CALPHALON® HELLOFRESH START SUMMEREARLY SWEEPSTAKES

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OFFICIAL RULES

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b>No Purchase Necessary to Enter or Win.  VOID WHERE PROHIBITED BY LAW OR REGULATION.PARTICIPANTS MUST BE 18 YEARS OF AGE OR OLDER AT THE TIME OF ENTRY. ThisSweepstakes is in no way sponsored, endorsed or administered by, or associatedwith Facebook. You understand that you are providing your information to Calphalonand not to Facebook. The Calphalon privacy policy can be found at http://www.calphalon.com/Pages/About-us/PrivacyPolicy.aspx

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b>1.         PROMOTION DESCRIPTION: TheCalphalon-HelloFresh Start Summer Early Sweepstakes (the Sweepstakes) offers entrants thechance to win eight (8) daily prizes and one grand prize based on randomdrawings.  Sweepstakes begins on May 18,2015 at 10:00 a.m. Eastern Time (“ET”) and ends on May 25, 2015 at 11:59 p.m.ET (the Promotion Period).  Forpurposes of this Sweepstakes, a “day” begins at 10:00 AM ET and ends the nextcalendar day at 9:59:59 AM ET. Entry in the Sweepstakes does not constitute entry into any otherpromotion, contest or sweepstakes. span> By participating in the Sweepstakes, eachentrant unconditionally accepts and agrees to comply with and abide by theseOfficial Rules and the decisions of Calphalon Corporation (the “Sponsor”) whose decisions shall befinal and legally binding in all respects. /span>

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b>2.         ELIGIBILITY:span>  This Sweepstakes is open to legal residentsof the forty-eight contiguous (48) United States and the District of Columbia whoare eighteen (18) years of age or older at the time of entry (unless prohibitedby applicable law) and who are physically present in the United States at thetime of entry (“Entrants”).span>  Employees, officers, and directors ofSponsor, HelloFresh, promotion prize suppliers, and each of their respectiveparent companies, affiliated companies, subsidiaries, licensees, distributors,dealers, sales representatives, retailers, printers, individuals engaged in thedevelopment, production or distribution of Sweepstakes materials, theiradvertising and promotion agencies, and any and all other companies associatedwith the Sweepstakes (collectively, the “PromotionEntities”), and each of their immediate family members (as defined by theIRS) and/or people living in the same household, are not eligible to enter orwin a prize in the Sweepstakes.  Alleligibility is subject to all federal, state, and local laws and regulations.  Allentries submitted become the property of the Sponsor and may not be acknowledgedor returned.  Sponsor’s database clockwill be the timekeeper for this Sweepstakes. This Sweepstakes is void where prohibited.

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b>3.         HOW TO ENTER:  During the Promotion Period, visit the Calphalon.comFacebook Fan Page (www.facebook.com/calphalon) or the HelloFresh.com Facebook FanPage (www.facebook.com/hellofresh) (each, a “SweepstakesWebsite”) on the Facebook Platform.  Toenter the Sweepstakes, you must “Like” the Start Summer Early post on eitherSweepstakes Website. Your entry information shall be referred to collectivelyherein as a Submission.  An eligibleSubmission enters you in Sweepstakes drawings held after your entry.  Proof of sending a Submission does notconstitute proof of receipt.  NeitherSponsor, HelloFresh, their parent, affiliated or subsidiary companies, nor anyof their advertising/promotion agencies, nor any of their respective officers,directors, employees, agents, representatives or assigned (collectively“Released Parties”) are liable for any disputes between participants and/orEntrant related to the Submission.  Youmay also enter by mail by hand printing your name, complete address, emailaddress, phone number (including area code) and date of birth either on a postcardor on a separate piece of paper no larger than 8½ x 11 inches, and mailing thepostcard or paper in an envelope so that it is received during the PromotionPeriod, with proof of delivery and the proper postage affixed to: CALPHALON® HELLOFRESH STARTSUMMER EARLY SWEEPSTAKES, Attn: Eric Hills, 10th Floor, NewellRubbermaid, 3 Glenlake Parkway, Atlanta GA 30328. Mail-in entries received willonly be eligible for drawings held after receipt. Limit one (1) entry perstamped envelope. Mechanically reproduced or hand-stamped entries or mailinglabels or entries generated by script, macro or other automated or mechanicalmeans will not be accepted. Incorrect, illegible, corrupt, and incomplete entriesare void. Any Submissions that do not conform with these Official Rules inSponsor’s sole discretion will be disqualified.

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b>4.         ADDITIONALENTRY DETAILS:

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b>b.         Limit one prize per entrant during thePromotion Period.  Oncean eligible Submission is randomly drawn for any prize, the Submission entrantis ineligible for any subsequent prize drawings and prizes for this Sweepstakesduring the Promotion Period.

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b>c.         General:/span>

span style="color: #191919;">                        (i)         All Entries are subjectto verification by the Sponsor. Entries that do not meet thespecifications, or otherwise do not comply with the Official Rules may bedisqualified. Incomplete, illegible or mutilated entries will be automaticallydisqualified. No responsibility is assumed for lost, late, misdirected, damaged,altered or illegible Entries. Any attempted form of entry other than asdescribed herein is void. Sponsor will determine in its sole discretion, whatconstitutes a valid Entry. All materials submitted become the property of theSponsor and will not be returned or acknowledged. 

span style="color: #191919;">                        (ii)        Oncean Entrant submits an Entry, he/she will be unable to make any edits orchanges.  No portion of the Entry maycontain, in the sole and unfettered discretion of the Sponsor, obscene,violent, provocative, defamatory, sexually explicit, or otherwise objectionableor inappropriate content.  Entry must be inkeeping with Sponsor’s desired image and may not be offensive, as determined bySponsor in its sole discretion, nor can it defame or invade publicity or privacyrights of any person, living or dead, or otherwise infringe upon any person’spersonal or proprietary rights, including but not limited to intellectualproperty rights./span>

span style="color: #191919;">                        (iii)       Byentering the Sweepstakes, all Entrants grant an irrevocable, perpetual,worldwide non-exclusive license to Sponsor and its designees, to reproduce,distribute, display, copy and create derivative works of all or portions of theEntry in connection with the Sweepstakes and promotion of the Sweepstakes, inany media now or hereafter known, including, but not limited to, display at apotential exhibition of winners, or online posting of the Entries or winners ofthe Sweepstakes.  Entrants consent to theSponsor doing or omitting to do any act that would otherwise infringe the Entrant’s“moral rights” in their Entries. Display or publication of any Entry on Sponsor’sdesignees’ website does not indicate the Entrant will be selected as a winner. Sponsorand its designees will not be required to pay any additional consideration orseek any additional approval in connection with the use of any Entry or portionof any Entry, as contemplated by these Official Rules. Additionally, exceptwhere prohibited by law, by entering, each Entrant grants to Sponsor and itsdesignees the unrestricted right to use all statements made in connection withthe Sweepstakes, and pictures or likenesses of such Entry. Sponsor and AuthorizedParties will not be required to pay any additional consideration or seek anyadditional approval in connection with such use.

span style="color: #191919;">            (iv)       Sponsor is notresponsible for errors or problems downloading or uploading any Sweepstakes-relatedmaterials or information, or for any other technical malfunctions of electronicequipment, computer on-line systems, servers, or providers, computer hardwareor software failures, phone lines, failure of any electronic mail entry to bereceived by Sponsor on account of technical problems, traffic, congestion onthe internet or the Sweepstakes Website, or any other technical problemsrelated to Sweepstakes Website entries including telecommunicationmiscommunication or failure, and failed, lost, delayed, incomplete, garbled ormisdirected communications which may limit an Entrant’s ability to participatein this Sweepstakes.

b>5.         WINNER DETERMINATION AND PRIZES:  The prizeslisted below will be awarded to eligible winners in this Sweepstakes.

b>a.           Daily Prizes: One (1)Calphalon 2-Piece Contemporary Nonstick Fry Pan Set and one (1) HelloFresh FreeWeek 2-Person Classic or Veggie Box. 

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b>b.           Grand Prize: One (1)Calphalon Contemporary 15 Piece Self-Sharpening Cutlery Set and one (1)HelloFresh Free Month 2-Person Classic or Veggie Box.

b>There will be one (1) Grand Prize winner selected from apool of all eligible entries received during the Promotion Period.  Once each Day during the Promotion Period aDaily Prize winner will be selected for a total of eight (8) Daily Prizewinners selected.

span>Sponsor will select all winners atrandom from all eligible Entries received during the Promotion Period. Ifapplicable, the potential winner must be available to participate to beeligible in any portion of the Sweepstakes that participation may be required. Sponsorreserves the right at its sole discretion to choose an alternative qualifier orpossible winner in the event that a qualifier or possible winner has beendisqualified, is deemed ineligible or cannot fully participate in prizeactivities, in Sponsor’s sole discretion.  If the Entrant is unable to verifyregistration information, the Entrant will automatically be disqualified andthe prize will be forfeited. Sponsor is not responsible for any change of emailaddress, mailing address and/or telephone number of Entrants. Sponsor is notresponsible for and shall not be liable for late, misdirected or unsuccessfulefforts to notify a potential winner or if the potential winner cannot fullyparticipate in prize activities.    

span>Prizes will be awarded only if the potentialprize winner fully complies with these Official Rules. Taxes on any prize,including but not limited to Federal income tax, are solely the responsibilityof each winner, and each winner must complete all forms requested by Sponsor toevidence and accomplish such (“Tax Forms”). Prizes are non-assignable andnon-transferable.  All details and otherrestrictions of any prize not specified in these Official Rules will bedetermined by Sponsor in its sole discretion. No cash alternative or prize substitution will be allowed, except thatSponsor reserves the right in its sole discretion to substitute prize(s) ofcomparable value if any prize listed is unavailable, in whole or in part, forany reason.  The prizerestrictions/conditions stated herein are not all-inclusive and the Prizesdescribed above may be subject to additional restrictions/conditions, which maybe stated in the “Prize Claim Documents” (defined below).

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b>Total Approximate Retail Value:span>  The total approximate retail value for allprizes awarded in this Sweepstakes is $1,447.55.

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b>6.         WINNERNOTIFICATION:  Once the selection of the potential winner iscomplete, the potential prize winners will be notified by email or Facebookprivate message (the “Prize Notice”)at the e-mail address or account used in the entry form.  Each potential winner will be required torespond within one week from notification. Notification is deemed to have occurred immediately upon sending of aFacebook message. The Company is not responsible for any change of emailaddress, mailing address and/or telephone number of Entrants. Sponsor is notobligated attempt to notify potential winners by any other method or means ofcommunication.   Potential winners willbe required to execute an Affidavit of Eligibility, Tax Forms (including I.R.S.Form W-9), a Liability Release, and (where applicable) a Publicity Release form(collectively, “Prize Claim Documents”)and return such executed Prize Claim Documents within the time indicated bySponsor.  If a Prize or Prize Notice isreturned as undeliverable, if a potential winner fails to respond or executeand return the Prize Claim Documents (as directed) within the time framespecified, or if a potential prize winner is determined to be ineligible ordisqualified for any reasons, his/her prize will be forfeited.  In the event that a prize is unclaimed,Sponsor will attempt to award it to the next highest scoring eligible Entrantand follow the same winner notification process.  Sponsor will make one (1) attempt to award aprize, and if it remains unclaimed, the prize will not be awarded.  Sponsor shall have no liability for anypotential prize winner notification that is lost, intercepted or not receivedby any potential prize winner for any reason. ALL POTENTIAL WINNERS ARESUBJECT TO VERIFICATION BY SPONSOR. AN ENTRANT IS NOT A WINNER OF ANY PRIZE,EVEN IF THE INSTANT WIN GAME OR CONTEST SHOULD SO INDICATE, UNLESS AND UNTILENTRANT’S ELIGIBILITY AND CONTEST WINNER HAS BEEN VERIFIED AND ENTRANT HAS BEENNOTIFIED THAT VERIFICATION IS COMPLETE.

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b>8.         GENERAL terms/LIMITATIONSOF LIABILITY:

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span style="color: #191919;">            (i)         Byentering this Sweepstakes, all Entrants agree to release, discharge, and holdharmless Sponsor and the other Promotion Entities, and each of their parentcompanies, affiliates, subsidiaries, advertising agencies, agents and partners,and all of their respective employees, officers, directors, and representatives,from any claims, losses, and damages arising out of such Entrant’sparticipation in this Sweepstakes, any Sweepstakes-related activities, and theacceptance, possession, use and/or misuse of any prize awarded in this Sweepstakes.  Neither Sponsor nor the other PromotionEntities assume any responsibility for any error, omission, interruption,deletion, defect, or delay in operation or transmission; communications linefailure; theft or destruction of or unauthorized access to Sweepstakes entriesor entry forms; or alteration of entries or entry forms. Sponsor is notresponsible for any problems with or technical malfunction of any telephonenetwork or lines, computer online systems, servers or providers, computerequipment, software, failure of any email entry to be received on account oftechnical problems or traffic congestion on the Internet or at any website,human errors of any kind, or any combination thereof, including any injury ordamage to entrants' or any other persons' computers related to or resultingfrom participation, uploading or downloading of any materials related to inthis Sweepstakes.

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span style="color: #191919;">            (ii)        Sponsorreserves the right to cancel or modify the Sweepstakes if fraud or technicalfailures destroy the integrity of the Sweepstakes as determined by the Sponsor,in its sole discretion, or if required by Facebook, and to award the prizesbased on eligible Entries received prior to the cancellation.  /span>

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span>            (iii)       Sponsor’s decisions are final and binding in all mattersrelating to the Sweepstakes and judging.

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span>            (iv)       Acceptance of any prizeconstitutes such prize winner’s permission for the Sponsor and other PromotionEntities to use such prize winner’s Entry (in whole or in part), name,photograph, likeness, voice, biographical information, statements and completeaddress (collectively, the "Attributes"),for advertising and/or publicity purposes worldwide and in all forms of medianow known or hereafter devised, in perpetuity, without further compensation orauthorization, (except where prohibited by law), and such Entrant releases theSponsor, Promotion Entities and designees from all claims arising out of theuse of such Entry and/or Attributes and agrees to indemnify the Sponsor andother Promotion Entities for any third party claims arising out of the use ofsuch Entry or Attributes by Sponsor, Promotion Entities or any AuthorizedParties. 

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span>            (v)        Sponsor is not responsible for lost, late, mutilated, misdirected, illegible,incomplete, inaccurate, or stolen, entries or prize notifications. Sponsorreserves the right in its sole discretion to disqualify any individual who isfound to be tampering with the entry process or the operation of the Sweepstakes,to be acting in violation of these Official Rules, or to be acting in anunsportsmanlike or disruptive manner, or with the intent to disrupt orundermine the legitimate operation of the Sweepstakes, or to annoy, abuse,threaten or harass any other person, and Sponsor reserves the right to seekdamages and other remedies from any such person to the fullest extent permittedby law. No mechanically reproduced, illegible, incomplete, forged,software-generated or other automated multiple entries will be accepted.Sponsor reserves the right to modify, extend, suspend, or terminate the Sweepstakesif it determines, in its sole discretion, that the Sweepstakes is technicallyimpaired or corrupted or that fraud or technical problems, failures ormalfunctions or other causes beyond Sponsor’s control have destroyed orseverely undermined or to any degree impaired the integrity, administration,security, proper play and/or feasibility of the Sweepstakes as contemplatedherein. In the event an insufficient number of eligible entries are receivedand/or Sponsor is prevented from awarding prizes or continuing with the Sweepstakesas contemplated herein by any event beyond its control, including but notlimited 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 oractivity, war (declared or undeclared) or any federal state or local governmentlaw, order, or regulation, public health crisis (e.g. SARS), order of any courtor jurisdiction, or other cause not reasonably within Sponsor’s control (each a“Force Majeure” event oroccurrence), then Sponsor shall have the right to modify, suspend, or terminatethe Sweepstakes. If the Sweepstakes is terminated before the designated enddate, Sponsor will (if possible) select the winner based solely on SponsorJudging from all eligible, non-suspect entries received as of the date of theevent giving rise to the termination. Only the type and quantity of prizesdescribed in these Official Rules will be awarded.  The invalidity or unenforceability of anyprovision of these rules shall not affect the validity or enforceability of anyother provision. In the event that any provision is determined to be invalid orotherwise unenforceable or illegal, these rules shall otherwise remain ineffect and shall be construed in accordance with their terms as if the invalidor illegal provision were not contained herein.

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span>            (vi)       ALL ISSUES ANDQUESTIONS CONCERNING THE CONSTRUCTION, VALIDITY, INTERPRETATION ANDENFORCEABILITY OF THESE OFFICIAL RULES OR THE RIGHTS AND OBLIGATIONS OFENTRANTS OR SPONSOR IN CONNECTION WITH THE CONTEST SHALL BE GOVERNED BY ANDCONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF GEORGIA WITHOUTGIVING EFFECT TO ANY CHOICE OF LAW OF CONFLICT OF LAW RULES OR PROVISIONS THATWOULD CAUSE THE APPLICATION OF ANY OTHER STATE’S LAWS.

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span>            (vii)      Byparticipating in this Sweepstakes, each entrant agrees that any and alldisputes the entrant may have with, or claims entrant may have against, theSponsor and/or other Promotion Entities relating to, arising out of orconnected in any way with (i) the Sweepstakes, (ii) the awarding or redemptionof any prize, and/or (iii) the determination of the scope or applicability ofthis agreement, will be resolved individually and exclusively in the courts ofAtlanta, Georgia or Charlotte, North Carolina.

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b>10.       WINNERS LIST/OFFICIAL RULES:  To obtain a copy ofthese Official Rules, print this page. To obtain a copy of any legally-required winners list, send aself-addressed stamped envelope to “CALPHALON®HELLOFRESH START SUMMER EARLY SWEEPSTAKESAttn: Eric Hills, Newell Rubbermaid, 3 Glenlake Parkway, Atlanta GA 30328.  All such requests must be received by PromotionPeriod end date.  

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b>11.       SPONSOR:  Calphalon Corporation, 3 Glenlake Parkway,Atlanta, Georgia 30328. 

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u>©2015 Calphalon Corporation. All Rights Reserved.

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span>This Sweepstakes isin no way sponsored, endorsed or administered by, or associated with Facebook.