TEAM BEACHBODY 2014 ELITE 10 & 2014 TOP COACH OF THE YEAR CHALLENGE

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1 TEAM BEACHBODY 2014 ELITE 10 & 2014 TOP COACH OF THE YEAR CHALLENGE OFFICIAL RULES SPONSORED BY: BEACHBODY, LLC 1. Challenge Description: Team Beachbody invites all Qualified 2014 Elite Coaches to earn Elite Points to qualify to attend the 2015 Elite 10 Adventure. Also, the top overall Elite Point earning Coach in 2014 as determined by Team Beachbody in its discretion will receive the title of 2014 Top Coach of the Year and receive rewards and recognition at the 2015 Coach Summit! The Challenge (defined below) relates in part to the Team Beachbody Elite Challenge For information on how to earn Elite Points and Elite qualifications, please see the Team Beachbody Elite Challenge 2014 Official Rules ( Elite Challenge Rules ) available through the Coach Online Office on For information on how to earn Success Club Points and achieve Success Club 5 and Success Club 10 Qualifications, please see the Team Beachbody Success Club Points Challenge Official Rules ( Success Club Rules ) also available through the Coach Online Office on 2. Challenge Period: The Team Beachbody 2014 Elite 10 and 2014 Top Coach of the Year Challenge ( Challenge ) begins on January 1, 2014, at 12:00 AM Eastern Time ("ET"), and ends on December 31, 2014, at 11:59 PM ET ( Challenge Period ). Beachbody, LLC s ( Team Beachbody ) computer is the official time-keeping device for the Challenge Period. 3. Coach Qualifications: To participate in the Challenge and be eligible to qualify for rewards, you must be deemed a 2014 Elite Coach as set forth in the Elite Challenge Rules and as verified by Team Beachbody, and current with all Coach Business Service Fees, in good standing, and in compliance with the Independent Team Beachbody Coach Policies and Procedures at all times during the Challenge Period, at the time any reward is awarded, and at the time of the 2015 Elite 10 Adventure and 2015 Coach Summit ( Qualified 2014 Elite Coach ). How to Earn Qualifications Elite 10 and 2014 Top Coach of the Year Challenge Qualifications: (a) 2014 Elite 10 Challenge Qualifications: Subject to the terms, conditions and limitations herein, and verification by Team Beachbody, in order to meet the 2014 Elite 10 Challenge Qualifications, you must be: (i) a Qualified 2014 Elite Coach; and (ii) one (1) of the top ten (10) overall Elite Point earners among all Qualified 2014 Elite Coaches during the Challenge Period. (b) 2014 Top Coach of the Year Challenge Qualifications: Subject to the terms, conditions and limitations herein, and verification by Team Beachbody, in order to meet the 2014 Top Coach of the Year Challenge Qualifications, you must be: 1

2 (i) a Qualified 2014 Elite Coach; and (ii) the top overall Elite Point earning Qualified 2014 Elite Coach among all Qualified 2014 Elite Coaches during the Challenge Period. (c) Limitations/Exclusions: Elite Points that you may earn through Advancement Team Volume Points (as set forth in Section 4(a) of the Elite Challenge Rules) do not count towards 2014 Elite 10 Challenge Qualifications or 2014 Top Coach of the Year Challenge Qualifications. However, Elite Points that you may earn through Personal Volume from new Personally Sponsored Coaches and Success Club 5 or Success Club 10 Qualifications by Personally Sponsored Coaches (as set forth in Sections 4(b) and 4(c), respectively, of the Elite Challenge Rules) will count towards 2014 Elite 10 Challenge Qualifications and 2014 Top Coach of the Year Challenge Qualifications. 5. Challenge Rewards: Challenge Rewards (a) 2015 Elite 10 Adventure Reward: Subject to the terms, conditions and limitations herein, and verification by Team Beachbody, if you qualify for the 2014 Elite 10 Challenge in Section 4 above, you will receive a reward consisting of a trip to the 2015 Elite 10 Adventure for you and one (1) companion. The reward for the 2015 Elite 10 Adventure includes roundtrip airfare, lodging, meals, ground transportation (while in the destination cities), and certain other activities Team Beachbody may provide. Approximate retail value: $24, Elite 10 Adventure: The 2015 Elite 10 Adventure is tentatively set to take place in Team Beachbody will announce the location, date and other information for the 2015 Elite 10 Adventure in or around June Approximate retail value: $27,000 (b) 2014 Top Coach of the Year Challenge Reward: Subject to the terms, conditions and limitations herein, and verification by Team Beachbody, if you qualify for the 2014 Top Coach of the Year Challenge in Section 4 above, you will receive a reward consisting of: (i) The title of 2014 Top Coach of the Year and the Beachbody Top Coach of the Year Champion Belt. (ii) Ten (10) general admission tickets and ten (10) VIP floor passes to certain general session events during the 2015 Coach Summit. Team Beachbody will announce the dates, location and other information for the 2015 Coach Summit once they become available ( 2015 Coach Summit ). (iii) Four (4) nights lodging in one (1) VIP suite at a hotel determined by Team Beachbody in its discretion during the 2015 Coach Summit. (iv) Two (2) roundtrip first class airline tickets for you and one (1) companion to the location of the 2015 Coach Summit (please see the specific Airfare Conditions in Section 7 below). (v) Onstage recognition at the 2015 Coach Summit. (vi) Two (2) VIP seats to certain events during the 2015 Leadership Retreat. Team Beachbody will announce the dates, location and other information for the 2015 Leadership Retreat once they become available. Approximate retail value: $8,000 2

3 Events: The 2015 Coach Summit, 2015 Leadership Retreat and the 2015 Elite 10 Adventure are each referred to in these Official Rules as an Event, and collectively, Events. Preconditions/Requirements to Receive Rewards: Before you receive any rewards which include attendance and/or an invitation to an Event, you must (as applicable) register, pay for and attend the Event, and comply at all times with any terms and conditions of Team Beachbody and relating to the particular Event. For example, in order to receive the 2015 Elite 10 Adventure Reward (including any airline tickets, lodging, meals and all other rewards included therein), you must properly register for and attend the 2015 Elite 10 Adventure, and comply at all times with any terms and conditions of Team Beachbody and the 2015 Elite 10 Adventure. Also, for example, in order to receive any of the 2014 Top Coach of the Year Rewards (including any general admission and VIP floor passes, lodging, airline tickets, onstage recognition and other rewards included therein), you must properly register for and attend the 2015 Coach Summit, and comply at all times with any terms and conditions of Team Beachbody and the 2015 Coach Summit. 6. Challenge Calculation and Decision: As set forth in the Elite Challenge Rules, preliminary evaluation of Elite Points and qualifications to be deemed a 2014 Elite Coach will be held in or around January 2015, and may be posted by Team Beachbody on leader boards on TeamBeachbody.com, in Team Beachbody s discretion. Potential winners of the 2015 Elite 10 Adventure Reward and 2014 Top Coach of the Year Reward will be notified in or around January 2015 on However, final winners will not be determined until on or around February 28, 2015 to ensure that each potential winner s Elite Challenge Qualifications do not change for any reason, including due to any deduction of Elite Points, Success Club Points, Personal Volume or Advancement Team Volume, whether due to returned product (including for any products returned through February 28, 2015) or as otherwise set forth herein, in the Elite Challenge Rules, or in the Success Club Rules. Potential winners and his/her companion will be required to sign and return to Team Beachbody, within seven (7) days of notice or attempted notice, an affidavit of eligibility and liability/publicity release and waiver, in order to claim his/her reward. If a potential winner or his/her companion fails to sign and return an affidavit of eligibility and liability/publicity release and waiver within the stated time period, the reward will be forfeited or awarded to an alternate, in Team Beachbody s discretion. Note: When calculating qualifications for Qualified 2014 Elite Coaches with more than one (1) Beachbody Coach Business Center, all activity that occurs from various business centers will be aggregated and reflected in the Qualified 2014 Elite Coach s primary business center for purposes of determining Challenge Qualifications set forth herein. Only primary Beachbody Coach Business Centers are eligible to receive the Challenge rewards set forth herein; Beachbody Coach Business Centers outside of the primary are not eligible to receive any rewards. Ties: In the event of a tie in either the 2014 Elite 10 Challenge Qualifications or the 2014 Top Coach of the Year Qualifications, the potential winner will be selected based on the highest overall Elite Points earned through Advancement Team Volume Points during the Challenge Period, as set forth in Section 4(a) of the Elite Challenge Rules. If ties remain, the potential winner will be selected based on the highest overall Advancement Team Volume Points earned during the Challenge Period. 7. Additional Elite Reward Conditions. Challenge rewards will be awarded to potential winning Qualified 2014 Elite Coaches following verification by Team Beachbody in its sole discretion of all requirements and qualifications in these Official Rules (including verification of Elite Points, Success Club Points and Success Club 5 and Success Club 10 Qualifications), and provided that such potential winning Qualified 2014 Elite Coaches meet the definition of Qualified 2014 Elite Coach and all other terms and conditions herein. Once verified by Team Beachbody, Team Beachbody will assist all potential winners with reserving all rewards for which travel is required. As stated above, in order to receive any rewards which include your attendance and/or an invitation to an Event, you must properly register, pay for and attend the Event, and comply at all times with all terms and conditions of Team Beachbody and relating to the particular Event. 3

4 Airfare Conditions: For winners of the 2015 Elite 10 Adventure, the reward of roundtrip airfare will depart from the gateway airport near the winner s place of actual residence to an airport near the destination city, in Team Beachbody s sole discretion. For the winner of the 2014 Top Coach of the Year: if the winner lives within the 48 contiguous United States, the reward of roundtrip airfare will depart from the gateway airport near the winner s place of actual residence to an airport near the destination city of the 2015 Coach Summit, in Team Beachbody s sole discretion; if the winner lives outside the 48 contiguous United States, the winner may receive $1,500 for each of the winner and one (1) companion in lieu of roundtrip airfare, in Team Beachbody s sole discretion. Team Beachbody reserves the right to determine the airline and airport of return, as well as to elect to pay mileage for the winner and his/her companion who live within 200 miles of the destination. The rewards will also include ground transportation to and from the airport in the destination city and the hotels in the destination city, as applicable, and as provided by Team Beachbody. Potential winners and his/her companion must be available on dates of travel and, if applicable, have a valid passport at the time of travel, or the reward will be forfeited and awarded to an alternate, in Team Beachbody s sole discretion. Expenses, costs or fees that are not otherwise expressly stated above, including any and all applicable travel, incidental costs, lodging and room costs (i.e., room service, mini bar charges, dry cleaning, etc.), planning and/or other expenses, taxes, fees, insurance premiums or other costs arising from or related to the reward or any alternative or extended travel plans are not included and are the sole responsibility of each winner and his/her companion. Rewards are not transferable. No reward substitutions are allowed except at the sole discretion of Team Beachbody, who reserves the right to substitute a reward of equal or similar value. Any and all local, state, or federal taxes are the sole responsibility of each winner. Unless expressly stated otherwise by Team Beachbody in writing, rewards may not be combined with any other challenge, promotion reward, incentive, contest or other offer. 8. Who Can Enter: The Challenge is open to Qualified 2014 Elite Coaches who are legal residents of the United States (including its territories) and Canada, who are at least 18 years old, or the age of majority in their legal state (or territory) of residence, and who hold a valid government issued passport as of the date of travel. Employees of Team Beachbody and their parent and affiliate companies as well as the immediate family (spouse, parents, siblings, and children) and household members of each such employee are not eligible. 9. Publicity: Except where prohibited, participation in the Challenge constitutes each Qualified 2014 Elite Coach s consent to Team Beachbody s and its agents use of any information, video, or testimonial of or provided by you before, during and/or after your receipt of any prize, including without limitation such person s name, image, likeness, photograph, voice, opinions, and/or hometown, state, and any biographical information for promotional purposes in any media, worldwide, without further payment, consideration or attribution to you. In addition to all other terms and conditions herein, as an express condition to acceptance of any reward, each potential winner recognizes that he/she may be required to provide an on-camera interview to take place before, during or after the Events. 10. Release: I UNDERSTAND, ACKNOWLEDGE AND AGREE THAT THE EVENTS FOR WHICH I MAY RECEIVE A REWARD AND MY PARTICIPATION IN ANY ACTIVITIES BEFORE, DURING AND AFTER SUCH EVENTS (INCLUDING WITHOUT LIMITATION PARTICIPATION IN ANY EXERCISE, WORKOUTS OR OTHER PHYSICAL ACTIVITY, TRIPS, SPORTS, BICYCLING, DANCING, AND CONSUMPTION OF MEALS AND ALCOHOL) (COLLECTIVELY, ACTIVITIES ) MAY HAVE POTENTIALLY SIGNIFICANT AND INHERENT RISKS AND DANGERS THAT NO AMOUNT OF CARE, CAUTION, INSTRUCTION, OR EXPERTISE CAN ELIMINATE. I HEREBY ACKNOWLEDGE AND WILLINGLY, EXPRESSLY AND VOLUNTARILY ASSUME ALL THESE RISKS WHICH MAY RANGE FROM MINOR INJURIES (SUCH AS NAUSEA, CUTS AND BRUISES) TO SEVERE PERSONAL AND/OR BODILY INJURY (SUCH AS SPRAINS, BROKEN BONES, CRIMES, ALCOHOL POISONING AND HEART ATTACK), DEATH OR DAMAGE TO OR LOSS OF PROPERTY OR PRIVACY, AND ANY RESULTING DAMAGES OR EXPENSES. I AGREE THAT I WILL NOT PARTICIPATE OR BE INVOLVED IN THE ACTIVITIES UNLESS I AM IN THE PROPER PHYSICAL CONDITION (INCLUDING 4

5 BY OBTAINING PROPER ADVICE FROM MY MEDICAL PROVIDER IF APPLICABLE) AND WILL IMMEDIATELY STOP ANY ACTIVITY IF I FEEL PAIN, DIZZINESS OR OTHER DISCOMFORT. BY PARTICIPATING IN THE CHALLENGE OR ANY EVENT FOR WHICH I MAY RECEIVE A REWARD IN ANY WAY, TAKING PART IN ANY ACTIVITIES, OR ACCEPTING ANY REWARD THAT MAY BE AWARDED, YOU AGREE TO RELEASE AND HOLD HARMLESS BEACHBODY, LLC, TEAM BEACHBODY AND THEIR RESPECTIVE PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, SUPPLIERS, DISTRIBUTORS, ADVERTISING/PROMOTION AGENCIES, AND REWARD SUPPLIERS, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS (COLLECTIVELY, THE RELEASED PARTIES ) FROM AND AGAINST ANY CLAIM OR CAUSE OF ACTION, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, DEATH, OR DAMAGE TO OR LOSS OF PROPERTY OR PRIVACY ARISING OUT OF PARTICIPATION IN THE CHALLENGE, ACTIVITIES, RECEIPT OR USE OR MISUSE OF ANY REWARD THAT MAY BE AWARDED, OR ANY PUBLICITY ARISING OUT OF THE CHALLENGE OR ANY OF THE EVENTS FOR WHICH I MAY RECEIVE A REWARD. 11. General Conditions: Subject to all applicable federal, state, and local laws and regulations. Void where prohibited by law. By taking or participating in the Challenge, you confirm your full and unconditional agreement to these Official Rules and Team Beachbody s decisions, which are final and binding in all matters related to the Challenge. Achieving or accepting any reward that may be awarded in the Challenge is contingent upon fulfilling all requirements herein, and tax, regulatory, and legal obligations (including completion of any forms required in connection therewith) and any other requirements set forth in these Official Rules, which shall all be at your sole obligation. Team Beachbody reserves the right to cancel, suspend, and/or modify the Challenge or Events, or any part thereof for any reason, including due to force majeure (including act of terror or war), or if any fraud, technical failure, or any other factor beyond Team Beachbody s reasonable control impairs the integrity or proper functioning of the Challenge in any manner, or for any reason related to the administration of a Challenge, as determined by Team Beachbody in its sole discretion. Team Beachbody reserves the right in its sole discretion to disqualify any individual it finds to be tampering with the entry process or the operation of any Challenge or to be acting in violation of these Official Rules, Team Beachbody Coach Policies and Procedures, or any other Team Beachbody promotion or in an unsportsmanlike or disruptive manner. Team Beachbody s failure to enforce any term of these Official Rules shall not constitute a waiver of that provision or any other provision herein. 12. Limitations of Liability: The Released Parties are not responsible for: (1) any incorrect or inaccurate information, whether caused by you, printing errors, or by any of the equipment or programming associated with or utilized in the Challenge; (2) technical failures of any kind, including, but not limited to, malfunctions, interruptions, or disconnections in phone lines, cable connections, or network hardware or software; (3) technical or human error which may occur in the administration of the Challenge or the processing of Elite Points or Success Club Points, reward notification, and/or winner confirmation; (4) any lost, late, delayed, corrupted, undelivered, or undeliverable Challenge communications or reward notification; (5) any cancellation, suspension or modification of the Challenge or the Events; or (6) any injury or damage to persons or property which may be caused, directly or indirectly, in whole or in part, from your participation in any Challenge, attendance at the Events or receipt or use or misuse of any reward that may be awarded. If for any reason your Elite Points and/or Success Club Points are confirmed to have been erroneously deleted, lost, or otherwise destroyed or corrupted, your sole remedy is to earn additional Elite Points and/or Success Club Points during the Challenge Period, provided that if it is not possible to earn additional Elite Points and/or Success Club Points for any reason, including due to discontinuance of the Challenge, none shall be awarded. 13. Disputes: All issues and questions concerning the construction, validity, interpretation, and enforceability of these Official Rules, or the rights and obligations of you and Team Beachbody in connection with the Challenge, shall be governed by, and construed in accordance with, the laws of the State of California, U.S.A., and resolved in California courts, without giving effect to any choice of law or conflict of law rules (whether of the State of California or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of California. You and Team Beachbody each agree that any action relating to these Official Rules or the rights and obligations of you and Team 5

6 Beachbody in connection with the Challenge shall exclusively be brought in Los Angeles County, California, and each party irrevocably consents to the jurisdiction of the State and Federal courts located in Los Angeles, California. You and Team Beachbody each expressly waive any objection that it may have based on improper venue or forum non conveniens to the conduct of any such suit or action in any such court. Except where prohibited, all Challenge participants or reward awardees hereby agree that any claims, disputes, or actions of any kind shall be resolved individually, without resort to any form of class action, and waive all rights to claim indirect, punitive, incidental, or consequential damages, and/or multipliers of damages, and any other damages, other than for actual out-of-pocket expenses incurred as the result of participation in the Challenge or acceptance of any reward that may be awarded. The parties each hereby agree to waive their respective rights to a jury trial of any claim or cause of action related to or arising out of the Challenge. The scope of the waiver is intended to be all-encompassing of any and all disputes that may be filed in any court and that relate to any Challenge, including without limitation, contract claims, tort claims, breach of duty claims, and all other common law, regulatory, and statutory claims. In the event of litigation, these Official Rules may be filed as written consent to a trial by court. If any part of these Official Rules is declared invalid or unenforceable by a court of competent jurisdiction, it shall not affect the validity of the balance of these Official Rules. 14. Privacy Policy: All participants are subject to Team Beachbody s Privacy Policy which may be accessed through the bottom of or otherwise posted and updated on Team Beachbody s website. 15. Challenge Winners List and Rules: For a list of winners and/or a copy of these Official Rules, send a hand-printed, self-addressed, stamped envelope to Team Beachbody 2014 Elite 10 & 2014 Top Coach of the Year Challenge at 3301 Exposition Blvd., Third Floor, Santa Monica, California Winner list requests must be received by June 30, Beachbody, LLC. ALL RIGHTS RESERVED. 6

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