2007 AIRPLAY POINTS WEEKLY SWEEPSTAKES

NO PURCHASE OR OBLIGATION NECESSARY TO ENTER OR CLAIM A PRIZE. A PURCHASE OR PAYMENT OF ANY KIND WILL NOT INCREASE YOUR CHANCES OF WINNING.

As a condition of participating in this Sweepstakes, entrant, or, if a minor, his/her parent or legal guardian agree to be fully and unconditionally bound by these Official Rules and the decisions of AirPlay Network, Inc., ("Sponsor") and waive any right to claim ambiguity in the Sweepstakes or these Official Rules.

1. ELIGIBILITY

AirPlay Points Weekly Sweepstakes #2 (the "Sweepstakes") is open to all legal residents of the fifty (50) United States and the District of Columbia, eighteen (18) years of age and older as of April 20, 2007. SWEEPSTAKES IS VOID IN PUERTO RICO, THE U.S. VIRGIN ISLANDS, U.S. MILITARY INSTALLATIONS IN FOREIGN COUNTRIES and ALL OTHER U.S. TERRITORIES AND POSSESSIONS AND WHERE RESTRICTED OR PROHIBITED BY LAW.

Employees of Endemol, NBC, the National Football League ("NFL"), its member teams and NFL Properties, Inc. (the "NFL Entities"), the National Basketball Association ("NBA"), it's member teams and NBA Properties, Inc. (the "NBA Entities"), Verizon, AT&T, Sprint, T-Mobile, Cellular South, US Cellular and AirPlay Network, Inc., and their parent and affiliate companies, and their suppliers as well as the immediate family (spouse, and parents, children and siblings, and their respective spouses regardless of where they live) and individuals living in the same households as the employee, whether related or not, of the above, are not eligible. The Sweepstakes is subject to all applicable federal, state, and local laws and regulations and is void where prohibited or restricted by law.

2. HOW TO ENTER

The Sweepstakes begins 12:01AM Pacific Time on February 4th, 2008, and ends on June 1st, 2008 ("Promotional Period"). The Promotional Period will be divided into 17 weekly drawings, with winners selected for each weekly drawing as specified below in Section 3.

There are two (2) ways to enter the weekly drawing contests:

In Game Entry AirPlay members will receive one (1) entry into each weekly drawing for every one (1) AirPlay Point accumulated from any AirPlay game during the week. There is no limit to the number of entries an AirPlay member may receive based on AirPlay Points accumulated during the week

By Mail - To enter without purchase or obligation, a person may hand-print their name, email address, residence address, city, state, zip code, day and evening phone numbers (including area code) and the words "AirPlay Points Weekly Sweepstakes #2" on a 3"x 5" card, and mail in a stamped #10 envelope, hand printed, to: AirPlay Points Weekly Sweepstakes #2, AirPlay Network, 1 Rhode Island, San Francisco, CA 94103.

Each mail in entry is counted as one hundred (100) entries into the sweepstakes. Entries will be entered in the next available weekly drawing after the entry is received.

Mail in participants may enter as many times as they wish

No mechanical reproductions permitted. Entries that are lost, late, illegible or incomplete for any reason will not be eligible.

Any form of entry other than those described herein is void. All entries, regardless of the method of entry, become the property of the Sponsor and will not be returned.

3. DRAWINGS AND ODDS OF WINNING

During the promotional period, Sponsor will randomly select one (1) winner for each week from all eligible entries. The week will consist of all points earned between 12:00AM Monday to 11:59PM Sunday.

Sponsor's decisions are final and binding in all respects.

Odds of winning a weekly game drawings will depend on the number of eligible entries received during each applicable quarterly game period.

4. PRIZES

The one (1) weekly winner will receive one (1) prize worth $250.

During the Promotional Period, up to seventeen (17) individual $250 prizes will be awarded. Approx. Retail Value ("ARV"): $4,250.

Winners of prizes are responsible for the payment of all taxes on the prize.

Any required tax reporting forms will be furnished to the IRS.

5. WINNERS NOTIFICATION

All prize winners will be posted on the Sponsor website at www.airplay.com/PrizeCentral.tap ("The Prize Claim Website") no later then 24 hours after the end of the week in question.

Winners will have 120 hours from the end of the week in question to visit The Prize Claim Website and fill out the "Prize Claim Form" to claim their prize.

Any prize left unclaimed at The Prize Claim Website for 120 hours will be forfeit.

Winners of gift certificates may, at the option of the Sponsor, be required to complete and sign an Affidavit of Eligibility and Liability Release, where legal, a Publicity Release, and IRS Form W-9. Failure to complete such forms with seven days of receipt of such request will result in forfeiture of the prize.

If any prize is won by an eligible individual who is not of the legal age of majority in the state of residence ("minor"), the required documents must be confirmed and signed by winner's parent or legal guardian, and the prize will be awarded in the name of his/her parent or legal guardian who will be required to fulfill all requirements imposed on winner set forth herein.

In the event of non-compliance with these rules, or if the prize or prize notification is unclaimed or returned as undeliverable, the prize will be forfeited.

Any forfeited prize, at Sponsor's discretion, may be awarded to an alternate winner.

6. PUBLICITY

Except where prohibited by law, by entering the Sweepstakes, as a condition of participating in this Sweepstakes, entrant, or, if a minor, his/her parent or legal guardian, agrees to the use by Sponsor and the NFL Entities and its designees of their name, photograph, likeness, statements, biographical information, voice and city and state address for advertising and promotional purposes for this and similar promotions, worldwide, and in perpetuity, in any and all forms of media, now known or hereafter devised without additional compensation, review or approval rights, notification or permission, except where prohibited by law. At the option of Sponsor, winners of any prize may be required to execute a Publicity Release.

ENTRANTS FURTHER ACKNOWLEDGE THAT IF THEY ARE CHOSEN AS A WINNER, THIER IDENTIFYING INFORMATION MAY BE DISCLOSED TO THIRD PARTIES INCLUDING, WITHOUT LIMITATION, PLACING ENTRANT'S NAME ON A WINNERS' LIST.

BY ENTERING THIS SWEEPSTAKES, EACH ENTRANT ACKNOWLEDGES AND AGREES THAT (1) THE ENTRANT HAS OPTED-IN TO AIRPLAY'S PRIVACY POLICY ON THE SWEEPSTAKES ENTRY PAGE; AND (2) BY OPTING-IN, THE ENTRANT HAS READ AND CONSENTS TO AIRPLAY'S PRIVACY POLICY AND TERMS OF USE.

7. LIMITATION OF LIABILITY

Sponsor is not responsible for: (1) stolen, lost, late, misdirected, damaged, undeliverable or incomplete, inaccurate, delayed, illegible entries due to technical, computer, mechanical, printing, typographical, human or other errors relating to or in connection with the Sweepstakes, including, without limitation, errors which may occur in connection with the administration of the Sweepstakes, the mailing or transmission of entries, notification or correspondence, the processing of entries, the announcement of the prizes or in any Sweepstakes related materials; (2) technical failures of any kind; (3) failures of any of the equipment or programming associated with or utilized in the Sweepstakes; (4) unauthorized human and/or mechanical intervention in any part of the entry process or the Sweepstakes; (5) technical or human error that may occur in the administration of the Sweepstakes, the sending of entries or the processing of entries; or (6) any injury or damage to persons or property that may be caused, directly or indirectly, in whole or in part, from entrant's participation in the Sweepstakes or receipt or use of any prize. If for any reason an entrant's entry is confirmed to have been erroneously deleted, lost or otherwise destroyed, corrupted or for any other reason not accepted as an entry into the Sweepstakes, entrant's sole remedy is another entry in the Sweepstakes. Sponsor may rescind any Sweepstakes found to contain such errors or failures without liability at its sole discretion.

As a condition of participating in this Sweepstakes, entrant, or, if a minor, his/her parent or legal guardian, agrees to release, indemnify and hold harmless the NFL Entities, AirPlay Network, Inc., and their parent and affiliate companies, and their respective parent companies, subsidiaries, affiliates, prize suppliers, and advertising and promotion agencies of AirPlay Network, Inc., and all its affiliates, and each of their respective agents, representatives, officers, directors, shareholders and employees (collectively, "Releasees") from and against any injuries, losses, damages, claims, actions and any liability of any kind resulting from or arising from participation in the Sweepstakes or acceptance, possession, use, misuse or nonuse (including any travel or travel-related activity thereto) of the prize that may be awarded or for including any injury or for damage to entrant's or any other person's computer or wireless device relating to or resulting from participation in this Sweepstakes or downloading any materials in this Sweepstakes, or inability to access any web site or wireless service associated with this promotion, or any combination thereof. Entrants agree that the laws of the state of Nevada will govern any and all disputes. At the option of Sponsor, winners of any prize may be required to execute a Liability Release.

As a condition of participating in this Sweepstakes, entrant, or, if a minor, his/her parent or legal guardian, agrees that (1) under no circumstances will entrant be permitted to obtain awards for, and entrant hereby waives all rights to claim, punitive, incidental, consequential, or any other damages, other than for actual out-of-pocket expenses; (2) all causes of action arising out of or connected with this Sweepstakes, or any prizes awarded, shall be resolved individually, without resort to any form of class action; and (3) any and all claims, judgments, and awards shall be limited to actual out-of-pocket costs incurred, but in no event attorneys fees. Sponsor reserves the right to modify prize award procedures.

A potential winner may be required to provide the Sponsor with proof of eligibility including without limitation that the potential winner is the registered owner of AirPlay Live game associated with the potentially winning entry, if applicable.

If, in the Sponsor's opinion, there is any suspected or actual evidence of electronic or non-electronic tampering with any portion of the Sweepstakes, or if computer virus, bugs, unauthorized intervention, fraud, or technical difficulties or failures compromise or corrupt or affect the administration, integrity, security, fairness, or proper conduct of the Sweepstakes, the Sponsor reserves the right at its sole discretion to disqualify any individual who tampers with the entry process and or void any entries submitted fraudulently, to modify or suspend the Sweepstakes, or to terminate the Sweepstakes and conduct a random drawing to award the prizes using all eligible, non-suspect entries received for the applicable drawing as of the termination date. Any attempts by an individual to access any web site associated with this promotion via robotic, automatic entry devices, programs such as, but not limited to, by script, macro or any other automated means, or other unauthorized entry will void all such entries by such methods.

ANY ATTEMPT BY AN ENTRANT TO DELIBERATELY DAMAGE THE AIRPLAY WIRELESS PLATFORM OR WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE SWEEPSTAKES MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK CIVIL AND/OR CRIMINAL PROSECUTION AND DAMAGES (INCLUDING ATTORNEYS' FEES) FROM ANY SUCH ENTRANT TO THE FULLEST EXTENT OF THE LAW.

8. NAMES OF WINNING ENTRANTS

For the names of the winners available, any person may mail a self-addressed, stamped envelope after April 21, 2007 to: AirPlay Points Weekly Sweepstakes #2, Airplay Network, 1 Rhode Island, San Francisco, CA 94103. Requests must be received no later than September 1, 2007.

9. ARBITRATION AND DISPUTES

As a condition of participating in this Sweepstakes, entrant, or, if a minor, his/her parent or legal guardian, agrees that any and all disputes which cannot be resolved between the parties, claims and causes of action arising out of or connected with this Sweepstakes, or any prizes awarded, or the determination of the winner shall be resolved individually, without resort to any form of class action exclusively by arbitration pursuant to the commercial arbitration rules of the American Arbitration Association, then effective. Further, in any such dispute, under no circumstances will entrant be permitted to obtain awards for, and entrant hereby waives all rights to claim punitive, incidental or consequential damages, or any other damages, including attorneys' fees, other than actual out-of-pocket expenses (i.e., costs associated with entering this Sweepstakes), and entrant further waive all rights to have damages multiplied or increased. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or entrant's rights and obligations or Sponsor's rights and obligations in connection with this Sweepstakes, shall be governed by, and construed in accordance with, the laws of the State of Nevada, U.S.A., without giving effect to the conflict of laws rules thereof, and all proceedings shall take place in that State in the City of Las Vegas, County of Clark.

10. SPONSOR

AirPlay Network, Inc., 1 Rhode Island, San Francisco, CA 94103.

No telephone manufacturer or wireless carrier is a sponsor of this sweepstakes and have no liability or responsibility for any claim arising in connection with participation in this sweepstakes or any prize awarded.

11. OPT-OUT

If you do not wish to receive any further notices from Sponsor regarding sweepstakes offerings, send your name, address to: AirPlay Sweepstakes, Airplay Network, 1 Rhode Island, San Francisco, CA 94103. Attn: Opt-Out.

CONSUMER DISCLOSURE: NO PURCHASE OR OBLIGATION NECESSARY TO ENTER OR WIN. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING.

You have not yet won any cash prize, the actual odds of winning any prize will depend upon the total number of eligible entries received for the applicable drawing. All entries must be received by as indicated in the chart above to be eligible for that drawing. See Official Rules above for complete prize restrictions. Sponsored by AirPlay Network, Inc., 1 Rhode Island, San Francisco, CA 94103.