endorsement of the respective owner(s) of such marks, or any affiliation of the respective owner(s) of such marks with the Contest Site or the Contest. "Shutterfly" and the Shutterfly logo are trademarks of Shutterfly, Inc.
MISCELLANEOUS. Any heading, caption or section title contained in these Official Rules is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof. In the event of any conflict between any information provided on the Contest Site or Shutterfly Site regarding the Contest (such as a "F.A.Q"), on the one hand, and these Official Rules, on the other, these Official Rules shall govern. These Official Rules, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be transferred or assigned by Sponsor without restriction. The licenses, rights, waivers, and releases granted by you herein, and all warranties, indemnities, and other provisions of these Official Rules that may reasonably be interpreted or construed as surviving the expiration or termination of these Official Rules, shall survive any expiration or termination of these Official Rules.