KaBOOM!

Mandatories

No purchase necessary. Void where prohibited. 2007 Playful City USA Grant Application is sponsored by KaBOOM! Open to legal residents of the 50 U.S. & D.C., 18 & older, who are authorized community representatives of a current Playful City USA community as of October 12, 2007. Begins 12:00:01 a.m. ET on October 12, 2007 & ends 12:00:00 p.m. ET on November 27, 2007. For official rules, visit www.playfulcityusa.org/grant.

1. APPLICATION PERIOD: The 2007 Playful City USA Grant Application (the “Application”) begins 12:00:01 a.m. Eastern Time (“ET”) on October 12, 2007 and ends 12:00:00 p.m. (noon) ET on November 27, 2007 (the “Grant Application Period”).

2. ELIGIBILITY CRITERIA: Applicant must be a legal resident of the 50 United States or the District of Columbia, who is 18 years of age or older, and an authorized community representative of a current Playful City USA community as of October 12, 2007. Employees, officers and directors of KaBOOM! (“Sponsor”), Shycast, and each of their respective affiliates, parents, subsidiaries, advertising, promotion and service agencies, including Don Jagoda Associates, Inc., members of the judging panel, and members of the immediate family and individuals living in the same household of such individuals (whether related or not) are not eligible to submit applications. The Application is void where prohibited or restricted by law and is subject to all applicable federal, state and local laws.

3. HOW TO APPLY: As a current Playful City USA community authorized representative (who possesses the username and password assigned by KaBOOM!), during the Grant Application Period, you must submit a one page description of your proposed project, along with a budget (“Project Description”) using the forms provided via email to playfulcityusa@KaBOOM.org and then log in at www.playfulcityusa.org/grant (the “Application Website”) and submit a video (maximum 3 minutes) that demonstrates the fun and meaningful aspects of what it means to be a part of a Playful City USA community (“Submission”). For the video, in the title slide (the opening of the video) you must include the name of your city and the project you would like to have funded. The video may feature the following but is not limited to: Kids; Community Members; City Officials; Playspaces; Community Sights and Play-filled Moments (unstructured play). Limit one Submission per Playful City USA community. Submitted videos will be posted on the Application Website after they have been screened by Sponsor; the Grant recipient applicants may have their one page Project Descriptions posted online. Any video deemed inappropriate or unsuitable for posting, in Sponsor’s sole discretion will be disqualified and will not appear on the Application Website. Posting will not be immediate; there may be a short period of time between video submission and posting. Any Submission or portion thereof that is, in the Sponsor’s sole discretion, obscene, profane, lewd, defamatory, contains any content unsuitable for broadcast, or any third party music or is otherwise objectionable, will not be considered and may disqualify the Applicant. Please note, if your Submission includes any third party materials (including but not limited to, any copyright, trademark, logo or mark that identifies a brand), the owner of such trademark, brand, copyright, logo, etc. may insist that his trademark, brand, copyright, logo, etc. be removed from the site. Consequently, your Submission will be removed from the site immediately and therefore you would not be included in the online voting process, which comprises 30% of the total score. All Submissions must be suitable for broadcast as determined in the sole discretion of Sponsor. No Submission shall contain any content or performance that has been broadcast or streamed, published or televised on television or as part of a recording of a motion picture film or television program. Applicants may not copy or otherwise plagiarize the Submission from any source. Any digital video that is not of satisfactory quality (i.e. brightness, focus, volume) to be streamed online will likely be rejected, at Sponsor’s sole discretion. Sponsor has the sole discretion to determine whether a video qualifies as a Submission. Any Submission not in compliance with the above and does not meet the Grant Application Website requirements will be disqualified. Applicant hereby represents and warrants that: (1) Submission is wholly original to and created by the Applicant, and has not been copied in whole or in part from any other work and has not won any previous awards or competitions; (2) the Submission is the Applicant’s exclusive work and does not infringe upon or otherwise violate the copyright, trademark, privacy, publicity or other proprietary rights of any third party; (3) the Applicant has the full and exclusive right and authority necessary to submit the Submission in the Application and to grant the rights granted herein and in the Grant of Rights without permission from or payment to any third party and the Applicant has obtained permission from all others depicted in the video (and Sponsor may, in its sole discretion, obtain that permission from each person in writing); (4) Applicant meets all the eligibility requirements and has not engaged in any of the disqualifying activity set forth herein; and (5) All Submissions become the property of the Sponsor and will not be returned. Normal Internet access and usage charges imposed by Applicants’ online service will apply. No information regarding Submissions or judging, other than as set forth in the Official Rules will be disclosed. Each Applicant grants to Sponsor the right to use, publish, and broadcast his/her name, voice, picture, portrait, image, video, Project Description and likeness in all media and types of advertising and promotion. Applicants agree that all rights to the video belong to them and the video does not infringe, misappropriate or violate the rights of any third party. Sponsor reserves the right to edit, re-write, re-mix, re-produce, or otherwise make changes, additions or alterations to, or deletions from, all or any part of the Submission. Any Submission deemed in violation of the Official Rules, as determined by Sponsor in its sole discretion, will not be accepted and will be deemed ineligible to receive any grants. Incomplete, unreadable, or unintelligible Submissions will be disqualified.

4. GRANTS AND RETAIL VALUES: Three (3) First-Place Grant Awards of: A $25,000 Grant to fully fund the project described in Grant Recipient’s Submission. Five (5) Honorable Mention Grant Awards: A $5,000 Grant toward Grant Recipient’s 2008 Play Day.

5. JUDGING: Round 1 (Public Vote on Videos): All eligible videos (not the complete Submission) will be posted on www.playfulcityusa.org/grant, by 12:00:01 am ET on November 30, 2007 through 11:59:59 pm ET on December 21, 2007 (“Voting Period”), to be viewed by members of the general public who will be asked to vote for their favorite video. Visitors may only vote on each video one time during the Voting Period. Round 2 (Panel of Judges Vote on Videos and Project Descriptions): All eligible Submissions will be judged by a panel of judges determined by Sponsor, to determine the Grant Recipients on or about January 8, 2008, on the basis of the following judging criteria for each portion of the Submission: Project Description: 1) Innovative practice (25%). How creative and/or innovative is the proposed project. 2) Need and Impact (25%). How your project will move forward your community’s agenda for play. 3) Community Engagement (25%). Demonstrate how this project represents a public/private partnership. 4) Feasibility based on an award of $25,000 (15%). How realistic is the budget for your project? 5) Effective means for sharing the project and its successes and challenges with your sister cities across the country. (10%). As a role model in play for your sister cities across the nation, how will you communicate your project with others? Video Submission: How effectively the video demonstrates what makes Applicant’s city a Playful City USA (40%); How effectively does the video engage the voice of a diverse group of community representatives, including local officials and young people (35%); Overall creativity demonstrated in creating the video (25%). Grant Recipient Determination: The online public votes will determine 30% of Applicant’s final score and the judges’ score will determine 70% of Applicant’s final score. The three (3) Entries with the top overall scores will be awarded the First-Place Grant Awards. The five (5) Entries with the next highest overall scores will receive the Honorable Mention Grant Awards. Once the Grant Recipients have been determined, they will be notified via phone. In the event of a tie during either round, tied Submissions will be rejudged by the judges based solely (100%) on Need and Impact of Project Description. Decisions of judges are final with respect to all matters relating to the Application.

6. VOTING:The public voting will take place during the Voting Period as listed above in Rule #5 by accessing www.playfulcityusa.org/grant and following the voting instructions. Individuals may vote only one time during the Voting Period. The use of robotic or automatic devices for voting is prohibited and Sponsor reserves the right to nullify all such votes and to disqualify from voting the responsible individual.

7. GRANT RECIPIENT NOTIFICATION: Potential Grant Recipients will be contacted via phone on January 8, 2008 (at the phone number listed on his/her Submission). If, after two (2) attempts, contact has not been made, the corresponding Grant will be forfeited by potential Grant Recipient and an alternate Grant Recipient will be determined. Grant recipients must be reached via phone; messages will not be left. Potential Grant Recipients (on behalf of their Playful City USA communities) will then be required to execute and return an affidavit of eligibility, assignment of rights and liability/publicity release (where legal) within three (3) days of notification attempt or Grant will be forfeited and an alternate Grant Recipient determined. Affidavit package will be mailed via overnight mail with a pre-paid overnight return envelope included. Return of Grant notification as undeliverable may result in disqualification and alternate determination. Income and other federal, state and local taxes related to the Grants are each Grant Recipient’s sole responsibility. Sponsor’s determination of Grant Recipients is final. KaBOOM!, Shycast and their agents shall not be liable for inability to notify Grant recipients whether due to inaccurate Submission information, change of phone number, email address or otherwise.

8. GENERAL RULES: By participating in the Application, each Applicant agrees to these Official Rules and to the decisions of the judges, whose decisions are final and binding in all respects. All federal, state and local laws and regulations apply. AS A CONDITION OF SUBMISSION, ALL APPLICANTS MUST REVIEW AND ACCEPT THE TERMS AND CONDITIONS OF THESE OFFICIAL RULES AND THE GRANT OF RIGHTS AGREEMENT PRIOR TO SUBMITTING A SUBMISSION. Applicants agree to sign all necessary releases, consents and authorizations in connection therewith and to sign any additional documentation Sponsor may require in connection with the Application and/or to effectuate the rights granted in the Grant of Rights. Unless otherwise prohibited by law, tendering of a Submission constitutes permission to use the Applicant’s name, likeness, biographical information, Submission and if applicable, any advertising materials developed, for advertising and publicity purposes, without compensation. Application participation constitutes permission for Sponsor to share the Applicants’ information with any of their partners (for award fulfillment and future marketing programs). All Submissions will be declared made by the authorized account holder of the email address submitted at the time of Submission. "Authorized account holder" is defined as the natural person who is assigned to an email address by an Internet access provider, on line service provider, or other organization (e.g., business, educational institution etc.) that is responsible for assigning email addresses for the domain associated with the submitted email address. Sponsor reserves the right at its sole discretion to disqualify any individual that tampers or attempts to tamper with the Submission or voting process or the operation of the Application or Grant Application Website; or violates the Official Rules or submission guidelines outlined in the Grant Application Website; or acts in an unsportsmanlike, disruptive or inappropriate manner, or with intent to annoy, abuse, threaten or harass any other person. CAUTION: ANY ATTEMPT BY AN APPLICANT OR ANY OTHER INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE APPLICATION IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO PROSECUTE AND SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW. Sponsor and its agents are not responsible for technical, hardware, or software malfunctions, telephone failures of any kind, lost or unavailable network connections, lost, late, 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 Application which may limit the ability to participate or by any human error which may occur in the processing of the Submissions or votes in this Application. Sponsor reserves the right to cancel the Application if it (or the voting) becomes technically corrupted, and it may in its sole discretion determine the Grant Recipients from eligible Submissions received prior to cancellation and all votes received prior to cancellation. Applicants agree to be bound by these Official Rules and the decisions of the Sponsor and judges, which are final and binding.

In consideration of being entered into the Application, and for other good and valuable consideration the receipt and sufficiency of which Applicant acknowledges, each Applicant agrees to the following Grant of Rights:

Upon submission, all Submissions become the sole property of Sponsor and Applicant hereby assigns to Sponsor any and all right, title and interest in the Submission, including all intellectual property rights therein. Sponsor and its designees and their respective licensees, sublicensees, successors, and assigns (collectively, the “Rights Holders”), may exploit, edit, modify, and distribute the Submission and all elements of such Submission, including, without limitation, the names and likenesses of any persons or locations embodied therein, in any and all media now known or not currently known, throughout the world in perpetuity without compensation, permission or notification to Applicant or any third party. Each Applicant waives any so-called “moral rights” in connection with the Submission Material and shall not have any rights of approval as to any rights exercised by the Rights Holders. Each Applicant agrees that Applicant shall not be entitled to any compensation for any exercise of such rights beyond the consideration explicitly set forth herein.

9. LIMITATION OF LIABILITY:APPLICANTS HEREBY RELEASE AND DISCHARGE SPONSOR AND ITS ASSIGNS AND LICENSEES FROM ANY AND ALL CLAIMS AND DEMANDS ARISING OUT OF OR IN CONNECTION WITH THEIR USE OF THE VIDEO OR ANY ADS DEVELOPED, INCLUDING BUT NOT LIMITED TO, ANY CLAIMS FOR DEFAMATION, INVASION OF PRIVACY OR RIGHT OF PUBLICITY. NEITHER KABOOM!, SHYCAST, DON JAGODA ASSOCIATES, INC., NOR THEIR AGENTS, EMPLOYEES, SUBSIDIARIES, OR AFFILIATED COMPANIES, AS WELL AS THEIR ADVERTISING AND APPLICATION AGENCIES, SHALL HAVE ANY LIABILITY FOR ANY INDIRECT, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF OPPORTUNITY OR GOODWILL. IN ALL EVENTS, THE SOLE MAXIMUM LIABILITY OF SPONSOR, AND ITS RESPECTIVE AFFILIATES SHALL BE LIMITED TO THE RETAIL VALUE OF THE GRANTS SET FORTH HEREIN.

10.GRANT RECIPIENTS:For the names of the Grant Recipients, available after January 31, 2008, visit www.playfulcityusa.org/grant.

11. SPONSOR:The Sponsor of the Application is KaBOOM!, 4455 Connecticut Ave., NW, Suite B100, Washington, D.C. 20008.