Toyota Ideas for Good Challenge

Official Rules

NO PURCHASE NECESSARY. A PURCHASE WILL NOT INCREASE YOUR OPPORTUNITY OF WINNING.

THIS CHALLENGE IS OPEN TO LEGAL RESIDENTS OF THE 48 CONTIGUOUS UNITED STATES AND THE DISTRICT OF COLUMBIA ONLY AND WILL BE GOVERNED BY U.S. LAW. DO NOT ENTER IF YOU ARE NOT LOCATED IN, AND A LEGAL RESIDENT OF, THE 48 CONTIGUOUS UNITED STATES OR THE DISTRICT OF COLUMBIA.

1. DESCRIPTION: The “Toyota Ideas for Good Challenge” (“the Challenge”) is a challenge in which participants are asked to submit an idea using Toyota’s automotive technology for a purpose unrelated to automobiles or Toyota’s business, which would make the world a better place. Challenge entrants will be given an explanation of five Toyota technical innovations and must build their ideas around one of those five innovations. For purposes of these Official Rules, the term “Idea” refers to an entrant’s one (1) written idea (not to exceed 750 characters) which describes how Toyota’s T.H.U.M.S. (Total Human Model for Safety), Solar Powered Ventilation System, Hybrid Synergy Drive®, Advanced Parking Guidance System or Touch Tracer Display technology can be repurposed for use (other than in automobiles or Sponsor’s business) to make the world a better place, and the term “Submission” refers to and includes the Idea, all text, photos, sketches, renderings, videos, audios, graphics and other materials submitted by an “Entrant,” as defined in Section 2, as part of his/her entry in to the Challenge. The administrator of this Challenge is Creative Zing Promotion Group, 189 S. Orange Ave, Suite 1130A, Orlando, Florida 32801 ("Administrator"). The sponsor of this Challenge is Toyota Motor Sales, U.S.A., Inc., 19001 South Western Avenue, Torrance, California, 90501 (“Sponsor”). The contact information provided by the Entrant for notification purposes will be used in compliance with the Sponsor’s privacy policy, located at http://www.toyota.com/help/privacy.html.

The Challenge will operate as follows:

• Submission Period: The Challenge Submission period begins November 7, 2010 at 11:59 p.m. Eastern Time (“ET”) and ends on February 28, 2011 at 11:59:59 p.m. ET (“Submission Period”). During this time, an Entrant may submit his/her Idea as described in Section 3. During the Submission Period, visitors to the “Web site” (as defined below), will have the opportunity to show support by “supporting” their favorite Submissions; this feature is for entertainment purposes only and will NOT impact the judging.
• Challenge Judging: Concurrent with and following the Submission Period, the eligible Submissions will be evaluated according to the criteria in Section 4 of these Official Rules. Judges will select up to five (5) “Finalists,” as defined in Section 4, in each of the following technology categories (each a “Category” or, collectively, “Categories”):

• Potential Finalist Notification: On or about March 22, 2011, up to five (5) Finalists per Category (up to a total of twenty-five (25) Finalists for all Categories) will be notified to confirm eligibility and obtain releases and obtain notarized confirmatory assignment of intellectual property rights to their respective Submissions, according to Section 5 of these Official Rules.
• “Voting Period”: On or about April 9, 2011, at 11:59 p.m. ET, through April 30, 2011 at 11:59:59 p.m. ET, “Registered Users” of the Web site will have the opportunity to vote on their favorite Submissions, according to the details in Section 6. Votes will be one of the contributing factors to determine one (1) grand prize winner per Category (each a “Winner” or, collectively, “Winners”), as described in Section 4.
• Winner Announcement: Winners will be announced on or about May 9, 2011.

2. ELIGIBILITY: Challenge is open only to legal residents of the 48 contiguous United States and the District of Columbia who are at least eighteen (18) years of age (or at least nineteen (19) if a resident of Nebraska or Alabama, or at least twenty-one (21) if a resident of Mississippi) at the time of Submission (each an “Entrant” or, collectively, “Entrants”). Only individual entries are permitted; no group or team entries. Entrants must be in compliance with the Web site’s Terms of Use, located at www.yourideasforgood.com/terms.html. Each Entrant must be the rightful owner (or have authorized use) of the e-mail address associated with the Submission. In the event of a dispute as to the identity of an Entrant, the Entrant will be deemed to be the natural person in whose name the e-mail account was opened. Employees, owners, shareholders, officers and directors of Sponsor, Sponsor’s local dealer groups and authorized dealers, distributors, Administrator, Sponsor’s advertising agencies, moderator, challenge judges, judging entities and any person, company or institution participating in the Design Session (as defined in Section 8) (collectively, the “Challenge Entities”) and each of their respective parent companies, affiliates, divisions, subsidiaries, agents, heirs, successors and assigns, representatives and promotion agencies, together with the immediate family members and/or those living in the same household of such persons (collectively, “Household Members”), are not eligible to participate in the Challenge. For purposes of the Challenge, "Household Members" shall mean those people who share the same residence at least three months a year; "Immediate Family Members" shall mean parents, step-parents, legal guardians, children, step-children, siblings, step-siblings, or spouses; and employees of “local dealer groups, authorized dealers and distributors” shall include individuals employed directly by the local dealer group, authorized dealer or distributor such as sales, mechanical, marketing, operations, and accounting staff. Challenge void in Alaska, Hawaii and where prohibited.

Entrant is not eligible to participate in this Challenge if Entrant is under contract with any company or organization which might be a conflict of interest or interfere with an Entrant's ability to enter into an agreement or provide an assignment of rights to Sponsor’s designees. Conflicts of interest include, but are not limited to, other automobile manufacturers, or any other companies with which an Entrant has a relationship where participation in this Challenge and assignment of rights of his or her respective Submission could constitute a breach of an employment or other agreement. Entrant, if selected as a potential Finalist, must consent to a background check as a condition of eligibility and as a condition of being designated as an actual Finalist. Such background check may include (but is not limited to) investigation of criminal or other arrest or conviction record, and any other factor deemed relevant by Challenge Entities to help ensure that Finalist’s participation in the Challenge will not, in Challenge Entities’ discretion, bring Challenge Entities into public disrepute, contempt, scandal or ridicule or reflect unfavorably on the Challenge Entities. If requested, the Finalist agrees to sign waiver forms authorizing the release of personal and background information. Challenge Entities reserve the right to contact any person or entity, including any third party referenced in the background check.

3. HOW TO ENTER: During the Submission Period, Entrants may participate by visiting www.yourideasforgood.com (“Web site”). To enter, Entrant must follow the on-screen instructions to complete the online Submission form, select the Category and enter one (1) written Idea (not to exceed 750 characters) which describes how Toyota’s T.H.U.M.S. (Total HUman Model for Safety), Solar Powered Ventilation System, Hybrid Synergy Drive®, Advanced Parking Guidance System or Touch Tracer Display technology can be repurposed for use (other than in automobiles or Sponsor’s business) to make the world a better place. Entrant will also be given the opportunity to upload a sketch, rendering, photograph or video to support the Idea (“Visual Aid(s)”). The written description of the Idea is mandatory; however, the use of Visual Aids is not required to enter the Challenge. Visual Aids may prove beneficial for the judges; especially if several Ideas have a similar written description. Both the Idea and Visual Aid(s), if applicable, must be in compliance with the Submission Requirements and Content Restrictions, as detailed below. Submission will not be complete, accepted or reviewed until Entrant has affirmatively accepted the Official Rules and affirmatively acknowledged the language requiring affirmative acceptance by clicking all of the boxes on the online Submission form. Upon completing an eligible Submission into the Challenge, the Idea (including the Visual Aids) may be populated to the Web site within 48-72 hours for public viewing. Moderator cannot guarantee that all Ideas will be posted to, or remain posted on, the Web site, as Moderator reserves the right to disqualify Submissions at any time (including after being posted to the Web site) for violation of these Official Rules, Web site Terms of Use, or other requirements of Moderator, Sponsor and Administrator. Submission must be uploaded by Entrant (as instructed by Sponsor) by 11:59:59 p.m. ET on February 28, 2011 to be eligible. Each Entrant may submit multiple Ideas; however, only one(1) Idea per Entrant will be eligible to progress to the Voting Period. In the event that two (2) entries are exactly the same or too similar to differentiate, the Entrant who submitted the Idea first, according to the Web site’s timestamp, will be deemed the original submitter of such Idea. Proof of Submission does not constitute proof of receipt of Submission. Entrants must provide all information requested to be eligible to be selected as a Finalist. A Submission cannot be edited once it has been entered.

Submission Requirements

The Submission must meet the following requirements as determined by the moderator, in its sole discretion:

Content Restrictions

Each Submission is subject to the following content restrictions as determined by the moderator, in its sole discretion.

Submissions which violate any of these requirements will be deemed ineligible and will be void at the Administrator’s or Moderator’s sole discretion. Administrator and Moderator reserve the right to disqualify, in their sole and absolute discretion, any Submissions deemed inappropriate or that do not comply with the Official Rules or Web site’s Terms of Use. Incomplete or unintelligible entries will be disqualified. Administrator and Moderator reserve the right to determine in their sole discretion which entries have satisfied the Submission requirements. ELIGIBLE ENTRANTS MUST SUBMIT SUBMISSIONS IN ACCORDANCE WITH THESE OFFICIAL RULES. NO OTHER METHOD OF SUBMISSION WILL BE ACCEPTED. Challenge Entities reserve the right, in their sole discretion, to move, change or extend the Submission deadlines, or the number of Finalists that will be posted for voting, if an insufficient number of Submissions that satisfy the Judging Criteria (as defined in Section 4 below) are received by the Challenge deadlines.

4. CHALLENGE JUDGING: Eligible Submissions will be judged by independent qualified representatives selected by Sponsor (“Judges”). Submissions will be evaluated based on the criteria below (“Judging Criteria”). The five (5) eligible Submissions with the highest scores per Category based on criteria 1-5 will be selected as finalists (each a “Finalist”), subject to these Official Rules. Finalist Submissions which progress to the Voting Period will be judged on criteria 1-6 to determine one (1) “Grand Prize Winner” per Category.

There may be up to a total of twenty-five (25) Finalists in the Challenge. Challenge Entities reserve the right to choose fewer Finalists, no Finalists, and/or to extend the Submission Period and all other dates associated with the Challenge in the event an insufficient number of eligible Submissions meeting the minimum Judging Criteria are received, as determined by Sponsor and Judges in their sole discretion. In the event that an insufficient number of eligible Submissions or no eligible Submissions are received for any applicable Category, no prize will be awarded for the Category in question. In the event of a tie, the Judges will reevaluate the tied Submissions based on criteria 1-4 to determine the potential Finalist or potential Winner, in their sole discretion.

5. POTENTIAL FINALIST NOTIFICATION: Up to twenty-five (25) potential Finalists, as determined by the Judges, will be notified by telephone, email and/or overnight mail on or about March 22, 2011. Potential Finalists will be required to respond (as directed) to the notification attempt. Within five (5) days of notification, potential Finalists will be required to execute and return an Affidavit of Eligibility, a Liability Release, a notarized confirmatory assignment of intellectual property rights (together with a power of attorney for Administrator or Sponsor to act on behalf of Finalist to execute and file any necessary documents to perfect the assignment of rights to Sponsor’s designees in and to the Submission) and, unless prohibited by law, a Publicity Release and other related documents required by the Challenge Entities (collectively, the “Finalist Documents”). The failure to respond and/or return Finalist Documents in accordance with the stated deadlines may result in forfeiture of participation in the Challenge and, in such case, Challenge Entities may select an alternate Finalist according to the judging results. Finalists must consent to a background check. Such background check may include (but is not limited to) investigation of criminal or other arrest or conviction record, and any other factor deemed relevant by Administrator and Sponsor to help ensure that Finalist’s participation in the Challenge will not, in Administrator’s and Sponsor’s sole discretion, bring Challenge Entities into public disrepute, contempt, scandal or ridicule or reflect unfavorably on the Challenge Entities. If requested, each Finalist agrees to sign waiver forms authorizing the release of personal and background information. Administrator and Moderator each reserve the right to contact any person, employer or entity, including any third party referenced in the background check, and to request a waiver of any and all rights to Finalist's Submission from Finalist's employer or an affidavit from Finalist stating that he or she is not currently employed. Potential Finalists can NOT proceed to the Voting Period until all such properly executed and notarized Finalist Documents are returned and the background check is completed. Potential Finalists are bound to confidentiality and are NOT permitted to publically announce their status as a Potential Finalist (via social or traditional media) until Finalists have been publically announced by the Challenge Entities. Each Finalist may be required to record a brief video message to accompany his/her Idea during the Voting Period (“Video Message”); the terms and conditions applicable, and/or related, to such Video Message, if applicable, will be communicated directly to the Finalists.

6. VOTING PERIOD: To participate in the voting, the voting individual must be a Registered User of the Web site, be in compliance with these Official Rules, and the Terms of Use at www.yourideasforgood.com/terms.html. (“Participant”).

Beginning on or about April 9, 2011, at 11:59 p.m. ET through April 30, 2011 at 11:59:59 p.m. ET, the Finalists’ Submissions will be posted on the Web site, grouped according to the technology Category. Throughout the Voting Period, Participants will have the opportunity to vote for their favorite Submissions according to their judgment and interpretation of such Submission. A Participant can vote for multiple Submissions, but can only vote for one (1) Submission per Category, per day (using only one email address; votes from the same Participants using multiple email addresses is not permitted). Voting will be a contributing factor to the Judging Criteria, as detailed in Section 4 of the Official Rules. VOTING WILL NOT SOLELY DETERMINE THE GRAND PRIZE WINNERS. Votes submitted by any fraudulent or inappropriate means, including votes received in exchange for inducements and votes generated by a macro, script, bot or other automated means are strictly prohibited and votes in excess of the stated limitations may be disqualified at the sole discretion of the Challenge Entities.

7. WINNER NOTIFICATION: Each of the five (5) potential Grand Prize Winners, as determined by the Judges, will be notified by telephone, email and/or overnight mail on or about May 2, 2011. Potential Grand Prize Winners will be required to respond (as directed) to the notification attempt. Within five (5) days of notification, potential Grand Prize Winners will be required to sign and return a “Prize Acceptance Form” and other applicable releases, as determined by the Challenge Entities, prior to officially being declared or announced as a Grand Prize Winner. The failure to respond and/or return the Prize Acceptance Form in accordance with the stated deadlines may result in forfeiture of participation in the Challenge and, in such case, Challenge Entities may select alternates according to the judging results. Grand Prize Winners are bound to confidentiality and are NOT permitted to publically announce their status as a Grand Prize Winner (via social or traditional media) until it has been publically announced by the Challenge Entities. Prizes will not be awarded until all such properly executed forms are returned. Winners will receive an IRS Form 1099 from the Challenge Entities for the total cumulative value of the prizes received. The IRS Form 1099 will be issued for the calendar year in which the Grand Prize is fulfilled.

8. PRIZES: There are a total of five (5) Grand Prizes available. Each Category Grand Prize Winner will receive one (1) Toyota “Vehicle” and one (1) trip to participate in an Idea “Design Session”, as described below.

Each Grand Prize Winner will receive their choice of one (1) of the following vehicles:

2. One (1) 2011 Toyota Highlander Hybrid with model and options to be determined by Sponsor in its sole discretion. Approximate Retail Value ("ARV") of prize will range from $75,339 to $83,415;
3. One (1) 2011 Toyota Venza with model and options to be determined by Sponsor in its sole discretion. ARV of prize will range from $43,963 to $66,168; or
4. One (1) 2011 Toyota Prius with model and options to be determined by Sponsor in its sole discretion. ARV of prize will range from $37,096 to $45,640.

ARV includes Vehicle MSRP, destination charges, handling, sales tax, vehicle licensing, registration fees and a projected allowance to help offset income tax liability. The projected tax allowance will be awarded in the form of a check in an amount determined by Sponsor. If income taxes and other expenses to Grand Prize Winner exceed such amount, the additional expenses shall be the sole responsibility of the Grand Prize Winner. Vehicle awarded may differ from Vehicle shown in promotional materials. Sponsor will use all reasonable efforts, subject to availability, to deliver vehicle within 150 days of receipt of the completed Prize Acceptance Form. Challenge Entities are not responsible for delays in delivery. Grand Prize Winners must take delivery of prize Vehicles within 30 days of notice of availability from the Sponsor-selected dealer near Grand Prize Winner's residence and must present a valid driver's license issued in his/her state of residence and evidence of legally required insurance at time of delivery. The Vehicles will be delivered solely with the express limited warranties set forth in the Vehicle’s applicable Owner's Guide; warranties shall run for the term set forth in said Guide. Grand Prize Winners will also be responsible for extended warranties and cost of any available upgrade and/or optional equipment not included in the prize.

Each Grand Prize Winner will also receive: One (1) three (3) day / two (2) night trip (the “Trip”) for the Winner and one (1) travel companion (“Guest”) to attend a Design Session, in a location (“Destination”) and with an organization selected by the Sponsor in its sole discretion. The Trip consists of: A) one (1) consecutive two (2) night stay at a hotel as selected by Challenge Entities (one standard room, double occupancy); B) roundtrip coach-class air travel for up to two (2) people from the major metropolitan U.S. airport nearest the winner’s residence to an airport in close proximity to the Destination, as determined by the Challenge Entities in their sole discretion (air transportation provided only if winner does not reside within 200 miles of the Destination); C) Up to two (2) roundtrip ground transfers between the Destination, airport and the hotel; D) $500 USD, awarded in the form of a check, to use toward meals and incidental expenses; E) the opportunity to participate in a “Design Session” to further develop the winning Idea. ARV of Trip: $3,500.

Total Estimated MAXIMUM Value of all Prizes: $434,575.

Grand Prize Winner and Guest agree to undertake the Trip at their own risk. Actual value of Grand Prize will depend on point of departure, any air transportation fluctuations and seasonal pricing; vehicle chosen by winner and the amounts calculated by Sponsor to cover income taxes and other expenses. Any difference between amounts stated in these rules and actual ARV will not be awarded. All prize details are at the sole discretion of the Challenge Entities. Winners cannot assign or transfer the prize to another person. No prize substitution or cash alternative is allowed except at the sole discretion of Sponsor, who reserves the right to substitute a prize (or any portion thereof) of comparable or greater value, in their sole discretion. GRAND PRIZE WINNER AND GUEST MUST TAKE TRIP ON DATES SPECIFIED BY THE CHALLENGE ENTITIES OR THAT PORTION OF GRAND PRIZE WILL BE FORFEITED AND NO ADDITIONAL TRIP OR COMPENSATION WILL BE AWARDED. Details of the Design Session will be determined at the sole discretion of the Challenge Entities. Grand Prize Winner and Guest will be subject to all of the rules and regulations of the Design Session, as detailed by the Challenge Entities and/or design partner. Winner and Guest may be asked to sign additional confidentiality releases, on-camera releases, agreements, and/or production releases as requested on-site during the Design Session. In the event the Design Session is cancelled or becomes otherwise unavailable, the remaining Trip elements will still be awarded and such Trip will fulfill the Sponsor’s obligation to award the prize. The Design Session has no associated cash value. Grand Prize Winner and Guest must travel together on same itinerary for the Trip. Each Guest must be at least 18 years of age and at least the age of majority in his/her state of primary residence. Guest must execute liability/publicity releases prior to issuance of travel documents. Airline will to be selected by Challenge Entities in their sole discretion. Airline carrier’s regulations and conditions apply. Once Trip dates have been booked, no change, extension or substitution of Trip dates is permitted, except at Challenge Entities sole discretion. If Grand Prize Winner elects to travel without a Guest, no additional compensation will be awarded. Challenge Entities will not replace any lost or stolen tickets or travel vouchers. Grand Prize Winner is solely responsible for all unspecified incidentals, including, but not limited to, additional transportation, meals, beverages, gratuities, phone calls, insurance, taxes, and any other expenses not specifically mentioned as being included. No substitution, transfer or cash equivalent for a prize (or prize component), except that Challenge Entities, at their sole discretion, may substitute a prize (or prize component) with one of equal value due to prize unavailability. Any depictions of prizes are for illustrative purposes only.

9. REPRESENTATIONS AND WARRANTIES: Each Entrant represents and warrants as follows: (i) Entrant has the right to submit the Idea, Visual Aids and other Materials as part of the Challenge Submission; (ii) the Submission is wholly original to the Entrant; (iii) the Submission, as of the date of submission, is not the subject of any actual or threatened litigation or claim; (iv) the Submission does not include material covered by any issued patent(s), pending patent application(s), or other form of registered or unregistered intellectual property anywhere in the world; (v) the Submission does not include intellectual property belonging to another person or company; (vi) the Submission does not and will not violate or infringe upon the intellectual property rights,; publicity or other rights of any other person or entity; and (vii) the Submission does not and will not violate any applicable laws, and is not and will not be defamatory or libelous.

10. MATERIALS/RIGHTS IN SUBMISSIONS/PUBLICITY RIGHTS: Each Entrant hereby grants to the Sponsor and its designees the non-exclusive, irrevocable, fully paid, universal license to use, copy, edit, sublicense, transmit, distribute, publicly perform, publish, delete or display the Submission, or any portion thereof, including to the extent applicable (a) any information, biographical data and material submitted by Entrant in connection with the Challenge; and (b) all video, audio, photographs, text, graphics, statements, any other creative materials and quotations of or by Entrant and furnished/submitted by Entrant in connection with this Challenge (the “Materials”), in any media now known or hereafter devised including, but not limited to all forms of electronic media, print media and all forms of internet and wireless protocol. Each Entrant understands that his or her name and Materials may be posted on the Sponsor’s Web site in connection with the Challenge. Entrant agrees that the Sponsor and its designees have no obligation to post a Submission or any Materials on Sponsor’s Web site. Each Entrant authorizes the Sponsor and its designees to utilize, for eternity and in any manner they see fit, the Submission provided for the Challenge, and to make derivative works from such materials. In addition to the foregoing grant, if the Entrant is selected as a Finalist, Entrant hereby assigns all right, title and interest in and to the Idea and the other materials included in the Submission to Sponsor’s designees, including, without limitation, any copyrights, patents and other intellectual property rights, and Sponsor and its designees shall have the right to edit, modify, use, sell and otherwise exploit such rights without further consideration or notice to, or approval from, Entrant or any third parties. In the event by operation of law or otherwise, the foregoing assignment is not permissible, each Finalist hereby grants (and to evidence such grant in writing upon request from Administrator or Sponsor) to the Sponsor’s designees the perpetual, EXCLUSIVE, irrevocable, fully paid, worldwide license to use, edit, copy, sublicense, transmit, distribute, publicly perform, publish, delete or display the Idea and other materials included in the Submission in any and all media throughout the world in perpetuity. Each Entrant releases the Challenge Entities, and their assigns 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 with participation in the Challenge and the Challenge Entities’ use of the Materials and Video Message. Each Entrant agrees and acknowledges that participation in the Challenge, including, without limitation, the Entrant’s decision to provide a Submission for purposes of the Challenge, shall not give rise to any confidential, fiduciary, implied-in-fact, implied-in-law, or other special relationship between the Challenge Entities and Entrant, does not place the Challenge Entities in a position that is any different from the position held by members of the general public with regard to elements of the Entrant’s Submission, and that the only contracts, express or implied, between the Sponsor and its designees and Entrant is as set forth in these Official Rules and any additional release forms. In addition, by participating in the Challenge, providing a Submission, and checking the required boxes on the online Submission form, each Entrant hereby grants permission (except where prohibited by law) for the Sponsor and its designees to use Entrant’s Materials, name, likeness, voice, quotes, comments, biographical information, photograph and/or image for the purpose of advertising, trade, or promotion without further compensation or consideration in any and all media now known or hereafter developed throughout the universe. Except as required by law or permitted pursuant to these Official Rules, the Sponsor will not share an Entrant’s personally identifiable information with any third parties.

11. RIGHTS OF CHALLENGE ENTITIES: Sponsor and its designees, shall have the right and sole discretion to delete, edit, refuse to air or transmit, or cease to air or transmit any Submission and/or Video Message whatsoever which it finds to be in violation of the provisions hereof, does not fully comply with all of Sponsor’s requirements in connection with any and all legal clearance issues, or which it finds in its sole discretion to be otherwise objectionable for any reason. Challenge Entities also reserve the right to replace any winning Submission with the Submission of a runner-up in accordance with these Official Rules if such Submission and/or Entrant is withdrawn from or removed from the Challenge for any reason, including without limitation, Entrant’s failure to have Prize Claim Documents executed as directed by the Challenge Entities. The Challenge Entities are not responsible for any materials provided by Entrants which are deemed harmful or offensive to others or for any harm incurred as a result of the Submission creation. The Challenge Entities make no warranties, express or implied, as to the content or the accuracy or reliability of any information or statements contained in the Submission, or that the Submission is available for use or exploitation without violating any pre-existing rights, including, but not limited to patent, trademark, copyright, trade secret, or other registered or unregistered intellectual property rights. All statements and opinions made by Entrants are those of such Entrants only, and the Challenge Entities neither endorse nor shall be held responsible for the reliability or accuracy of same. Challenge Entities are not responsible for the content or practices of third-party Web sites that may be linked to Sponsor’s Web site.

12. INDEMNITY: By entering, each Entrant agrees to indemnify, defend and hold harmless the Challenge Entities and each of their respective parents, affiliates, divisions, subsidiaries, successors, assigns, licensees, and suppliers, and each of their respective employees, shareholders, officers, directors, contractors, advertising and promotion agencies, agents and representatives (collectively, the “Released Parties”) from and against any and all liability, claims, loss, damage, injury or expense, including outside attorneys’ fees, arising out of or in connection with any third party action arising out of or resulting from (i) Entrant’s participation in the Challenge, (ii) a breach or alleged breach of any of Entrant’s representations, warranties or obligations herein, including, but not limited to a claim that the Submission or Entrant’s assignment of rights in the Idea to Sponsor and/or its designees violates the intellectual property rights of any other person or company, and/or (iii) acceptance, possession, use or misuse of any prize, including without limitation, personal injury, death and property damage arising there from.

13. NATURE OF RELATIONSHIP/WAIVER OF EQUITABLE RELIEF: Each Entrant understands and acknowledges that the Challenge Entities have wide access to ideas, designs, and other materials, and that new ideas are being developed by their own employees, suppliers, and/or business partners. Each Entrant also acknowledges that many ideas may be competitive with, similar or identical to the Submission and/or each other in theme, idea, format or other respects. Each Entrant acknowledges and agrees that such Entrant will not bring any action against Challenge Entities or any third parties, and will not be entitled to any compensation, as a result of any Challenge Entity’s or any third party’s use of any such similar or identical material. Each Entrant acknowledges and agrees that the Challenge Entities do not now and shall not have in the future any duty or liability, direct or indirect, vicarious, contributory, or otherwise, with respect to the infringement or protection of copyright, patent, trade secret, or other intellectual property rights in and to the Submission. Nothing stated herein should be construed to create any kind of employment relationship, contractor relationship, work for hire, partnership or joint venture with Challenge Entities.

14. GENERAL TERMS AND CONDITIONS: By participating, each Entrant agrees that the Released Parties are not responsible or liable for, and shall be released and held harmless from: (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 the control of the Challenge Entities that may cause the Challenge to be disrupted or corrupted; (iv) any printing, human, typographical or other errors or ambiguities in (or involving) any materials associated with the Challenge; (v) any and all losses, damages, rights, claims and action of any kind in connection with or resulting from participation in the Challenge; (vi) acceptance, possession, or use of any grant or prize, including without limitation, personal injury, death and property damage arising there from; and (vii) claims based on publicity rights, defamation or invasion of privacy. Challenge Entities reserve the right, in their sole discretion, to adjust times and dates reflected in the Description Section of the Official Rules at any time and/or to suspend or cancel the Challenge at any time for any reason, including, without limitation, if a computer virus, bug or other technical problem corrupts the administration, security, or proper conduct of the Challenge, strikes, lockouts, acts of God, technical difficulties, and other events not within the reasonable control of Challenge Entities. If the Challenge is terminated before the designated end date, Challenge Entities will (if possible) determine the winner(s) from among all eligible, non-suspect Submissions in a given Category received as of the date of the event giving rise to the termination. Challenge Entities reserve the right, at their sole discretion, to prohibit any Entrant from participating in the Challenge or to disqualify any individual they find to be tampering with the Submission process or the operation of the Challenge; to be attempting to undermine the legitimate operation of the Challenge by cheating, hacking, deception, or any other unfair playing practices; 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. Challenge Entities may suspend or discontinue the Challenge if, in their sole opinion, there is any actual or suspected tampering of the Challenge, or any other malfunction, event or activity that may affect the integrity of the Challenge. CHALLENGE ENTITIES SHALL NOT BE OBLIGATED TO AWARD ANY PRIZE THAT RELATES TO OR ARISES OUT OF IMPROPER OR MISTAKEN PRIZE NOTIFICATION, OPERATION OR FUNCTION OF THIS CHALLENGE. The invalidity or unenforceability of any provision of these Official Rules shall not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these Official Rules shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein. BY ENTERING THE CHALLENGE, 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 CHALLENGE, 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 TWO HUNDRED FIFTY DOLLARS ($250.00), BUT IN NO EVENT WILL ATTORNEYS’ FEES BE AWARDED OR RECOVERABLE; AND 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 RIGHTS TO HAVE DAMAGES MULTIPLIED OR OTHERWISE INCREASED. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY, SO THE ABOVE MAY NOT APPLY TO YOU.

15. USE OF INTELLECTUAL PROPERTY OF CHALLENGE ENTITIES: By entering the Challenge, each Entrant acknowledges and agrees that: (a) Challenge Entities are granting each Entrant a limited, non-exclusive license to use any intellectual property of the Challenge Entities contained therein, solely in connection with, and as a part of, the Challenge; (b) Entrants will acquire no right, title or interest in the technology or in any intellectual property of the Challenge Entities; and (c) any use of any intellectual property of the Challenge Entities other than as permitted by these Official Rules may constitute infringement of the rights of the Challenge Entities. The Challenge Entities’ intellectual property may not be modified, published, performed or transferred to anyone else, posted to any third-party Web sites, or used for any commercial purpose except to the extent permitted by applicable law.

16. GOVERNING LAW: Any and all disputes, claims and causes of action arising out of, or connected with, this Challenge (including without limitation, any alleged violation of these Official Rules, any controversy relating to the arbitrability of any dispute, or any claim that the Challenge (or any part thereof) is invalid, illegal or otherwise voidable (or void)) shall be resolved individually, without resort to any form of class action, and exclusively by arbitration to be held solely in Los Angeles, California under the auspices of the American Arbitration Association and pursuant to its Commercial Dispute Resolution Rules and Procedures; (b) any and all claims, judgments, liabilities and/or awards shall be limited to actual out-of-pocket costs incurred; and (c) under no circumstances will Entrants be permitted to obtain awards for, and Entrants hereby waive, all rights to claim, punitive, special, incidental and/or consequential damages and any other damages, other than out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. Judgment upon the arbitration award may be entered in any court having jurisdiction thereof. This arbitration provision shall be deemed to be self-executing, and in the event that either party fails to appear at any properly noticed arbitration proceeding, an award may be entered against such party notwithstanding said failure to appear. In no event shall an Entrant seek or be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of this Challenge.

All issues and questions concerning the construction, validity, interpretation and enforceability of this Challenge, or the rights and obligations of Entrants and Challenge Entities, shall be governed by, and construed in accordance with, the laws of the State of New York, U.S.A., without giving effect to any choice of law or conflict of law rules (whether of the State of New York or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of New York.

17. PRIVACY POLICY: The contact information received upon Submission will only be used as provided in Sponsor’s privacy policy. See Sponsor’s privacy policy at http://www.toyota.com/help/privacy.html for details regarding the personal information collected in connection with this Challenge. By entering the Challenge, you grant Sponsor permission to share your email address and any other personally identifiable information with the corresponding Challenge Entities solely for the purpose of challenge administration, judging and prize fulfillment. Sponsor will not sell, rent, transfer or otherwise disclose your personally identifiable information to any third party other than the corresponding Challenge Entities as described above herein.

18. WINNERS/OFFICIAL RULES: To obtain a copy of the Winner’s List or a copy of these Official Rules, send your request along with a stamped, self-addressed envelope to “Ideas for Good Challenge” Winners/Rules, 189 S. Orange Ave, Suite 1130A, Orlando, Florida 32801. Requests for the names of the winners must be received no later than June 1, 2011. Vermont residents may omit return postage.