CONTEST OFFICIAL RULES

NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE DOES NOT INCREASE THE CHANCE OF WINNING. FEDERAL, STATE, AND LOCAL LAWS AND REGULATIONS APPLY. VOID WHERE PROHIBITED BY ALL U.S. FEDERAL, STATE, LOCAL LAWS, CODES AND OTHER SIMILAR GOVERNING LAWS, RULES, REGULATIONS AND/OR ORDINANCES.

1. ELIGIBILITY. The Modcloth-Gunne Sax Contest (“Contest”), like any other 'giveaway,' is open only to those who sign up on the Modcloth-Gunne Sax Contest entry form and are eligible as of the entry date and remain eligible through the announcement of the winner. This is a crucial requirement to ensure fairness and adherence to the rules. The Contest is open only to legal residents of the United States (excluding residents of any jurisdiction where Contest would be prohibited by law) who meet the minimum age requirements applicable at the time of Contest registration and will be void where prohibited by law (Minimum age requirement is 18 unless local laws require a higher age). Employees, officers, directors, suppliers, agencies performing advertising, promotional, fulfillment, and marketing, their immediate families, and those living in the same household of each are not eligible to participate in the Contest.

1. AGREEMENT. BY PARTICIPATING IN THIS Contest, YOU AGREE TO THE APPLICABLE OFFICIAL RULES, THAT YOU MEET THE ELIGIBILITY REQUIREMENTS, AND YOU AGREE TO ACCEPT THE DECISIONS OF MODCLOTH, WHOSE DECISION IS FINAL AND BINDING IN ALL RESPECTS. BY PARTICIPATING IN THE Contest AS AN ENTRANT ("ENTRANT" OR "YOU"). YOU ALSO (I) AGREE TO BE FULLY AND UNCONDITIONALLY BOUND BY THE APPLICABLE OFFICIAL RULES, (II) WAIVE ANY RIGHT TO CLAIM AMBIGUITY IN THIS Contest AND/OR THE APPLICABLE OFFICIAL RULES AND (III) FURTHER AGREE TO BE BOUND BY MODCLOTH’S DECISIONS AND INTERPRETATION OF ANY OFFICIAL RULES. ALL DATA REQUESTED AT REGISTRATION, PRIZE FULFILLMENT, OR ANY OTHER TIME IN CONNECTION WITH THIS Contest MUST BE ACCURATE. IF INACCURATE INFORMATION IS SUPPLIED, IT WILL RESULT IN YOUR DISQUALIFICATION FROM THE Contest AND PREVENT THE AWARDING OF ANY PRIZE THAT YOU MAY HAVE WON.

1. HOW TO ENTER. Entering in the Contest is a straightforward process. You must submit an entry using the online form provided or as otherwise noted. The entry must fulfill Contest requirements, as specified, to be eligible to win the prize. Entries that are incomplete or do not adhere to the rules or specifications may be disqualified at Modcloth's sole discretion. You may enter only once and must fill in the requested information. You may not enter more times than indicated by using multiple email addresses, identities, or devices in an attempt to circumvent the rules. If you use fraudulent methods or otherwise attempt to circumvent the rules, your submission may be removed from eligibility at Modcloth's sole discretion. To enter the current Contest, click here.

1. PRIZE. AN ALL EXPENSES PAID TRIP TO GUNNE SAX VILLA IN SAN FRANCISCO, CALIFORNIA. The prize is nontransferable. Any and all prize-related expenses, including, without limitation, any and all federal, state, and/or local taxes, shall be the sole responsibility of the winner. No substitution of prizes or transfer/assignment of prizes to others or request may be made for the cash equivalent. Modcloth may request a winner's name, likeness, and entry for purposes of advertising and trade without further compensation unless prohibited by law.

Prizes will be provided in accordance with these Official Rules. An Entrant is not a winner of any prize unless and until the Entrant's eligibility and the potential Contest winner have been verified and the Entrant has been notified that verification is complete. The potential winner must comply with all terms and conditions of these Official Rules, and winning is contingent upon fulfilling all requirements.

1. ODDS. The odds of winning depend on the number of eligible entries received.

1. WINNER SELECTION AND NOTIFICATION. The Contest winner will be selected in accordance with the Official Rules. Ten finalists will be selected based on the creativity and originality of their posts for the fifteen (15) days leading up to the Contest’s closing date. One (1) finalist will be randomly selected to determine the ultimate winner. The winner will be notified via email to the email address entered in the Contest following the winner's selection. Modcloth shall have no liability for a winner's failure to receive notices due to the winner's spam, junk e-mail, or other security settings or for the winner's provision of incorrect or otherwise non-functioning contact information. If the selected winner cannot be contacted, is ineligible, fails to claim the prize within Fifteen (15) days from the time award notification was sent, or fails to timely return a completed and executed declaration and release as required, the prize may be forfeited and an alternate winner selected.

The winner's receipt of the prize offered in this Contest is conditioned upon compliance with any and all federal and state laws and regulations. ANY VIOLATION OF THESE OFFICIAL RULES BY ANY WINNER WILL RESULT IN SUCH WINNER'S DISQUALIFICATION AS WINNER OF THE Contest, AND ALL PRIVILEGES AS WINNER WILL BE IMMEDIATELY TERMINATED.

1. RIGHTS GRANTED. By entering into the Contest, you understand that Modcloth, or their respective licensees, successors, and assigns will have the right, where permitted by law, without any further notice, review or consent to print, publish, broadcast, distribute, and use, worldwide in any media, now known or hereafter in perpetuity and throughout the World, your entry, including, without limitation, the entry and winner's name, portrait, picture, voice likeness, image or statements about the Contest, and biographical information as news, publicity or information and for trade, advertising, public relations and promotional purposes without any further compensation.

1. TERMS

1. Modcloth reserves the right, in its sole discretion, to cancel, terminate, modify, or suspend the Contest should a virus, bugs, non-authorized human intervention, fraud, or other causes beyond their control corrupt or affect the administration, security, fairness, or proper conduct of the Contest. Modcloth reserves the right, at its sole discretion, to disqualify any individual who tampers with or attempts to tamper with the entry process or the operation of Contest or website or violates the applicable terms and conditions. Modcloth reserves the right, in its sole discretion, to void the entries at issue and/or terminate any Contest and conduct a random drawing to award the Prize using all eligible entries received as of the termination date.

1. Modcloth has the right, in its sole discretion, to maintain the integrity of the Contest and to void votes for any reason, including, but not limited to, multiple entries from the same user from different IP addresses, multiple entries from the same computer in excess of that allowed by Contest rules, or the use of bots, macros, scripts, or other technical means for entering.

1. c. Any attempt by an entrant to deliberately damage any website or undermine the legitimate operation of the Contest may be a violation of criminal and civil laws. Should such an attempt be made, Modcloth reserves the right to seek damages from any such person to the fullest extent permitted by law.

1. Modcloth reserves the right, in its sole discretion, to disqualify any individual it finds to be tampering with the entry process or the operation of the Contest, acting in violation of the Official Rules or any other promotion, or in an unsportsmanlike or disruptive manner, and to take any further action to the fullest extent permitted by law. Modcloth's failure to enforce any term of these Official Rules shall not constitute a waiver of that provision.

1. By entering the Contest, you agree to receive Modcloth's email newsletters periodically. You can opt out of receiving this communication at any time by clicking the unsubscribe link in the newsletter.

1. LIMITATION OF LIABILITY

1. By entering into the Contest, you agree to release and hold harmless Modcloth and Gunne Sax and their respective subsidiaries, affiliates, advertising and promotion agencies, partners, representatives, agents, successors, assigns, employees, officers and directors from any liability, illness, injury, death, loss, litigation, claim or damage that may occur, directly or indirectly, whether caused by negligence or not, from (i) such entrant's participation in the Contest and/or his/her/they/them acceptance, possession, use or misuse of any prize or any portion thereof, (ii) technical failures of any kind, including, but not limited to, the malfunctioning of any computer, cable, network, hardware or software; (iii) the unavailability or inaccessibility of any transmissions or telephone or Internet service; (iv) unauthorized human intervention in any part of the entry process or the promotion; (v) electronic or human error that may occur in the administration of the Contest.

1. IN THE EVENT THAT THE TERMS OF THIS AGREEMENT ARE DETERMINED BY A COURT OF COMPETENT JURISDICTION TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THE ENTRANT AGREES THAT, BY ENTERING THE Contest, (I) ANY AND ALL DISPUTES, CLAIMS, AND CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH THE Contest, OR ANY PRIZES AWARDED, SHALL BE RESOLVED INDIVIDUALLY WITHOUT RESORT TO ANY FORM OF CLASS ACTION; (II) ANY CLAIMS, JUDGMENTS, AND AWARDS SHALL BE LIMITED TO ACTUAL OUT-OF-POCKET COSTS INCURRED, INCLUDING COSTS ASSOCIATED WITH ENTERING THE Contest, BUT IN NO EVENT ATTORNEY'S FEES; AND (III) UNDER NO CIRCUMSTANCES WILL ANY ENTRANT BE PERMITTED TO OBTAIN ANY AWARD FOR, AND ENTRANT HEREBY WAIVES ALL RIGHTS TO CLAIM, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES AND ANY AND ALL RIGHTS TO HAVE DAMAGES MULTIPLIED OR OTHERWISE INCREASED AND ANY OTHER DAMAGES, OTHER THAN DAMAGES FOR ACTUAL OUT-OF-POCKET EXPENSES. ANY CLAIM OR DISPUTE AGAINST MODCLOTH CONCERNING THE DRAWING MUST BE BROUGHT WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ARISES.

1. Winners will be solely responsible for any costs associated with receipt of any prize, including, but not limited to, all federal, state, and local taxes. Winners will also be responsible for any and all taxes or fees relating to participation in any Contest or use and/or redemption of any prizes. Modcloth, their employees, trustees/directors, officers, agents, representatives, and/or assigns will not be liable for any loss, injury, or damage to persons, property, or otherwise in connection with or relating to any prize or any Contest. Modcloth will not replace a lost or stolen prize once it has been issued to the winner(s).

1. By participating in these Contest and/or accepting a prize, any winner agrees to release and hold harmless Modcloth, their respective employees, trustees/directors, officers, agents, representatives, investors, assigns, and/or Modcloth for any and all liability, or damage, for any injuries, loss, damage of any kind to person, including death, and property, arising in whole or in part, directly or indirectly by participation in any Contest or use or redemption of any prize, or awarding, receipt, possession, use and/or misuse of any prize awarded herein and acknowledges that Modcloth and their respective employees and agents have neither made nor are in any manner responsible or liable for warranty, representation or guarantee, express or implied, in fact, or and law, relative to any prize, including, but not limited to, their quality, mechanical condition or fitness for a particular purpose.

1. Modcloth has the right to use any information you provide for business purposes in compliance with all applicable data protection and privacy laws. Modcloth will not be responsible for any confidential or proprietary information from you unless such information is provided under a separate confidentiality agreement.

1. By participating in any Contest, You agree to be bound by these rules and regulations and decisions made by Modcloth and other applicable terms and conditions. Modcloth, their employees, directors, officers, agents, representatives, investors, assigns, and/or Modcloth is not responsible for any typographical or other error in any Contest material or offer, in the administration of the Contest, or in the announcement of the prizes. Additionally, Modcloth will not be responsible for any human error, lost/delayed data transmission or omission, interruption, deletion, problems, or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software or injury or damage to any computer related to or resulting from participation or downloading any materials in any Contest.

1. PRIVACY. Modcloth will not share, sell, rent, or release your personally identifiable information to others unless required by law. Modcloth will utilize the information provided for its own marketing and other business purposes. Modcloth will not share the information with others for any reason except when required by law.

1. TAX INFORMATION. All federal, state, local, and other taxes on any prize are the sole responsibility of the applicable winner. All prize winners are solely responsible for paying and reporting, as and when required by law, all income taxes and other taxes and expenses attributable to any prize, whether or not Modcloth makes any withholding for taxes from the amount, and each winner authorizes Modcloth to withhold from any prize any and all amounts to be withheld by applicable law and shall indemnify, defend, protect and hold harmless Modcloth against all claims relating to such taxes and expenses.

1. GENERAL. The Contest is conducted in English (which will be given their everyday ordinary meaning). Any disputes that cannot be resolved between the parties within thirty (30) days of the commencement of negotiations between the parties and causes of action arising out of connection with any Contest will be resolved through non-binding mediation. The parties shall select a neutral third party to administer the mediation. The mediation will be conducted in accordance with the American Arbitration Association Rules addressing mediation. If the dispute is not resolved through mediation within a reasonable time period, not to exceed sixty (60) days, as hereinabove provided or otherwise by agreement, the dispute shall be finally settled by binding Arbitration. The Arbitration will be conducted expeditiously in accordance with the American Arbitration Commercial Arbitration Rules at a mutually agreeable location. Any award rendered in arbitration shall be limited to those remedies available to any appropriate court of competent jurisdiction in the State of California, exclusively and subject to the laws of the State of California, including awarding attorneys' fees and costs of the legal proceeding to the prevailing party. The award rendered through arbitration shall be final and binding upon the parties, and judgment thereon may be entered in any court of competent jurisdiction for execution.