PLEASE NOTE: If you are a resident of Arizona, Arkansas, Colorado, Connecticut, Delaware, Florida, Illinois, Iowa, Louisiana, Maryland, Montana, New Jersey, South Dakota, Tennessee, Vermont, you are welcome to participate in the game, but you will not be eligible to win a prize.

Introduction
The Company hosts, operates and maintains an interactive game on the Internet that captures the excitement of football, called "Coach's Clipboard" ("Contest") located at http://fantasygames.sandboxplus.com/2005/splash/fantasy_football/coachs_clipboard.asp

Objective
The objective of the Game is to score the most Fantasy Points (“FP”) with your team of football players (“Players”) over the course of the Game Period - September 7, 2006 through December 31, 2006. A team consists of a roster of 10 Players: 1 player at QB, TE, K, 2 players at WR and RB, and 3 Defensive Flex player (a “Team”). See “Rosters”. Players are assigned an opening value and earn FP according to how they perform in real-life games. Entrants assemble and manage the Team’s roster of 10 Players using the $50,000,000 bankroll referred to below under “Budget” and given to each team for the start of the season.

Basic Strategy
The basic strategy is to pick Players to form a Team that scores the most FP, based on the scoring system described below under “Scoring”. Entrants must pick players at every slot. Players selected by entrants earn FP based on the actual statistics of such Players throughout the Game Period. See “Scoring” for further details.

Like a stock market, the value of Players fluctuates based on supply and demand for such Players. Real-life performance of Players does not have a direct effect on the value of the Players, although it may have an effect on the decision of Game entrants to buy or sell the Players. The change in a Player’s value is based solely on the number of purchases and sales of the Player by Game entrants.

Entrants can increase their balance by buying and selling Players (“Trades”). Buying Players low and selling high will increase their balance the entrant has to acquire other Players. For example, if you buy a player for $5,000,000 (that amount is taken from your Cash Left), and sell that player for $10,000,000, you've then made $5,000,000 which can be used to buy players with higher salaries.

Making Trades
Entrants can make unlimited buys of Players before the first roster freeze at 8:30 PM (Eastern  Time) on September 7, 2006 (the “Initial Freeze”). After the Initial Freeze, entrants have until opening kickoff of the first game each week to make Trades to be effective for that week.

Once the NFL season starts you get 4 trades added to your Trade Account each week. You can use those trades as soon as you get them, or you can save them and use them at any time later in the season. Selling a player counts as a trade; buying a player does not. When you want to swap out one player for another, you use one of your trades. You do this by clicking on Your Team in the left navigation bar, and clicking on the value of the player you want to Sell. Then buy a new player to replace the one you sold. This whole transaction uses up one trade.

Scoring.
Please click here to view how your team will be scored.

Timing
The Coach's Clipboard Contest runs from September 7, 2006 through December 31, 2006 (the "Contest Period"). Participants can enter the Coach's Clipboard Contest at any time until December 31, 2006. A participant's Coach's Clipboard selections start to accrue points toward all Coach's Clipboard Contest prizes on the date of the first game (September 7, 2006). Entries made before the start of the game on September 7, 2006 will be effective for the Contest Period. Selection changes to the Coach's Clipboard Contest are not effective if they are made later than the scheduled kick-off of the game on September 7, 2006 during the Contest Period.

Leagues
Each entrant is only allowed (ONE) 1 entry per league. Each entrant has the choice to join a league comprised of randomly selected teams (Public League); create a Private League; or join a Private League. Each Public League will have 20 teams. Private Leagues can have up to 20 teams. The person who creates a Private League controls whether the league remains private or converts to a Public League. The creator of the league will see a link in the left sidebar "Private League", which the creator can use to change the league from Private to Public. In that way, the creator can have his friends join the league and then convert it to public, at which time the league will fill up with random owners. Or, the Creator can keep the league Private and limited to the number of teams that join the Private league.

Standings
The standings of the top 50 Teams overall will be displayed, and each entrant can also view its Team’s overall standing and its standing within its League.

Player Values
Players’ salaries will fluctuate throughout the season based on the demand for the Players among entrants making Trades. Buys of a Player will tend to increase the Player’s value, while sales of a Player will tend to decrease the Player’s value. Changes in Player values will take effect while the Trade window is closed

Beginning with the first day of the season (Thursday, September 7th), salaries for players are updated every week between the first scheduled kickoff of the week and early morning Tuesday after the final Monday Night game has been completed, based upon the previous week of trading. If you click on a player's name, you'll be able to see what his value was previously, and what it is now. Trades cannot be made during that window.

Budget
The maximum value a Team initially may have is $50,000,000. However, the value of a Team may increase based on increases in the values of its Players such that the value of the Team exceeds $50,000,000.

Rosters
Entrants select 10 Players for each Team’s roster at each of the following positions:

1 Quarterback
2 Running Backs
2 Wide Receivers
1 Tight End
1 Kicker
3 Defensive Flex Players
 

Each Team must have a roster of Players at those positions in those numbers at all times. The Team’s roster for any day will consist of the Players on the Team immediately prior to the close of the Trade window at the time of the first game of the week. If a Team does not have a roster consisting of the number of Players at each of the positions described above on any day, the Teamwill earn no points for such day.

PRIZE DESCRIPTION AND IDENTITY OF WINNERS
Cash prizes will be awarded at the end of the Contest. Prizes will be awarded on the basis of a participant's TS. At the end of the Contest Period, each participant's TS will be individually aggregated and the following prizes will be awarded to the participants with the Top 3 TS in the scoring system:

• First place: $500.00
• Second place: $250.00
• Third place: $100.00

If more than one participant has the same final score, a winner will be determined at random.

Prizes are not transferable or assignable. Taxes on prizes are solely the responsibility of the winner. Odds of winning depend on entrant's ability to choose the winners from each game throughout the Contest, and on the total number of eligible entries received by the Company.

On or about January 19, 2007, the Top 3 winners (the "Prize Winners") will be notified by e-mail or at such other address listed in the entry. Prize Winners will have up to ten (10) days from the date of attempted notification to respond to the notification. The Company is not responsible for and shall not be liable for late, lost, misdirected, or unsuccessful efforts to notify Prize Winners.

Unless prohibited by law, all Prize Winners will be required to complete and return an affidavit of eligibility and a publicity/liability release within ten (10) days of responding to the notification. If a selected winner cannot be contacted, is ineligible, fails to claim a prize, or fails to return a completed and executed affidavit and release as required, an alternate winner will be selected. Winners consent to the use of their name and likeness for publicity and commercial purposes without further compensation unless prohibited by law.

Contest Entry
To enter, participants may either (i.) use their existing SandboxPlus username and password, (ii.) complete the online registration at the Sandbox.com website or (iii.) send your entry in a self-addressed stamped envelope to: Sandbox.com - Coach's Clipboard Entry Form, 247 Route 100 – Suite 2004, Somers, NY 10589. Only ONE (1) Coach's Clipboard entry is allowed per person. Any entry that fails to provide all required information will be disqualified. No group entries. The Company assumes no responsibility for incomplete, late, lost or misdirected entries, or entries received through impermissible or illegitimate channels; for failed, partial or garbled computer transmissions, or for technical failures of any kind.

Entry restrictions
ONE (1) entry per league. Entrants may not enter using multiple e-mail addresses or as multiple entrants. Any entrant who attempts to enter with multiple e-mail addresses or under multiple identities, or uses any other device to enter multiple times will be disqualified.

Who won and official rules
To find all the winners of the Contest, either visit www.sandbox.com, or send your request in a self-addressed stamped envelope to: Sandbox.com - Coach's Clipboard Contest Winner, 247 Route 100 – Suite 2004., Somers, NY 10589. Requests must be received by February 23, 2007. Residents of VT and WA may omit return postage.

ELIGIBILITY REQUIREMENTS FOR ENTERING CONTEST
The Game is open to all residents of the fifty United States and the District of Columbia, and to all residents of Canada (excluding residents of Quebec) who are 18 years of age or older (or the age of majority in their province) at time of entry. PLEASE NOTE: If you are a resident of Arizona, Arkansas, Colorado, Connecticut, Delaware, Florida, Illinois, Iowa, Louisiana, Maryland, Montana, New Jersey, South Dakota, Tennessee, Vermont, you are welcome to participate in the game, but you will not be eligible to win a prize. Void where prohibited by law. Employees of the Company, Co-Sponsors or of such entities' affiliates, subsidiaries, dealers or retailers, advertising or promotion agencies are not eligible, nor are members of such employee's families or households.

USE OF DATA
The Company and AllStarStats, Inc. will be collecting personal data about participants when they enter the Contest. The Company does not guarantee the safety of the information sent by the users and all information is sent at the user's own risk. The Company may disclose the participant's personal information only in the following instances: (i) when required by law; (ii) to protect their rights or property; (iii) when the information is to be shared, in general terms, with the title advertisers and partners; and (iv) in any manner consistent with The Company's statement on privacy located at http://www.sandboxplus.com/privacypolicy.html.

GENERAL CONDITIONS
NO PURCHASE NECESSARY. By entering, participants agree to be bound by these complete Official Rules and the decisions of The Company, which shall be final. The Company and the Co-Sponsors will have the right to modify these rules in its sole discretion for clarification purposes without materially affecting the terms and conditions of the contest. All federal, state, and local laws apply.

The Company and its employees, officers, directors, shareholders, agents, and their respective parent companies, affiliates, subsidiaries, and advertising, promotion and legal advisors are not responsible for and shall not be liable for: (i) late, lost, delayed, damaged, misdirected, incomplete, illegible, or unintelligible entries; (ii) telephone, electronic, hardware, or software program, network, Internet, or computer malfunctions, failures, or difficulties; (iii) errors in transmission; (iv) any condition caused by events beyond the control of The Company that may cause either contest to be disrupted or corrupted; (v) any injuries, losses, or damages of any kind caused by a prize or resulting from acceptance, possession, use, or misuse of a prize, or from participation in either contest; or (vi) any printing or typographical errors in any materials associated with the Coach's Clipboard Contest.

The Company reserves the right, in its sole discretion, to cancel or suspend the Contest should virus, bugs, unauthorized human intervention, or other causes beyond the control of The Company, in its sole opinion, corrupt the administration, security, fairness, integrity, or proper operation of the Coach's Clipboard Contest. In the event of cancellation, Co-Sponsors and The Company may elect to award all cash prizes to winners randomly drawn from among all participants who had entered the Coach's Clipboard Contest at the time of such cancellation.

The Company may prohibit any entrant or potential entrant from participating in the Coach's Clipboard Contest, if at the sole discretion of The Company, such person shows a disregard for the Coach's Clipboard Contest Official Rules, or acts (1) in an unsportsmanlike manner; (2) with an intent to annoy, abuse, threaten, or harass any other entrant, SandboxPlus.com, or its agents or representatives; or (3) in any other disruptive manner.

All entries will be deemed to have been submitted by the authorized account holder of the e-mail address submitted at the time of entry. "Authorized account holder" is defined as the natural person who is assigned to an e-mail address by an Internet access provider, online service provider, or other organization (e.g., business, educational institution, etc.) that is responsible for assigning e-mail addresses for the domain associated with the submitted e-mail address.

Participant agrees that: (1) any and all disputes, claims, and causes of action arising out of or connected with the Coach's Clipboard Contest, or any prizes awarded, other than the administration of the Coach's Clipboard Contest or the determination of winners shall be resolved individually, without resort to any form of class action, and exclusively by arbitration under the Commercial Arbitration Rules (February, 1999) of the American Arbitration Association in Washington, D.C; (2) The participant acknowledge that the Company is an Incorporated Company and the management, directors and officers of the Company are acting on behalf of the Company, and any and all legal action related to this agreement must be brought against the company and not an officer, manager or director of the company (3) any and all claims, judgments and awards shall be limited to actual out of pocket costs incurred, including costs associated with entering the Coach's Clipboard Contest but in no event attorneys' fees; and (4) under no circumstances will entrant be permitted to obtain awards for and entrant hereby waives all rights to claim punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the participant and Co-Sponsors or The Company in connection with the Coach's Clipboard Contest, shall be governed by, and construed in accordance with, the laws of the Commonwealth of Virginia without giving effect to any choice of law or conflict of law rules of provisions (whether of the Commonwealth of Virginia, or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the Commonwealth of Virginia. All federal, state and local laws apply.

NON-AFFILIATION The Coach's Clipboard Contest is not in any way affiliated with, or endorsed by, NFL Football or its institutions.

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