JCPenney Get that Look Challenge

Official Voting Rules

These are the official terms and conditions for voting for “JCPenney Get That Look Challenge ” (“Official Voting Rules”). These Official Voting Rules are incorporated by reference into style.mtv.com’s Terms of Use Agreement.

1. ELIGIBILITY

At the time of voting, voter must be a legal U.S. resident and cannot be an employee, agent or representative of JCP Media LP (“JCP”), MTV Networks, a division of Viacom International Inc. (“MTVN”), Viacom Inc., or any of their respective parent companies, affiliate or related companies.

2. HOW TO VOTE

Submit your entrant preference during the applicable Voting Period by clicking the button adjacent to or below the entrant’s name, then follow the instructions to complete the voting process. Online entries may be subject to standard internet connection fees. A day is defined as 12:00:01 AM (ET) to 11:59:59 PM (ET) of the same day.

3. VOTING PERIODS

Commencing on July 21, 2008 and ending on August 17, 2008, based on the schedule below (the “Online Voting Periods”), viewers may vote. The Online Voting Periods will begin at 12:00:01 AM (ET), except for Voting Period 1 which will begin at 10:00:01 AM (ET), and all Online Voting Periods end on 11:59:59 PM (ET) on the following days:

Voting Period 1 - To select the top five (5) winners for Week
July 21, 2008 – July 27, 2008

Voting Period 2 - To select the top five (5) winners for Week 2
July 28, 2008 – August 3, 2008

Voting Period 3 - To select the top five (5) winners for Week 3
August 4, 2008 – August 10, 2008

Voting Period 4 - To select the top five (5) winners for Week 4
August 11, 2008 – August 17, 2008

Use of any device to automate a vote is prohibited, including, but not limited to, software-generated, robotic, programmed, script, macro or other automated votes. MTVN reserves the right at its sole discretion to disqualify any individual they suspect or find: (i) to have used a software-generated, robotic, programmed, script, macro or other automated online or text message entry; (ii) to have tampered with the voting process; (iii) to be acting in violation of these Voting Rules; or (iv) to be acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person.

The total number of votes submitted for each entrant will be tabulated by MTVN. All votes submitted become the sole property of MTVN and will not be acknowledged or returned.

If, for any reason, any aspect of this voting process is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical or system failures or disruption, ‘Acts of God’ or terrorist attacks, or any other causes beyond the control of MTVN which corrupt or affect the administration, security, fairness, integrity or proper conduct of the voting process or for any reason MTVN deems necessary, MTVN reserves the right at its sole discretion to cancel, terminate, modify or suspend the voting process and reserves the right in its sole discretion to determine the winner.

4. GENERAL TERMS

You participate in this voting process at your own risk. JPC and MTVN, and their respective parent companies, affiliated companies, related companies, sponsors, subsidiaries and advertising agencies, and any entity associated with this voting process (“Released Parties”) are not responsible for and shall not be liable for: (i) difficulty accessing the internet; (ii) errors in transmission; (iii) service outage or delays or for any problems or technical malfunctions of any telephone network or lines, computer on-line systems, servers or providers, computer equipment, software, failure of email or players on account of any technical problems or traffic congestion on the Internet or at any web site or combination thereof: (iv) any incomplete, lost, late, delayed, misdirected or garbled votes or failure to receive votes; (v) injury or damage to you or to any other person’s computer or mobile phone related to or resulting from participating in, or downloading materials or software, or attempts to participate in or download materials or software related to this voting process or (vi) failures or malfunctions of phones (including wireless phones/handsets), phone lines or telephone systems, cellular equipment towers, telephone systems or wireless services or other communications malfunctions. The Released Parties are not responsible for and shall not be liable for: (i) any condition caused by events beyond the control of the Released Parties that may cause the voting to be disrupted or corrupted; (ii) typographical or other errors in the printing, the offering or the administration of the Official Voting Rules or (iii) any errors in the announcement of potential winner.

Participants assume all liability for any injury or damages caused or claimed to be caused by his or her participation in the voting opportunity described in these Official Voting Rules, and release the Released Parties and any party associated with the production or exhibition of this promotion, and their respective officers, directors, employees, shareholders, parents, subsidiaries and affiliates from any such claim or liability.

By participating in this voting process, you agree to be bound by these Official Voting Rules. Failure to comply with the Official Voting Rules may result in a voter’s disqualification solely at the discretion of MTVN. MTVN reserves the right to modify these Official Voting Rules at any time in MTVN’s sole discretion.

All interpretations of these Official Voting Rules and the decisions of MTVN relating to this voting process are final.

Terms and Conditions of Participation in “JCPenney Get That Look Challenge”

Presented by MTV Networks, a division of Viacom International Inc. and JCP Media, LP.

1.  Overview: Entrants can participate in “JCPenney Get That Look Challenge” by creating profiles and uploading content to show who they are and what their style is like (the “Auditions”) as specified in these Terms and Conditions. NO PURCHASE NECESSARY TO ENTER OR WIN A PRIZE. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.

2.  Entry Period: The entry period commences at 10:00:01 AM (ET) on July 21, 2008 and ends at 11:59:59 PM (ET) on August 17, 2008 (the “Entry Period'“). Entrants may submit an unlimited number of Auditions. All Audition entries must be received by 11:59:59 PM (ET) on August 17, 2008.

Commencing on July 21, 2008 and ending on August 17, 2008, based on the schedule below, (the “Online Voting Periods”) viewers will vote to determine the winners from all of the accumulated audition entries. On or around August 11, 2008, MTV Networks, a division of Viacom International Inc., (“MTVN”) will select up to two (2) Mi TRL Guests, as hereinafter defined (the “Judging Period”). The Online Voting Periods, Judging Period and the Entry Period will be hereinafter defined as, the “Audition Period”. The Online Voting Periods will begin at 12:00:01 AM (ET) and end on 11:59:59 PM (ET) on the following days:

(a)  Weekly Winners:

Voting Period 1 - To select the top five (5) winners (the “Week 1 Winners”) for Week 1 July 21, 2008 – July 27, 2008

Voting Period 2 - To select the top five (5) winners (the “Week 2 Winners”) for Week 2 July 28, 2008 – August 3, 2008

Voting Period 3 - To select the top five (5) winners (the “Week 3 Winners”) for Week 3 August 4, 2008 – August 10, 2008

Voting Period 4 - To select the top five (5) winners (the “Week 4 Winners”) for Week 4 August 11, 2008 – August 17, 2008

SEE ONLINE VOTING RULES AT STYLE.MTV.COM/JCP/RULES

Winners from the previous weeks are not eligible to win in subsequent weeks.

The Week 1 Winners, Week 2 Winners, Week 3 Winners and Week 4 Winners will be collectively referred to herein as the “Weekly Winner(s)”.

(b)  Mi TRL Guest(s):

Judging Period – To select up to two (2) special guests (“Mi TRL Guest(s)”) from the pool Weekly Winners from Voting Period 1, Voting Period 2 and Voting Period 3 (“Mi TRL Eligible Entries”). Week 4 Winners are not eligible to be selected as a Mi TRL Guest July 21, 2008 to August 11, 2008

The Weekly Winners and Mi TRL Guest(s) will be collectively referred to herein as the “Winners”.

3.  Eligibility: You must be a legal resident of the 50 United States and be at least 14 years of age as of the commencement of the Audition Period to participate in the Auditions. If 18 is not the age of majority in the jurisdiction in which you reside, you must obtain parental or legal guardian consent to be eligible to participate in Auditions. Entrants can participate on an individual basis (“Entrant” or “Entrants”). Entrants are not eligible to participate in Auditions if they are, or have an immediate family member (parent, spouse, children, siblings, grandparents, step parents, step children and step siblings) who is an agent, employee, officer, director, successor or assign of MTVN or JCP Media, LP (“JCP” and, together with MTVN, the “Co-Branded Partners”) or each of their respective affiliated companies, sponsors, subsidiaries, advertising agencies and third party fulfillment agencies (collectively with the Co-Branded Partners, the “Sponsor Entities”). By participating in these Auditions, Entrants: (a) agree to be bound by these Terms and Conditions and by the interpretation of these Terms and Conditions by MTVN, and by the decisions of the Co-Branded Partners, which are final in all matters relating to these Auditions and Events; (b) agree to release and hold harmless the Sponsor Entities and their respective agents, employees, officers, directors, successors and assigns, against any and all claims, injury or damage arising out of or relating to participation in these Auditions or Events and/or the use or misuse or redemption of a prize, and for any claims based on publicity rights, defamation, invasion of privacy, copyright infringement, trademark infringement or any other intellectual property related cause of action; and (c) acknowledge compliance with these Terms and Conditions. The Co-Branded Partners reserve the right, in their sole discretion, to disqualify any Entrant who is under a third party agreement which the Sponsor Entities deem as contradictory to the nature of these Auditions.

4.     To Enter: Log onto style.mtv.com, a website owned and operated by MTVN (the “Website”), at any time during the Entry Period and follow instructions to enter. Entrants must electronically agree to the (a) Website Terms of Use. Privacy Policy and User Content Submission Agreement; and (b) Social Project Terms of Use and Privacy Policy. Entrants must follow instructions on the Website to register and create an account with the Website (the “Account”), and opt-in to Audition and upload a still photograph of themselves in GIF, JPEG, JPG, JPE or PNG format.

All contents of submissions will be referred to as “Submission Material” or “Submission Materials”. Incomplete or inaccurate entries are void.

Each Entrant agrees: (i) that it has all rights to the contents of Submission Materials and all components thereof (including, but not limited to master recording rights and publishing rights with respect to any musical recordings), and that Entrant has obtained all rights, consents and permissions, including but not limited to those of persons participating in the Submission Materials, necessary to grant the rights granted herein; (ii) that the Submission Materials have not been released commercially; (iii) that the Submission Materials do not and will not violate any law, statute, ordinance or regulation; (iv) that the Submission Materials are free and clear of any liens or claims with respect to the use of the Submission Materials in the manner authorized herein and will not give rise to any claims of infringement, invasion of privacy or publicity or infringe on any rights or interests of any third party, or give rise to any claims for any payment whatsoever, including but not limited to claims for re-use fees or residuals; and (v) that the Submission Materials are not and will not be defamatory, trade libelous, pornographic or obscene.

If any Submission Material was created by the result of any collaborative effort, each individual who has any right, title or interest in such Submission Material must be listed as the Entrant. Entries which contain materials that are not the original work of the Entrants, or are illegible or incomplete will not be accepted.

FOR ALL ENTRANTS (Prior to selection of Winners): Entrants agree that by entering into these Auditions they are granting MTVN, and any and all of MTVN's subsidiaries and affiliates and affiliated broadcast stations and networks, successors, assignees and licensees (the “MTVN Affiliates”), the non-exclusive, irrevocable right and license to (i) exhibit, copy, reproduce, encode, compress, encrypt, incorporate data into, edit, transmit, publicly perform and distribute the Submission Materials and/or any portions or excerpts thereof, on the MTVN Websites and (ii) exhibit, broadcast, copy, reproduce, encode, compress, encrypt, incorporate data into, edit, rebroadcast, transmit, record, publicly perform, create derivative works of, and distribute and synchronize in timed relation to visual elements, the Submission Materials and/or any portions or excerpts thereof, to advertise, promote and publicize the MTVN Websites and/or MTVN’s worldwide programming services in any and all media. The undersigned acknowledges that MTVN may use the Submission Materials in accordance with the permission granted herein without any payment to the undersigned or any third party. Notwithstanding the prior sentence, MTVN shall not commercially release any audio or audiovisual products intended for home consumer use which embody any performance of musical compositions in the Submission Materials, without MTVN obtaining any necessary approvals that may be required by Entrants’ labels, if applicable.

FOR WINNERS: Winners agree that by entering into these Auditions and Events they are granting MTVN and the MTVN Affiliates, the non-exclusive, irrevocable right and license to exhibit, broadcast, copy, reproduce, encode, compress, encrypt, incorporate data into, edit, rebroadcast, transmit, record, publicly perform, create derivative works of, and distribute and synchronize in timed relation to visual elements, the Submission Materials and/or any portions or excerpts thereof, in any manner, an unlimited number of times, in any and all media, now known or hereafter devised, throughout the world, in perpetuity. MTVN may use the Submission Materials to advertise, promote and publicize MTVN, any of the MTVN's worldwide programming services and/or the MTVN Websites in all media throughout the universe and may authorize others to do so; such advertising, promotion and publicity may include portions and excerpts, in addition to cut-in, synchronized, dubbed and superimposed versions of the Submission Materials. The undersigned acknowledges that MTVN may use the Submission Materials in accordance with the permission granted herein without any payment to the undersigned or any third party. Notwithstanding the prior sentence, MTVN shall not commercially release any audio or audiovisual products intended for home consumer use which embody any performance of musical compositions in the Submission Materials, without MTVN obtaining any necessary approvals that may be required by Winners’ labels, if applicable.

The licenses and permissions described in these Terms and Conditions of Participation and granted to MTVN and the MTVN Affiliates shall commence immediately upon Entrant’s submission (or attempted submission) of the Submission Materials for the Auditions and continue thereafter perpetually and indefinitely, regardless of whether Entrant continues or remains a registered user on the Website or not, unless and until (i) terminated, in whole or in part, by MTVN or any MTVN Affiliate on notice to Entrant, or (ii) Entrant removes the Submission Materials from the MTVN Websites whereby the licenses and permissions granted by Entrant with respect to such Submission Materials will terminate within a commercially reasonable time after Entrant removes such item; provided that (A) Entrant acknowledge that MTVN and/or the MTVN Affiliates may retain archived copies of such removed Submission Materials perpetually and indefinitely, (B) MTVN shall continue to have the perpetual right to use any such Submission Materials (or portion thereof) in connection with advertising, promoting and publicizing the MTVN Websites and/or MTVN’s worldwide programming services.

Submission Materials shall not contain, include or involve any of the following:

• Obscenity
• Crude, vulgar or offensive pictures, depictions, images, language and/or symbols
• Gang signs or symbols
• Nudity
• Commercial products (e.g., clothing, toys, food) and/or their trademarks, brands, logos or
  endorsements
• Unauthorized trademarks and copyrighted material (e.g., music)
• License plates, phone numbers, personal addresses - physical or email or otherwise
• Website web page links
• Derogatory characterizations of any ethnic, racial, sexual or religious groups, humiliate other people
  (publicly or otherwise), any assault or threatening of others
• Trespass or the violation of other people's rights or property
• Illegal (e.g., discriminatory, harassing) or inappropriate activity, behavior or conduct (e.g., inflicting
  emotional distress)
• Conduct or activities in violation of these Terms and Conditions
• Any other content, display, materials and/or images that is or could be considered inappropriate,
  unsuitable or offensive, as determined by the Sponsor Entities, in their sole discretion

Submission Materials containing content which endorses or condones illegal drug use or alcohol abuse is not allowed. Narcotic addiction and alcohol abuse should only be depicted as self-destructive, anti-social behavior. Submission Materials should not promote, glamorize or show as socially acceptable, the use of illegal drugs or the abuse of legal drugs.

Submission Materials containing explicit, graphic or excessive sexual activity is not allowed. When sexual themes are key to the meaning or intent of a song they must be depicted with consistent regard for commonly accepted standards of taste and propriety.

Submission Materials containing gratuitous violence is unacceptable. Violence, if depicted, must be essential to the development of a theme, plot or concept of the entry. Violence may not be used to stimulate the audience or to invite imitation, nor may it be shown or offered as an acceptable solution to problem or conflict. Exceptional care must be taken in instances where women and children are victims of, or are threatened by, acts of violence.

Language contained in Submission Materials will be evaluated by MTVN based on content and societal acceptability. The Co-Branded Partners reserve the right to reject any entries that it deems, in its sole discretion, to violate any of the policies of MTVN's “Standards and Practices Guidelines” or these Terms and Conditions. The Co-Branded Partners may modify or edit any Submission Materials or request Entrants to do so, so that such Submission Materials meet such guidelines.

All Submission Materials become the property of MTVN upon submission and will not be acknowledged or returned.

5.  Online Voting for Weekly Winners: During the Online Voting Periods as detailed in the voting schedule in paragraph 2, all Entrants’ Submission Materials will be posted online for judging by Website viewers (the “Online Judges”). The total number of online votes submitted during the applicable Online Voting Periods for each of the Entrants will be tabulated by MTVN. The Entrants with the most online votes during Voting Period 1 will be declared the Week 1 Winners. The Entrants with the most online votes during Voting Period 2 will be declared the Week 2 Winners. The Entrants with the most online votes during Voting Period 3 will be declared the Week 3 Winners. The Entrants with the most online votes during Voting Period 4 will be declared the Week 4 Winners. In the event of a tie or dispute or for any other reason that MTVN deems necessary, determination of any of the Weekly Winners shall be made by MTVN. To the extent permitted by law, the Sponsor Entities disclaim any liability from, and Entrants, whether or not a Weekly Winner, agree to waive, any claims against the Sponsor Entities relating to the judging or awarding process. MTVN reserves the right to select an alternative Weekly Winner in the event that any Weekly Winner fails to comply with these Terms and Conditions.

6.  Weekly Winners Notification: On or about July 28, 2008, five (5) Weekly Winners will be selected by the Online Judges from the Eligible Entries to be declared Week 1 Winners. On or about August 4, 2008, five (5) Weekly Winners will be selected by the Online Judges from the Eligible Entries to be declared Week 2 Winners. On or about August 11, 2008, five (5) Weekly Winners will be selected by the Online Judges from the Eligible Entries to be declared Week 3 Winners. On or about August 18, 2008, five (5) Weekly Winners will be selected by the Online Judges from the Eligible Entries to be declared Week 4 Winners. On or about the day Weekly Winners are selected, MTVN will make up to one (1) attempts over the 24 hour period following Weekly Winners’ selection to contact the potential Weekly Winners. If a potential Weekly Winner cannot be reached during the 24 hour period in which he/she is emailed at his/her style.mtv.com email account, the potential Weekly Winner will be disqualified and an alternate Weekly Winner may be selected based on the judging criteria described herein from the remaining Eligible Entries. In addition, the Sponsor Entities reserve the right to select an alternate Weekly Winner in the event that the potential Weekly Winner fails to comply with these Terms and Conditions.

7.     Weekly Winners Verification: The potential Weekly Winner must prove eligibility, including, without limitation, proof of age and residence within two (2) days of being notified as a potential Weekly Winner. In the event of non-compliance by the potential Weekly Winner, such potential Weekly Winner shall be disqualified and an alternate Weekly Winner may be selected from among the remaining Eligible Entries for that week based on the judging criteria described herein. In addition, the potential Weekly Winner must sign (or, if a minor, in the jurisdiction in which they reside, their parent/legal guardian must sign), within two (2) days of receipt of such documents from MTVN: (a) an affidavit of eligibility and release of the Sponsor Entities and their respective officers, directors, employees, agents, members, affiliated companies and subsidiaries, from any and all liability, loss, claims, demands, and causes of action for personal injury and/or damage, theft, loss, or any other harm suffered in connection with these Auditions or Events, and for any claims based on publicity rights, defamation, invasion of privacy, copyright infringement, trademark infringement or any other intellectual property related cause of action, including, but not limited to, a license to use Submission Materials as specified in paragraph 4 herein; (b) except where prohibited by law, a promotional release granting the Sponsor Entities the right to use their name, voice and likeness for advertising, publicity, marketing, promotional and commercial tie-in purposes, including without limitation, MTVN's, or any of its affiliates or sponsors, programming services, websites, promotional materials, products or other services, without additional compensation; (c) an acknowledgment and agreement of compliance with the terms of (i) these Terms and Conditions of Participation; (ii) the MTVN Websites Terms of Use, Privacy Policy and User Content Submission Agreement; and (iii) the Social Project Terms of Use and Privacy Policy; and (d) any other guest/performance release or other legal document deemed necessary by the Sponsor Entities and return them as specified by the Sponsor Entities or the Weekly Winner may be disqualified at the Sponsor Entities’ sole discretion. The Weekly Winners also must acknowledge that the Sponsor Entities have not and will not obtain or provide insurance of any kind relating to the Auditions or the Events and that the Weekly Winners will be responsible for obtaining and paying for any form of insurance.

8.     Mi TRL Guest(s) Judging Criteria: The official judging panel for the selection of the Mi TRL Guest(s) will be comprised of representatives from MTVN and JCP (the “Judges”). The Submission Materials of the Mi TRL Eligible Entries will be judged based on a variety of elements, including, but not limited to, originality, creativity, how well Weekly Winners demonstrate that they appeal to a youthful audience, and general fashion sense. The application of the judging criteria shall be in the sole and absolute discretion of the Judges. To the extent permitted by law, the Co-Branded Partners disclaim any liability from, and Entrants, whether or not a Mi TRL Eligible Entry, agree to waive, any Mi TRL Eligible Entry. The Judges also reserve the right to extend the Audition Period or not to declare a Mi TRL Guest(s) if they determine, in their sole discretion, that entries received did not meet the minimum qualification standards based on the judging criteria.

9.     Mi TRL Guest(s) Notification: On or about August 11, 2008, up to two (2) Mi TRL Guests will be selected by the Judges from the Mi TRL Eligible Entries to be declared the Mi TRL Guests. On or about the day Mi TRL Guest(s) are selected, MTVN will make up to one (1) attempts over the 24 hour period following Mi TRL Guest(s)’ selection to contact the potential Mi TRL Guest(s). If a potential Mi TRL Guest cannot be reached during the 24 hour period in which he/she is emailed the potential Mi TRL Guest will be disqualified and an alternate Mi TRL Guest may be selected based on the judging criteria described herein from the remaining Mi TRL Eligible Entries. In addition, the Sponsor Entities reserve the right to select an alternate Mi TRL Guest in the event that the potential Mi TRL Guest fails to comply with these Terms and Conditions.

10.    Mi TRL Guest(s) Verification: The potential Mi TRL Guest must prove eligibility, including, without limitation, proof of age and residence within two (2) days of being notified as a potential Mi TRL Guest. In the event of non-compliance by the potential Mi TRL Guest, such potential Mi TRL Guest shall be disqualified and an alternate Mi TRL Guest may be selected from among the remaining Mi TRL Eligible Entries based on the judging criteria described herein. In addition, the potential Mi TRL Guest must sign (or, if a minor, in the jurisdiction in which they reside, their parent/legal guardian must sign), within two (2) days of receipt of such documents from MTVN: (a) an affidavit of eligibility and release of the Sponsor Entities and their respective officers, directors, employees, agents, members, affiliated companies and subsidiaries, from any and all liability, loss, claims, demands, and causes of action for personal injury and/or damage, theft, loss, or any other harm suffered in connection with these Auditions or Events, and for any claims based on publicity rights, defamation, invasion of privacy, copyright infringement, trademark infringement or any other intellectual property related cause of action, including, but not limited to, a license to use Submission Materials as specified in paragraph 4 herein; (b) except where prohibited by law, a promotional release granting the Sponsor Entities the right to use their name, voice and likeness for advertising, publicity, marketing, promotional and commercial tie-in purposes, including without limitation, MTVN's, or any of its affiliates or sponsors, programming services, websites, promotional materials, products or other services, without additional compensation; (c) an acknowledgment and agreement of compliance with the terms of (i) these Terms and Conditions of Participation; (ii) the MTVN Websites Terms of Use, Privacy Policy and User Content Submission Agreement; and (iii) the Social Project Terms of Use and Privacy Policy; and (d) any other guest/performance release or other legal document deemed necessary by the Sponsor Entities and return them as specified by the Sponsor Entities or the Mi TRL Guest may be disqualified at the Sponsor Entities’ sole discretion. The Mi TRL Guest(s) also must acknowledge that the Sponsor Entities have not and will not obtain or provide insurance of any kind relating to the Auditions or the Events and that the Mi TRL Guest(s) will be responsible for obtaining and paying for any form of insurance.

11.    Events:

(a)  Weekly Winners:

The Weekly Winners will have the opportunity to have their Submission Material, in whole or in part, at MTVN’s sole discretion, included within MTV commercial time via an on-air :10 billboard unit. The frequency of each Winner’s billboard will only be once. The placement of each billboard will be agreed upon by JCP and MTVN, in their sole discretion (the “Billboard(s)”). MTVN may delay, cancel or postpone any of the Events in its sole discretion.

The Weekly Winners will have their Submission Material, in whole or in part, at MTVN’s sole discretion, included as a montage of all 20 Weekly Winners within the Mi TRL/JCPenney Get That Look segment currently contemplated to air on August 21, 2008, 4:00:00 PM (ET), subject to change in MTVN’s sole discretion.

(b)  Mi TRL Guest(s):

MTVN will select up to two (2) people to (a) be flown to New York City with one (1) guest each for an appearance on the MTV Tr3s Mi TRL show (the “Show”) currently contemplated to take place on August 18, 2008, but subject to change in MTVN’s sole discretion. MTVN reserves the right to substitute ground transportation if the Mi TRL Guest(s) reside within 150 miles of New York City; (b) have their hair and make-up done at the Show; (c) take home the JCPenney clothing he/she wears in the show; (d) $50 per diem for two (2) days for the Mi TRL Guest unless the Mi TRL Guest resides within 150 miles of New York City in which case, he/she will receive $50 per diem for one (1) day; and (e) one (1) $50 JCPenney gift certificate for the Mi TRL Guest unless the Mi TRL Guest resides within 150 miles of New York City in which case, he/she will receive one (1) $250 JCPenney gift certificate (collectively, the “Appearance”).

The approximate retail value (“ARV”) of the Appearance is $150.00 unless the Mi TRL Guest resides within 150 miles of New York City, in which case, the ARV is $300.00.

All travel dates are subject to change in MTVN’s sole discretion. The dates for fulfillment of the Appearance will be on or around August 17, 2008 through August 19, 2008 subject to programming requirements and such dates are subject to change in MTVN’ s sole discretion.

The Mi TRL Guest(s) must be available to travel on dates specified by MTVN. If a Mi TRL Guest is not available to travel on the dates specified by MTVN in its sole discretion, Mi TRL Guest privileges and the Appearance will be terminated and an alternative Mi TRL Guest will be selected from the remaining Weekly Winners. If Mi TRL Guest is not the age of majority in the jurisdiction in which Mi TRL Guest resides, he/she must be accompanied by his/her parent/legal guardian, and such person must pay his/her own expenses. MTVN will determine the airline and hotel in its sole discretion. Travel restrictions, conditions and limitations may apply. Mi TRL Guest must possess valid travel documents in order to travel. Travel arrangements are subject to availability and must be roundtrip. MTVN shall not be responsible for any cancellations, delays, diversions or substitution or any act or omissions whatsoever by the air carriers, hotels or other transportation companies or any other persons providing any of these services and accommodations necessitated by same. MTVN shall not be liable for any loss or damage to baggage. In addition, MTVN may delay, cancel or postpone the Event in its sole discretion. All costs and expenses not specifically listed above are Mi TRL Guest(s)’ sole responsibility.

12.    MTVN Produced Programming: All video material and programming created by MTVN at or in connection with Events will
be referred to as “Programming”. MTVN shall be the exclusive owner of the copyright and other rights in and to the Programming
and MTVN, its subsidiaries, affiliates, affiliated broadcast stations and networks and licensees will be able to use the Programming
forever and throughout the world, and to license others to use it, in any manner MTVN wishes and in any and all media now
known or hereafter discovered or developed without notice, including, but not limited to, for advertising, promoting and publicizing any of their products or services, and such use may include portions and excerpts, in addition to cut in, synchronized, dubbed and superimposed versions of the Programming. By participating in any of the Events, Winners acknowledge that MTVN may use the Programming in accordance with the permission granted herein without any compensation, royalty, payment, liability or obligation to Winners or any third party. MTVN is under no obligation to broadcast or otherwise exploit the Programming.

13.    General Terms: Noncompliance with any of these Terms and Conditions may result in disqualification. ANY
VIOLATION OF THESE TERMS AND CONDITIONS BY AN ENTRANT OR ANY BEHAVIOR BY AN ENTRANT
THAT WILL BRING SUCH ENTRANT OR SPONSOR ENTITIES INTO DISREPUTE (IN SPONSOR ENTITIES’ SOLE DISCRETION) WILL RESULT IN SUCH ENTRANTS DISQUALIFICATION FROM THE JCPENNEY GET THAT LOOK CHALLENGE AUDITIONS.

Sponsor Entities assume no responsibility for incorrect or inaccurate entry information whether caused by any of the equipment or programming associated with or utilized in the Auditions or by any human error which may occur in the processing of the entries in the Auditions. Sponsor Entities are not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers, or providers, computer equipment, software, failure of any e-mail or players on account of technical problems or traffic congestion on the Internet or at any website, or any combination thereof, or any incomplete, lost, late, delayed, misdirected or garbled votes or failure to receive votes, including, without limitation, any injury or damage to Entrant's or any other person's computer related to or resulting from participation or downloading any materials in the Auditions or the Online Voting Rules for the Auditions. All interpretations of these Terms and Conditions and decisions by Sponsor Entities are final. MTVN reserves the right in its sole discretion to disqualify any individual they suspect or find: (i) to have tampered with the entry process or the operation of the Auditions; (ii) to be acting in violation of these Terms and Conditions; (iii) to be acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person; or (iv) to have provided inaccurate information on any legal documents submitted in connection with the Auditions. Entrants agree to indemnify and hold harmless Sponsor Entities from any and all liability resulting or arising from the Auditions or Events and to release all rights to bring any claim, action or proceeding against Sponsor Entities.

CAUTION: ANY ATTEMPT BY ANY INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE AUDITION OR EVENT IS A VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, MTVN RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW. THE NEW YORK COURTS (STATE AND FEDERAL) SHALL HAVE SOLE JURISDICTION OF ANY CONTROVERSIES REGARDING THE CONTEST AND THE LAWS OF THE STATE OF NEW YORK SHALL GOVERN THE CONTEST. EACH ENTRANT WAIVES ANY AND ALL OBJECTIONS TO JURISDICTION AND VENUE IN THESE COURTS AND HEREBY SUBMITS TO THE JURISDICTION OF THOSE COURTS.