NO PURCHASE OR OBLIGATION NECESSARY TO ENTER OR WIN. A PURCHASE OR PAYMENT OF ANY KIND WILL NOT INCREASE YOUR CHANCES OF WINNING.
The BRACKETOLOGY XD Build-A- Bracket Contest (the "Contest") begins on March 15, 2009 at 5 PM Eastern Standard Time ("PST") and ends at the official end of the Championship game of the 2009 NCAA Division I Men’s Basketball Tournament (the "Contest Period"). The Contest is sponsored by Top Shelf Media Partners, LLC, located at 3300 Marcus Avenue, Suite 3W10, Lake Success, New York, 11042 (“”Sponsor”). (Sponsor's clock will be the official time keeper for this Contest.) By entering and participating in the Contest, each entrant unconditionally accepts and agrees to comply with and abide by these Official Rules and the decisions of the Sponsor, which shall be final and binding in all respects.

1. ELIGIBILITY:

Only legal residents of the continental United States and the District of Columbia who are at least twenty-one (21) years of age at the time of entry and who have Internet access and an email account are eligible to enter the Contest. Sponsor, its official partners in the Contest and their respective parents, subsidiaries, affiliates, distributors, retailers, sales representatives, advertising and promotion agencies and each of their respective officers, directors and employees (collectively, the "Promotional Entities" and "Released Entities"), and immediate family and household members of such individuals, are ineligible to enter the Contest or win a prize. "Immediate family members" shall mean parents, step-parents, legal guardians, children, step-children, siblings, step-siblings, or spouses. "Household members" shall mean those people who share the same residence at least three months a year. VOID WHERE PROHIBITED BY LAW.

2. DESCRIPTION OF THE CONTEST:

This is a free skill-based competition based on the results of the 2009 Division I Men's College Basketball Tournament (the "Tournament"). There is no purchase necessary to participate or win. On March 15, 2009, the Tournament selection committee will seed the qualifying college basketball teams. Entrants will attempt to select the winning teams from all the tournament games. As described below, entrants will earn points by correctly predicting the winning teams of the Tournament games. The exact number of points awarded for each correct pick is set forth in the Scoring section below. The top five (5) scorers, as determined following the last Tournament game during the Contest Period (subject to verification), will win prizes as described in the Prizes section of these Official Rules.

Registered players may only make or change their predictions during two periods, the “Initial Selection Period” and the “Reset Period”, both as described in the following sentences. The “Initial Selection Period” runs from the naming of the 63 teams in the Tournament on March 15, 2009 until five (5) minutes prior to tip-off of the first scheduled game on Thursday, March 19, 2009. The “Reset Period” runs from the end of the last game on March 22, 2009 until five (5) minutes prior to tip-off of the first scheduled game on Thursday, March 26, 2009. During the Reset Period, registered players may change their selections for the remaining games in the Tournament. Contestants who make changes during the Reset Period will be eligible for all levels of prizes for the Contest, but will earn fewer points for winning selections than Contestants that did not make changes during the Reset Period. See the section “Scoring” below. Contestants who make changes during the Reset Period will automatically be eligible to vie for prizes in the Sixteen Sweet portion of the Contest as described below. See the sections “Scoring” and “Prizes” below.

3. HOW TO ENTER:

No purchase is necessary to enter the Contest. Eligible entrants must log into Sponsor's website at www.bracketologyXD.com (the "Website") and complete the Contest application during the Initial Period or the Reset Period. Once the application has been added, you may enter the Contest by selecting the winning teams of the 63 Tournament games. The last bracket you submit to Sponsor during the Initial Period or Reset Period is your only bracket eligible for a prize (for Contestants who use the Reset mechanism, the bracket submitted during the Initial Period and the bracket selected during the Reset Period together shall be eligible for a prize). Entries may be submitted during the Initial Period or Reset Period. As identified above, the Initial Period will end five (5) minutes prior to tip-off of the first scheduled game on Thursday, March 19, 2009. The Reset Period will end five (5) minutes prior to tip-off of the first scheduled game on Thursday, March 26, 2009. Any entry that is incomplete or late will be disqualified. All entries and requests become Sponsor's property and will not be returned or acknowledged.

4. MAKING PICKS:

After you add the application, you will have access to an on-line brackets page listing 63 of the 64 eligible Division 1 Men's College Basketball Tournament teams and their corresponding round one opponent. The 64th team will be determined by a play-in game on Tuesday, March 17, 2009, which will not be counted in this Contest. Prior to completion of that game, the 64th team will be listed on our brackets page as "TBD," and entrants are free to pick "TBD" in the first round if they want to submit picks before the play-in game is complete.)
Entrants must enter their projected winning teams of all 63 Tournament games, round by round. Beginning with round two, Sponsor or its agent will weigh predictions for each successive round more heavily than the previous round. Exact weights are detailed in the table below. Points will be awarded in rounds 1 through 5 by multiplying your number of correct predictions in each round by the weight assigned to that round. In round 6, you will receive a flat score as set forth below for choosing the winning team. You will receive an individual score for each of the six tournament rounds, and an overall score, which is the combined total of your individual round scores (the "Total Score").
To play, go to the Website and click on the link "Brackets" to show the Tournament bracket. Choose each team you think will win by clicking on that team's name. After you enter all of your selections, enter your prediction for the combined total score of the championship game (used as a tiebreaker) and click "Save Picks" to register your entry. If you do not submit your picks, your entry will not be valid.
Contestants who wish to change their picks during the Initial Period or Reset Period may go back and change a pick for games to be played in the coming rounds. Contestants will not be permitted change their picks for Tournament games already played. All changes must be made before the close of the Initial Period (no later than five (5) minutes before tip-off of the first scheduled game on Thursday, March 19, 2009) or Reset Period (no later than five (5) minutes before tip-off of the first scheduled game on Thursday, March 26, 2009). No selections or changes to picks will be allowed except during the Initial Period or Reset Period. See the section “Description of the Contest” above.

5. SCORING:

Contestants must select the winning team of each tournament game in order to earn points. Results of each round of the Contest will be published on the Website within twenty-four hours following the end of each round of the Tournament. Contestants will receive points based on the games scoring system described below. The contestant with the highest Total Score after the Championship Game currently scheduled for Monday, April 6, 2009 wins the Grand Prize (as defined below). The contestant with the second highest Total Score wins the Second Prize (as defined below). The contestant with the next highest score wins Third Prize.

Contestants who opt to change picks during the Reset Period shall be eligible to participate in the full Contest and in the Sixteen Sweet portion of the Contest (the “Sixteen Sweet Contest”) in which from the among contestants who reset their picks during the Reset Period, the contestant with the highest Total Score after the Championship Game wins the Sixteen Sweet Grand Prize (as defined below). The contestant with the second highest Total Score wins the Sixteen Sweet Second Prize (as defined below). The contestant with the next highest score wins the Sixteen Sweet Third Prize.
Points are earned based on the scoring system below.
Initial Selection Period Points Scale (APPLICABLE TO PLAYERS WHO REGISTER DURING THE INITIAL PERIOD AND WHO DO NOT RESET THEIR PICKS)
Round Points Received for Correctly choosing the winning team
1 (round of 64) 1
2 (round of 32) 2
3 (round of 16) 4
4 (round of 8) 8
5 (round of 4) 16
6 (championship) 32

SIXTEEN SWEET Points Scale (ONLY APPLICABLE TO PLAYERS WHO HAVE CHOSEN TO RESET THEIR PICKS FOR THE REMAINING GAMES DURING THE CONTEST). ALL POINTS EARNED DURING ROUNDS 1 AND 2, PLUS POINTS AS SET FORTH BELOW FOR ROUNDS 3 THROUGH 6.

Round Points Received for Correctly choosing the winning team
3 (round of 16) 2
4 (round of 8) 4
5 (round of 4) 8
6 (championship) 16

Tie Breakers
As a tie-breaker mechanism for players in the running to win a prize (whether in the Contest or the Sixteen Sweet Contest), the Contestant’s predictions of the final score of the Tournament Championship game will be used to break any such tie. In the Contest application, players will be required to predict the score of the Tournament Championship game. In the event of a tie, the Sponsor will refer back to the applications of the players in the running to win a prize and determine which player comes closest in predicting the final score of the Tournament Championship Game by taking calculating such scores as follows . For example, in the event that the final score of the Tournament Championship game is 75 to 60 (regardless of the identity of the teams playing or who the winner is), then to determine the player with the closest prediction to such final score, the Sponsor or the Sponsor’s representatives shall add the final scores of the teams in the Tournament Championship Game (60 +75=135), then the Sponsor shall deduct form such combined score, the difference between the winning team’s score and the losing team’s score (135-15=120)(the “Tie Breaker Score”). Then the Sponsor shall break any tie by awarding the prize to the Contestant whose prediction comes closest to the Tie Breaker Score by calculating a “tie breaker” score for each Contestant tied for a prize in the Contest. For example, in a situation where the Tie Breaker Score is 120, and where one contestant, Player A, predicts a final score of 55 to 51, Player A’s predicted score will be deemed to be a tie breaker score of 102 (adding the teams’ scores 55+51=106, then after deducting from the combined score, the spread between the winning team and losing team, 106-4=102). If another contestant, Player B, predicts a final score of 84 to 71, such player will be deemed to have predicted a score of 142 (based on the formula 84+71=155, 155-13=142). Player A with the score of 102, who is 18 points away from the Tie Breaker Score shall be the winner as between Player A and Player B, whose score of 142 is 22 points away from the Tie Breaker Score. In the event that there remains a tie, then the Sponsor shall select a winner based on which Contestant from among those with a tie score first registered for the Contest.

6. PRIZE AND ODDS OF WINNING:

For the overall Contest, there will be one (1) Grand Prize Winner, one (1) Second Prize Winner and one (1) Third Prize Winner for the highest scores of contestants in the Contest. For the Sixteen Sweet Contest, there will also be one (1) Reset First Prize Winner, one (1) Second Prize Winner and one (1) Third Prize Winner for the highest scores of contestants from among contestants who participated in the Sixteen Sweet portion of the contest. The eligible registered contestant with the highest "Total Score" for the Contest Period will be the Grand Prize Winner (subject to verification). The eligible registered contestants with the second and third highest "Total Scores" for the entire Contest will be the Second Prize winner and Third Prize winner, respectively (subject to verification). The eligible registered contestants with the first, second and third highest "Total Scores" for the Sixteen Sweet portion of the Contest will be the Reset First Prize Winner, the Reset Second Prize winner and Reset Third Prize winner, respectively (subject to verification).

Full Contest Prizes for three highest scores in the Contest

Grand Prize Winner (One (1)): A trip for 2 adults (over the age of 21) for 2 days and 2 nights in Las Vegas,
Nevada with accommodations at the world famous Palms Casino and Resort. The Grand Prize includes airfare from the continental 48 states to Las Vegas, transportation from the airport to the Palms, $400 gambling credit, 1 standard hotel room for 2 nights, and a 30 minute poolside meet and greet with Heather Vandeven at the Palms (ARV: $2,500.00).
Second Prize Winner (One (1)): Apple itouch (ARV: $500.00).
Third Prize Winner (One (1)): Apple Nano (ARV: $250.00).

Sixteen Sweet Prizes for the three highest scores in the Sixteen Sweet Contest
Sixteen Sweet First Prize Winner (One (1)): Apple Mac Air (ARV: $1799)

Sixteen Sweet Second Prize Winner (One (1)): Apple itouch (ARV: $250.00).
Sixteen Sweet Third Prize Winner (One (1)): Apple Nano (ARV: $150.00).
Winners acknowledge that the Sponsor and all other businesses concerned with this Contest and their agents do not make, nor are in any manner responsible for any warranty, representations, expressed or implied, in fact or in law, relative the quality, conditions, fitness or merchantability of any aspect of prize except that any merchandise prize shall be subject to its manufacturer's standard warranty.
Odds of winning a prize depend on the number of eligible entrants who enter the Contest during the Contest Period.
The Prizes will be delivered only to an address in the United States. The Prizes are non-assignable and non-transferable. No cash alternative or prize substitutions will be allowed. In the event there is a discrepancy or inconsistency between disclosures or other statements contained in any Contest promotional materials and the terms and conditions of these Official Rules, these Official Rules shall prevail and govern. The Prize winners shall be solely responsible for all federal, state and/or local taxes, and the reporting consequences thereof, and for any other fees or costs associated with the applicable prize. The Prize winners will be required to execute an Affidavit of Eligibility, a Liability Release and (where legal) a Publicity Release (collectively, "Prize Claim Documents"). Time is of the essence in awarding the Prizes. Accordingly, if a potential winner fails or refuses to sign and return all Prize Claim Documents within seventy-two (72) hours of prize notification (or a shorter time if required by exigencies at Sponsor's discretion), the potential winner may be disqualified and the next runner up may be selected as an alternate winner.

7. GENERAL PRIZE CONDITIONS:

Potential winners will be determined during the period following the end of the Tournament Championship Game until April 14, 2008 by the Sponsor under supervision of Sponsor's agent whose decisions are final and binding. Potential winners will be notified by email. Three (3) attempts will be made to contact each potential winner via email within a seventy two (72) hour period. If a potential winner fails to respond within the seventy two (72) hour period, or if the e-mail attempt is consistently returned as undeliverable, such potential winner will be disqualified and the next contestant with the next highest score winner will be notified. Contestants are responsible for notifying Sponsor of changes in e-mail addresses. When a potential winner's email and/or mailing addresses have been confirmed, he or she will be notified via email regarding his or her prize, and will be required to complete and return an Affidavit of Eligibility/Release of Liability and a Publicity Release where permissible ("Affidavit/Release") within seven (7) days of date specified on notification, or an alternate winner will be determined. Pre-paid Fed-Ex service will be provided with the Affidavit/Release. The contact (i.e., name, address, telephone number(s), and email address) information provided by each contestant during the entry process shall serve as the contact information of record in respect of all communication with the contestant. If any winner is not reachable at the address and/or phone number provided on entry or if a prize notification is returned as undeliverable or any non-compliance with these Official Rules, such winner will be disqualified and the corresponding prize will be awarded to an alternate winner. If required documents are not returned within such time period, the prize will be forfeited and the contestant with the next highest score will be deemed the alternate winner. Prizes will be awarded within 30 days after winner verification. Merchandise prizes are not redeemable for cash. Prizes are non-assignable or transferable. No substitution by winner is permitted. Sponsor reserves the right to substitute any merchandise prize with a prize of equal or greater value in the event offered prize is unavailable. Winners will be responsible for payment of all federal, state, provincial, local and income taxes associated with the awarding of their respective prizes. Any other incidental expenses on prize not specified herein are the sole responsibility of winner. All prize details are at Sponsor's sole discretion. Entry and acceptance of prize constitutes permission (except where prohibited by law) for Sponsor and its designees to use each winner's name, prize won, city and state of residence, photograph and likeness for purposes of advertising, Contest and publicity (including website posting) in any and all media now or hereafter known throughout the world in perpetuity, without additional compensation, notification or permission.

8. WINNER DETERMINATION AND NOTIFICATION:

Potential winners will be determined on or around April 14, 2009. Entrants agree that Sponsor has the sole right to decide all matters and disputes arising from this Contest and that all decisions of Sponsor are final and binding. The potential winner will be notified via email. Sponsor shall have no liability for any winner notification that is lost, intercepted or not received by the potential winners for any reason. If, despite reasonable efforts, a potential winner does not respond within seventy-two (72) hours of the first notification attempt (or a shorter time if required by exigencies), or if the prize or prize notification is returned as unclaimed or undeliverable to such potential winner, such potential winner will forfeit his or her prize and an alternate winner may be selected. If any potential winner is found to be ineligible, or if he/she has not complied with these Official Rules or declines the Prize for any reason prior to award, such potential winner will be disqualified and an alternate may be selected. Sponsor may successively attempt to contact up to two (2) potential winners in accordance with such procedure, and if there is still no confirmed winner of a prize after such attempts have been made, if any, the prize may be deemed forfeit and go un-awarded.

9. PUBLICITY RELEASE:

An entry in the Contest, except where prohibited by law, constitutes a grant of permission to the Sponsor or its designees to include the winners' names on the Website and in connection with a winners list without further notice or permission or without additional compensation. By entering, entrants agree: (1) to release and hold harmless Released Parties from liability, loss, injury or damage arising out of their participation in the Contest and with respect to their acceptance and use/misuse of any prize; (2) to be bound by these Official Rules; (3) that the decisions of the Sponsor are final and binding on all matters relating to the Contest; (4) to be contacted by the Sponsor via telephone, email or express mail regarding the Contest; and (5) to the use by Sponsor and its designees of winners' names, cities and states of residence, and likenesses for advertising and promotional purposes in any and all media now or hereafter known (including posting names online for winners list) worldwide in perpetuity without additional compensation, notification or permission, except where prohibited by law. All applicable federal, state and local laws and regulations apply.

10. GENERAL LIABILITY RELEASE/FORCE MAJEURE:

Entrants agree that the Promotion Entities (i) shall not be responsible or liable for any losses, damages or injuries of any kind resulting from participation in the Contest or any Contest-related activity, or from entrants' acceptance, receipt, possession and/or use or misuse of the prize(s), (ii) shall not be responsible for any incorrect or inaccurate information, whether caused by entrant, printing errors or by any of the equipment or programming associated with or utilized in the Contest, and (iii) have not made any warranty, representation or guarantee express or implied, in fact or in law, with respect to the Prizes, including, without limitation, to such prize's quality or fitness for a particular purpose. The Released Parties assume no responsibility for any damage to entrant's computer and/or computer system occasioned by accessing the Website or participating in the Contest, or for any computer system, phone line, hardware, software or program malfunctions, or other errors, failures, delayed computer transmissions or network connections, including, without limitation, those that are human or technical in nature. Without limiting the generality of the foregoing, the Released Parties are not responsible for lost, interrupted, inaccessible or unavailable networks, servers, satellites, Internet Service Providers, websites, or other connections; or for miscommunications, failed, jumbled, scrambled, delayed, or misdirected computer, telephone or cable transmissions; or for any technical malfunctions, failures, difficulties or other errors of any kind or nature; or for the incorrect or inaccurate capture of information, or the failure to capture any information. Sponsor reserves the right in its sole discretion to disqualify any individual who is found to be tampering with the participation process or the operation of the Contest or the Website, to be acting in violation of these Official Rules or of the Website terms of use, or to be acting in an unsportsman-like or disruptive manner, or with the intent to disrupt or undermine the legitimate operation of the Contest, or to annoy, abuse, threaten or harass any other person, and the Promotional Entities reserve the right to seek damages and other remedies from any such person to the fullest extent permitted by law. In the event Sponsor is prevented from awarding the Prizes or continuing with the Contest as contemplated herein by any event beyond its control, including, but not limited to, fire, flood, natural or man-made epidemic of health of other means, earthquake, explosion, labor dispute or strike, act of God or public enemy, satellite or equipment failure, riot or civil disturbance, terrorist threat or activity, war (declared or undeclared) or any federal state or local government law, order, or regulation, public health crisis (e.g. SARS), order of any court or jurisdiction, or other cause not reasonably within Sponsor's control (each a "Force Majeure" event or occurrence), then subject to any governmental approval which may be required, Sponsor shall have the right to modify, suspend, or terminate the Contest. These Official Rules cannot be modified or amended in any way except in a written document issued in accordance with law by a duly authorized representative of Sponsor. The invalidity or unenforceability of any provision of these 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 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. Sponsor's failure to enforce any term of these Official Rules shall not constitute a waiver of that provision.

11. DISPUTES

Except where prohibited by law, each entrant agrees that: (i) any and all disputes, claims and causes of action arising out of or connected with this Contest or any prize awarded shall be resolved individually, without resort to any form of class action, and exclusively in an arbitration proceeding conducted by and under the rules of JAMS, an independent, neutral alternative dispute resolution service. Any such arbitration proceeding shall occur in the Borough of Manhattan in the City of New York, NY. Entrants agree that any and all claims, judgments, and awards shall be limited to actual out-of-pocket costs incurred, but shall in no event include attorneys' fees. By entering the Contest, ENTRANT WAIVES ANY RIGHT TO HAVE A JURY PARTICIPATE IN RESOLVING ANY DISPUTE, whether sounding in contract, tort, or otherwise, arising out of, in connection with, related to, or incidental to, this Contest. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the entrant and Sponsor in connection with the Contest, shall be governed by, and construed in accordance with, the laws of the State of New York 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.

ANY ATTEMPT BY AN ENTRANT TO DELIBERATELY DAMAGE SPONSOR'S WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF ANY CONTEST MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK CIVIL AND/OR CRIMINAL PROSECUTION AND DAMAGES (INCLUDING ATTORNEYS' FEES) FROM ANY SUCH CONTESTANT TO THE FULLEST EXTENT OF THE LAW.

12. PRIVACY AND PERSONAL INFORMATION:

Information collected from entrants is subject to Sponsor’s Privacy Policy located at http://www.bracketologyxd. com. By entering the Contest, you grant Sponsor permission to share your personally identifiable information with the other Promotional Entities, for the purpose of administration and prize fulfillment. As a result, you may receive additional email communication from the Promotional Entities. All personal information regarding an entrant received by Sponsor will be handled in accord with Sponsor's Privacy Policy, located at http://www.bracketologyxd.com. The websites of Promotional Entities other than Sponsor are not under the control of Sponsor. Sponsor encourages all entrants to examine the privacy policies and/or terms of use policies of all Promotional Entities.

13. WINNERS LIST/OFFICIAL RULES:

To obtain a copy of the winners list, send a self-addressed stamped envelope to "BRACKETOLOGY XD Build-A- Bracket Contest Winners List, Top Shelf Media Partners, LLC, 3300 Marcus Avenue, Suite 3W10, Lake Success, New York, 11042. All such requests must be received no later than six (6) weeks after the announcement of the Prize Winners. These Official Rules will be posted on the Website during the Contest Period and throughout the term of the Contest, as well as for six (6) weeks after the announcement of the Grand Prize winner.

14. OPT-OUT:

If entrant does not wish to receive any further notices from Sponsor, send entrant's name and address to: ADMINISTRATOR@bracketologyxd.com or, by mail to Top Shelf Media Partners, LLC, 3300 Marcus Avenue, Suite 3W10, Lake Success, New York, 11042.

CONSUMER DISCLOSURE: NO PURCHASE OR OBLIGATION NECESSARY TO ENTER OR WIN. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING.

You have not yet won the Grand Prize. The actual odds of winning the Grand Prize will depend upon the total number of eligible entries received for the applicable drawing. All entries must be received by as indicated above to be eligible for the drawing. Contest ends at the end of the Tournament championship game on or about April 6, 2009. See Official Rules above for complete prize restrictions. Sponsored by Top Shelf Media Partners LLC, 3300 Marcus Avenue, Suite 3W10, Lake Success, New York, 11042.