Be Our Christmas Star Contest

Official Rules

NO PURCHASE NECESSARY TO ENTER OR WIN. VOID WHERE PROHIBITED. ENTRY IN THIS CONTEST CONSTITUTES YOUR ACCEPTANCE OF THESE OFFICIAL RULES.

The Be Our Christmas Star Content (the “Contest”) is a competition in which participants (hereafter, “you” or “Contestant”) will create a remix of a sound recording of one of five (5) Christmas songs (each a “Song”) provided by UJAM, Inc. (“UJAM”) via the UJAM website (the “Website”). Contestants will be provided with access to a copy of each of the Songs to remix (“re-Jam”). Contestants will then enter their re-Jams in the Contest. Entries will be evaluated and the winning entries chosen by registered users of the Website and Facebook in accordance with these Official Rules, as more fully described below. UJAM will compile the winning entries as the UJAM Christmas Album and make it available for download via the Website commencing on December 21, 2011.

1. BINDING AGREEMENT

   In order to enter the Contest, you must agree to these official rules ("Official Rules") and to the Website Terms and Conditions. Therefore, please read these rules and the Website Terms and Conditions carefully prior to entry. You agree that your submission of a re-Jam to the Contest constitutes your agreement to these Official Rules and to the Website Terms and Conditions. In the event of any conflict between these Official Rules and the Website Terms and Conditions, the Website Terms and Conditions shall apply. If you do not agree to be bound by these Official Rules or to the Website Terms and Conditions, your only recourse is to discontinue use of the Website and not to enter the Contest.

2. ELIGIBILITY

   To be eligible to enter the Contest, you must be above the age of majority in the country, state, province or jurisdiction of residence (which in most countries is at least eighteen years old, or at least twenty years old in Taiwan) at the time of entry and have access to the Internet, a valid postal address, and a valid email address. Residents of Quebec, Italy, Saudi Arabia and any country where the Contest is prohibited or limited by law are not eligible to enter. The Contest is not open to individuals and entities restricted by applicable export controls and sanctions programs. Employees, shareholders, officers, directors, agents, and representatives of Sponsor and each of their respective parent companies, affiliates, divisions, subsidiaries, agents, representatives and promotion and advertising agencies, together with the immediate family members (parents, siblings, children, spouses, and life partners of each, regardless of where they live) and those living in the same household of such persons, are not eligible to participate in the Contest. If you are entering as part of a company or on behalf of your employer, these rules are binding on you, individually, and/or your employer. If you are acting within the scope of your employment, as an employee, contractor, or agent of another party, you warrant that such party has full knowledge of your actions and has consented thereto, including your potential receipt of a prize. You further warrant that your actions do not violate your employer’s or company’s policies and procedures. By registering for the Contest and submitting a re-Jam, you certify that you meet all eligibility requirements, including but not limited to, that you do not have any of the following agreements in effect (written or oral):
   • an agreement limiting the use of your name, voice and/or likeness;
   • any contractual arrangement that would prohibit you from fully participating in any recording sessions or performances; or
   • any other contractual arrangement that would require the payment of fees to any third party for the use of your voice, appearance or services, or any audio or visual recordings or representations thereof in any media.
   All Contestants are subject to background checks to confirm eligibility and suitability for participation in the Contest in the absolute discretion of Sponsor and its designees. Upon request, any Contestant may be required to provide a signed declaration or affidavit confirming eligibility and consenting to a detailed background check to the fullest extent permitted under applicable law. Failure to comply when requested may result in disqualification. The Contest is subject to all applicable laws in each jurisdiction where residents are eligible to participate in the Contest. THE CONTEST IS VOID WHERE PROHIBITED OR LIMITED BY LAW.

3. CONTEST STRUCTURE

   The Contest begins at Thursday, December 1, 2011 08:00:00 am PST and ends at Wednesday, December 21, 2011 08:00:00 am PST (“Contest Period”). The Winners will be announced on or about December 21st, 2011. CONTESTANTS ARE RESPONSIBLE FOR DETERMINING THE CORRESPONDING TIME ZONE IN THEIR RESPECTIVE JURISDICTIONS.

4. HOW TO ENTER

   NO PURCHASE IS NECESSARY TO ENTER OR WIN THE CONTEST. To enter the Contest, visit the Contest Website, located at http://www.ujam.com/campaigns/ujamxmas2011/introduction, register during the Entry Period and follow the instructions for submitting a re-Jam. The re-Jam must meet the “re-Jam Requirements” described below. In order to participate in the Contest, you must have completed a registration for the Website and for the Contest and assented to the Website Terms and Conditions. All entries must be received by 8AM PST on December 21, 2011. As part of registration, you will be required to provide information about yourself, such as your name and email address, as well as to choose a screenname/nickname. Sponsor reserves the right to change or omit Contestant screennames or nicknames for purposes of publication on Sponsor websites or listserv, including if they are, in Sponsor’s sole opinion, obscene or violate a third party’s intellectual property rights. You may only register for the Contest with one valid email address. SUBMISSIONS WITHOUT PROPER REGISTRATION WILL BE DECLARED INELIGIBLE FOR PARTICIPATION AND WILL BE REMOVED FROM THE WEBSITE. LIMIT ONE (1) ENTRY PER PERSON. Subsequent entries will be disqualified, as will Contestants competing with multiple email addresses. Entries are void if they are in whole or part illegible, incomplete, damaged, altered, counterfeit, obtained through fraud, ineligible for entry in accordance with these Official Rules, do not meet the re-Jam Requirements described below, and/or late. All entries will be deemed made by the authorized account holder of the email address submitted at the time of entry, and finalists and/or the winner may be required to show proof of being the authorized account holder for that email address. The "authorized account holder" is the natural person assigned to an email address by an Internet service provider, online service provider, or other organization responsible for assigning email addresses for the domain.

5. RE-JAM REQUIREMENTS

   UJAM will make a copy of a sound recording of each Song available on the Contest Website for Contestants to remix in their web browers in a flash-based editor provided by UJAM. You may change the Song’s musical style, instrumentation and song structure and may record additional instrumental and vocal tracks over the Song to create your re-Jam. Re-Jams will be made via the means specified on the Contest Website. Your re-Jam must also meet the following criteria:
   • It must not contain any profanity or extreme depictions of violence, or be obscene, lewd, discriminatory, or threatening in any way;
   • It must not reveal personal information about another person or persons or defame or misrepresent another person, persons, or entity;
   • It must not contain any content or element of third party advertising, or any slogan, trademark or other element that would suggest a sponsorship or endorsement by a third party or commercial entity;
   • It must not contain any content that is not within the spirit of the Contest, as determined by Sponsor, in its sole discretion;
   • It must be an original, unpublished work that does not contain, incorporate or otherwise use any content, material or element that is owned by a third party or entity or that would violate a third party’s intellectual property rights.
   During the Contest Period, Sponsor and its agents will be evaluating each re-Jam to ensure that it does not violate the re-Jam Requirements. Sponsor reserves the right, in its sole discretion, to disqualify any Contestant who submits a re-Jam that does not meet the re-Jam Requirements. YOUR RE-JAM MUST BE SOLELY YOUR WORK AND SHALL NOT INCORPORATE ANY MATERIAL OF WHICH YOU ARE NOT THE AUTHOR OR CREATOR OR IT SHALL BE REMOVED FOR COPYRIGHT OR TRADEMARK INFRINGEMENT VIOLATION.

6. JUDGING AND PRIZE

   The winning re-Jams shall be the top ten (10) re-Jams identified based on the total number of “thumbs up” or “likes” each re-Jam receives on the Contest Website and on the Contest page on Facebook during the Contest Period. The Contestants who submit the winning entries (the “Winners”) shall receive the following prizes (“Prizes”):
   • 1st Place - one (1) pair of M-Audio Studiophile CX8 Studio Monitor speakers, one (1) Mobile Pre mk2 with Pro Tools MP, one (1) USB producer microphone, one (1) set of M-Audio - Q40 - Closed Back Dynamic Headphones (approximate retail value US $1,500)
   • 2nd, 3rd and 4th Place – one (1) Avid Vocal Studio and one (1) set of M-Audio - Q40 - Closed Back Dynamic Headphones (approximate retail value US $310)
   • Top ten (10) Places - a UJAM branded t-shirt (approximate retail value US $25)
   The Winners and rankings will be announced on the Contest Website on December 21st, 2011. The Announcement will be sent to the email address provided by the Winner and will also be posted on the Contest Website. No other notification will be given. For more information contact contestinfo@ujam.com. Prizes will be sent to the address used in registration. The approximate retail values of the Prizes represent Sponsor’s good faith determination and are final and binding and cannot be appealed. If any Prize’s actual value turns out to be less than the stated approximate retail value, the difference will not be awarded in cash. A cash prize of equivalent value may be given where required by law. Sponsor reserves the right to substitute prizes of equal or greater value. Each Winner must sign and return an affidavit of eligibility/recording rights/publicity release within fourteen (14) days of the announcement date. The affidavit will state that the Winner is the author of the winning re-Jam and that she or he holds all rights to the re-Jam. Failure to sign and return such affidavit within fourteen (14) days or the provision of false/inaccurate information therein will result in immediate disqualification and an alternate winner will be selected. Affidavits are subject to verification by Sponsor and its agents.

7. TAXES

   THE AWARDING OF THE PRIZES TO THE WINNERS IS SUBJECT TO THE EXPRESS REQUIREMENT THAT EACH WINNER SUBMIT TO UJAM ALL DOCUMENTATION REQUESTED BY UJAM TO PERMIT IT TO COMPLY WITH ALL APPLICABLE STATE, FEDERAL, LOCAL AND FOREIGN (INCLUDING PROVINCIAL) TAX REPORTING AND WITHHOLDING REQUIREMENTS. IF A CASH PRIZE IS AWARDED, ALL PRIZES WILL BE NET OF ANY TAXES UJAM IS REQUIRED BY LAW TO WITHHOLD. ALL TAXES IMPOSED ON PRIZES ARE THE WINNER’S SOLE RESPONSIBILITY. In order to receive a Prize, each Winner must submit the tax documentation to UJAM or the relevant tax authority within seven (7) days of UJAM’s request or as otherwise required by applicable law, including, where relevant, the law of the Winner's country of residence. Each Winner is responsible for ensuring that (s)he complies with all the applicable tax laws and filing requirements. If a Winner fails to provide such documentation or comply with such laws, his or her Prize may be forfeited and Sponsor may, in its sole discretion, select an alternate Winner. UJAM may issue Form 1099 for U.S. citizens.

8. ODDS

   Odds of winning the Contest will depend on the number of eligible re-Jams received during the Contest Period and the skill of the Contestants. BETTING OR WAGERING ON THE OUTCOME OF THIS CONTEST IS STRICTLY PROHIBITED AND ANY SUCH ACTIVITY WILL RESULT IN DISQUALIFICATION.

9. RIGHTS IN RE-JAMS

   You will retain ownership of and all intellectual property rights in and to your re-Jam; provided that, as a condition of participation, you hereby grant to Sponsor and its designees the perpetual, irrevocable, non-exclusive, fully paid, worldwide license to use, copy, sublicense, transmit, distribute, publicly perform, modify, create derivative works from, publish, delete and display such re-Jam, or any portion thereof, in any media now known or hereafter devised on a royalty-free basis, for any and all purposes including, but not limited to, display, public performance, posting for streaming and/or download, reproduction, and distribution. You authorize Sponsor, and any entities affiliated or in privity with Sponsor, to utilize on a non-exclusive basis, for eternity and in any manner Sponsor sees fit, the re-Jam submitted to Sponsor, and to make derivative works from such materials for the promotional purposes of Sponsor and the Contest. You agree that the results and proceeds of any such use shall become the property of Sponsor and/or Sponsor's licensees, and shall be freely assignable by Sponsor, and that Sponsor and its assignees and licensees shall have no obligations whatsoever to you. You release Sponsor, and its assignees and licensees, from any and all claims or liability (now known or hereafter arising), including but not limited to any claims for defense and/or indemnity, in connection therewith.

10. DATA PRIVACY

    You agree that personal data entered during your registration, including name, mailing address, phone number, and email address may be processed, stored, and otherwise used for the purposes and within the context of the Contest. This data will also be transferred into the United States. By entering, you agree to the transmission, processing, sharing and storage of this personal data in the United States. You also understand this data may be used by Sponsor in order to verify your identity, postal address and telephone number in the event you qualify for a prize and may be used for Sponsor’s marketing and promotional purposes in accordance with Sponsor’s Privacy Policies. You have the right to access, review, rectify or cancel any personal data held by UJAM in connection with the Contest by writing to UJAM at the address listed in UJAM’s Privacy Policy at http://www.ujam.com/privacy. If you do not provide the data required at registration, your entry will be ineligible. Otherwise, all personal information that is collected from you is subject to UJAM’s Privacy Policy, as applicable. For residents of the EU: you are informed that:
    • the data controller and data recipient is UJAM, Inc., c/o Melanie Kidder, One Embarcadero Center, Suite 2410, San Francisco, CA 94111;
    • your data is collected for purposes of administration of the promotion and for marketing purposes;
    • you have a right of access to and withdrawal of your personal data. You also have a right of opposition to the data collection, under certain circumstances. To exercise such right, you may write to UJAM at the address listed in UJAM’s Privacy Policy at http://www.ujam.com/privacy .

11. PUBLICITY

    By accepting a Prize, the Winner agrees and consents to Sponsor and its agencies' use of the Winner’s name and/or likeness and the winning re-JAM for advertising and promotional purposes without compensation, unless prohibited by law. The winning re-Jam may be posted on the Contest Website and on any website, Facebook page or blog owned or controlled by Sponsor at Sponsor’s discretion and may be made available for download, unless prohibited by law. Entry into the Contest means that UJAM and its designees have permission to use your name, likenesses, and re-Jam for future advertising and publicity purposes without additional compensation.

12. DECISIONS OF SPONSOR

    Your participation in this Contest means that you agree to be bound by these Official Rules and by Sponsor’s decisions, which are final and binding on all matters pertaining to this Contest.

13. DISCLAIMER OF LIABILITY

    Prizes are awarded without warranty of any kind from Sponsor, express or implied, without limitation, except where this would be contrary to federal, state, provincial, or local laws or regulations. All federal, state, provincial and local laws and regulations apply. To the extent permitted by law, you agree to hold Sponsor, its subsidiaries and affiliates and their respective directors, officers, employees and assigns harmless for any injury or damage caused or claimed to be caused by participation in the Contest and/or use or acceptance of any prize won, including without limitation, (i) late, lost, delayed, damaged, incomplete, illegible, unintelligible, misdirected or otherwise undeliverable mail, postage-due notices, release forms, affidavits or other correspondence; (ii) telephone, electronic, hardware or software program, network, Internet or computer malfunctions, failures, or difficulties of any kind; (iii) any condition caused by events beyond Sponsor’s control that may cause the Contest to be disrupted or corrupted; (iv) any printing, human, typographical or other errors or ambiguities in (or involving) any materials associated with the Contest; (v) any and all losses, damages, rights, claims and action of any kind in connection with or resulting from participation in the Contest; (vi) acceptance, possession, or use of any prize, including without limitation, personal injury, death and property damage arising therefrom; and (vii) claims based on publicity rights, moral rights, defamation or invasion of privacy. Sponsor will not be liable in the event a typographical or other error occurs in the administration of the Contest or the announcement of the Winners. You further agree that Sponsor will not be liable for any errors, ambiguities or other inaccuracies caused by Sponsor in the design, execution, judging or other aspects of the Contest. Sponsor is not responsible for any materials provided by Contestants which are deemed harmful or offensive to others. All statements and opinions made by Contestants are those of such Contestants only, and Sponsor neither endorses nor shall be held responsible for the reliability or accuracy of same. Sponsor is not responsible for the content or practices of third party web sites that may be linked to the Contest Website. The Contest Website may also be linked to websites operated by companies affiliated with Sponsor. Visitors to those sites should refer to each site's separate privacy policies and practices. You acknowledge that although the Contest may be promoted through Facebook, Inc. (“Facebook”) and that AVID Technology, Inc. (“AVID”) is providing the Prizes, the Contest is in no way sponsored, endorsed or administered by, or associated with Facebook or AVID. As a condition of entry, you completely, fully and unconditionally release Facebook and AVID from any and all claim or liability in connection with the Contest. Any information you disclose in connection with the Contest is disclosed to Sponsor and not to Facebook or AVID. SPONSOR SHALL NOT BE OBLIGATED TO AWARD ANY PRIZE THAT RELATES TO OR ARISES OUT OF ANY IMPROPER OR MISTAKEN PRIZE NOTIFICATION, OPERATION OR FUNCTION OF THE CONTEST.

14. RIGHT TO CANCEL, MODIFY OR DISQUALIFY

    Sponsor shall have the right and sole discretion to edit, refuse to post or cease to post or use any re-Jam whatsoever which it finds to be in violation of these Official Rules or the Website Terms and Conditions or which it finds in its sole discretion to be otherwise objectionable for any reason, including with respect to broadcast standards and practices and other program policies. Sponsor reserves the right to verify eligibility and to adjudicate on any dispute at any time. Sponsor reserves the right, at its sole discretion, to disqualify any individual it finds, in its sole determination, to be tampering with the entry process or the operation of the Contest; to be acting in violation of the Official Rules; or to be acting in a disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. Sponsor also reserves the right to replace the winning re-Jam with the re-Jam of an alternate eligible Contestant if the winning re-Jam and/or Contestant is withdrawn from or removed from the Contest. Sponsor may suspend or discontinue the Contest if, in its sole opinion, there is any actual or suspected tampering of the Contest, or any other malfunction, event or activity that may affect the Contest’s integrity. Sponsor’s decision not to enforce a specific provision of these Official Rules does not constitute a waiver of that provision or of the Official Rules generally.

15. INTERNET

    Sponsor is not responsible for electronic transmission errors resulting in omission, interruption, deletion, defect, or delay in operations or transmission. Sponsor is not responsible for theft or destruction or unauthorized access to or alterations of submission materials, or for technical, network, telephone equipment, electronic, computer, hardware or software malfunctions or limitations of any kind. Sponsor is not responsible for inaccurate transmissions of or Sponsor's failure to receive Contestant's re-Jam on account of technical problems or traffic congestion on the Internet or at any website or any combination thereof, except to the extent that any death or personal injury is caused by Sponsor’s negligence. If for any reason a portion of the Contest Website is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which corrupt or affect the administration, security, fairness, integrity, or proper conduct of this Contest, Sponsor also reserves the right, in its sole discretion, to close the Entry Period at any time and/or to cancel, terminate, modify, or suspend the Contest. In the event that there is an error, problem or cause which impacts the operation, administration or security of the Contest or Sponsor, Sponsor reserves the right, in such situation, to select the Winners from the eligible re-Jams received prior to the action taken. Sponsor further reserves the right to disqualify any individual who tampers with the submission process. Caution: Any attempt by any person to undermine deliberately the legitimate operation of the Contest is a violation of the Official Rules and may be a violation of law. Should such an attempt be made, Sponsor reserves the right to seek damages from any such individual or organization to the fullest extent permitted by law.

16. WARRANTY AND INDEMNITY

    You represent and warrant that your re-Jam is your own original work and that, as such, and, subject to the rights of the owner of the Song, you are the sole and exclusive owner and rights holder of your re-Jam and that you have the right to submit your re-Jam and grant all required licenses. You further represent and warrant that (a) your re-Jam does not violate any third party proprietary rights, industrial property rights, personal or moral rights or any other rights, including without limitation, copyright, trademark, service mark, privacy or publicity rights or otherwise violate applicable state, federal, provincial or local law; and (b) the use of your re-Jam by Sponsor and its assignees or licensees, and each of their respective parent companies, subsidiaries and affiliates in connection with programming, advertising, promotion and publicity, shall not infringe upon any statutory or common law copyright and shall not constitute a defamation, or invasion of the right of privacy or publicity, or infringement of any other right of any kind of any third party. To the maximum extent permitted by law, you indemnify and agree to keep indemnified Sponsor at all times from and against any liability, claims, demands, losses, damages, costs and expenses resulting from any act, default or omission of yours and/or a breach of any warranty set forth herein. To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless Sponsor from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) any re-Jam or other material uploaded or otherwise provided by you that infringes any copyright, trademark, trade secret, trade dress, or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, (b) any misrepresentation made by you in connection with the Contest; (c) any non-compliance by you with these Official Rules or the Website’s Terms and Conditions; (d) claims brought by persons or entities other than the parties to these Official Rules arising from or related to your involvement with the Contest; (e) your acceptance, possession, misuse or use of any prize or participation in any Contest-related activity or participation in this Contest. The Contest may also be promoted by a third party or parties (each a "Promotional Partner," collectively "Promotional Partners"). Contestant shall indemnify and hold harmless Sponsor, any Promotional Partners, and each of their respective parents, affiliates, successors, assigns and licensees, and each of their respective employees, shareholders, officers, directors, agents and representatives from and against any and all liability, claims, loss, damage, injury or expense, including reasonable attorneys' fees, arising in connection with any third party action arising out of a breach or allegation which, if true, would constitute a breach of any of Contestant's representations, warranties or obligations herein.

17. NOT AN OFFER OR CONTRACT OF EMPLOYMENT

    Under no circumstances shall the submission of a re-Jam into the Contest, the awarding of a Prize, or anything in these Official Rules be construed as an offer or contract of employment with Sponsor. You acknowledge that you have submitted your entry voluntarily and not in confidence or in trust. You acknowledge that no confidential, fiduciary, agency or other relationship or implied-in-fact contract now exists between you and Sponsor and that no such relationship is established by your submission of a re-Jam under these Official Rules.

18. NO RECOURSE TO JUDICIAL OR OTHER PROCEDURES

    To the extent permitted by law, the rights to litigate, to seek injunctive relief or to make any other recourse to judicial or any other procedure in case of disputes or claims resulting from or in connection with this Contest are hereby excluded, and you expressly waive any and all such rights. If such exclusion or waiver is not permitted by law, you agree to submit to the exclusive jurisdiction of the courts located within the county of Santa Clara, California to resolve any legal matter arising from the dispute or claims. You agree that these Official Rules and all issues and questions concerning the construction, validity, interpretation and enforceability of the Contest, or the rights and obligations of Contestants and Sponsor in connection with the Contest, shall be governed by the laws of the State of California, USA without giving effect to any choice of law or conflict of law rules or provisions (whether of the State of California or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of California. You, among other things, attest that you have read these Official Rules and agree to be bound by the terms and all applicable conditions of the Contest set forth in these Official Rules and the Website Terms and Conditions. If any provision(s) of these Official Rules are held to be invalid or unenforceable, all remaining provisions hereof will remain in full force and effect.

19. LANGUAGE OF OFFICIAL RULES

    These Official Rules are subject to revision and will be posted on the Contest Website. The original version of these Official Rules is written in English and any translation of the Official Rules into a language other than English is for reference only. All official communications between Sponsor and Contestants shall be in English.

20. WINNERS' LIST

    For the Winners’ names and rankings, go to http://www.ujam.com/campaigns/ujamxmas2011/introduction after the Contest closes.

21. SPONSOR

    The Sponsor of this Contest is UJAM, Inc., c/o Melanie Kidder, One Embarcadero Center, Suite 2410, San Francisco, CA 94111 (“Sponsor”).