VINTAGE DEALER OF THE YEAR 2 CONTEST
OFFICIAL RULES, TERMS AND CONDITIONS

You must accept these rules, terms and conditions to be eligible to participate in the Promotion, and by participating you are deemed to have accepted all such rules, terms and conditions (“Official Rules”).

The Naxcom “Vintage Dealer of the Year 2” Promotion (the “Promotion”) begins at 12:01 am PT on June 6, 2005 and ends 11:59 pm PT on February 19, 2006 (the “Promotion Period”). The Promotion is sponsored by Naxcom Exchange, Inc., 5959 W. Century Blvd., #556, Los Angeles, California 90045 (“Sponsor”).

• ELIGIBILITY. The Promotion is open only to legal residents of the continental United States, Alaska and Hawaii, and the District of Columbia, who are twenty-one (21) years of age or older at the time of their registration and who are registered to use NAXCOM.com in accordance with Sponsor’s requirements for user/dealer registration. Employees, shareholders, officers, directors, agents, and representatives of Sponsor, and their immediate family members and those living in their household, and each person or entity connected with the production, administration or judging of the Promotion, and each parent company, affiliate, subsidiary, agent and representative of any aforementioned entity are not eligible to participate in the Promotion. THE PROMOTION IS VOID WHERE PROHIBITED OR RESTRICTED AND IS VOID OUTSIDE OF THE CONTINENTAL UNITED STATES, ALASKA AND HAWAII AND THE DISTRICT OF COLUMBIA.

• HOW TO PARTICIPATE. Subject to the eligibility requirements in these Official Rules, the Promotion participants shall consist solely of thirty-two (32) registered users of NAXCOM.com of which twenty-five (25) will participate due to their winning one of the qualifying rounds and seven (7) will be appointed to “at large” spots at NAXCOM’s discretion (such individuals are the “Vintage Dealers”). In addition, (i) only one registered Vintage Dealer per family may participate in the Promotion, (ii) any given person may have only one entry in the Promotion, and (iii) any winner (or family member of such winner) of the Grand Prize in any promotion sponsored by Sponsor within the six (6) months prior to the start of the Promotion Period may, in the sole discretion of Sponsor, be declared ineligible to participate in the Promotion.

• DETERMINATION AND NOTIFICATION OF WINNERS. The Promotion shall consist of thirty-two (32) Vintage Dealers competing in a head-to-head, double elimination bracket style tournament (the “Tournament”). Each of the thirty-two (32) Vintage Dealers entered in the Promotion shall be assigned by the Sponsor into a Tournament bracket sheet, and the Tournament bracket sheet shall be displayed on NAXCOM.com throughout the Promotion Period. The Tournament shall consist of rounds (“Rounds”) and each Round shall commence at 12:01 am PT on the first day of the Round and shall end at 11:59 pm PT on the last day of the Round. Each Round shall consist of weekly matches (each a “Match”), in which four Vintage Dealers list a maximum of one hundred vintage items and then compete against one another to try and accumulate the highest gross dollars in Vintage Sales on NAXCOM.com during that week. All Vintage Items/Sales in this contest are defined as any pre-1980 item or any item involving a player that started his career pre-1980. Each weekly match shall commence on Monday at 12:01 am PT and shall end on Sunday at 11:59 pm PT. In each Match, the Vintage Dealer with the highest gross sales in the week will win the Match and proceed to the next Round of the Tournament, and the other Vintage Dealer will drop down into the “losers” bracket. Any dealer that loses two matches will be eliminated from the contest. The Grand Prize winner of the Promotion will be the participating Vintage Dealer who advances to and wins the Final Match. The participating Vintage Dealer who advances to but loses the Final Match will be the Second Place winner. The losers of the two Semifinal Matches shall each be Third Place winners. Sponsor shall determine the gross sales of each participating Vintage Dealer in each Round of the Tournament and the winner of each Match in the Tournament as based on such sales. (Sponsor shall make such gross sales figures available to participating Vintage Dealers at their written request.) All decisions by Sponsor are final in all matters relating to Promotion. The winners of each Match will be required to respond to the prize notifications by e-mail and/or telephone within 72 hours of attempted notification. Winners may at Sponsor’s discretion also be sent (via e-mail or overnight courier) an affidavit of eligibility/liability/publicity release (“Release”). Unless restricted by law, winners would be required to complete and return the Releases within the time period specified therein. A Match will be forfeited and, in such case, an alternate Match winner will be selected based on the next highest gross sales of a participating Vintage Dealer in the applicable Round (or such other equitable method as Sponsor may in its sole discretion determine) if a winner: (i) cannot be reached; (ii) fails to obtain all signatures on the Release and to return it as required pursuant to these Official Rules, if required; or (iii) cannot accept or receive the prize for any reason.

• PRIZES. One (1) Grand Prize winner (the participant who advances to and wins the Final Match of the Tournament) will receive ten thousand dollars ($10,000.00) payable in cash, check or wire transfer. One (1) Second Place winner (the Participant who advances to and loses the Final Match of the Tournament) will receive two thousand five hundred dollars ($2,500.00) payable in cash, check, or wire transfer. Two (2) Third Place winners (the Participants who advance to and lose the Semifinal Matches of the Tournament) will each receive five hundred dollars ($500.00) payable in cash, check or wire transfer. The Vintage buyer who purchases the most Vintage items from dealers who are competing in their weekly match, will receive one thousand dollars ($1,000). Prize winners cannot assign or transfer the prize to another person. No prize substitution is allowed except at the discretion of Sponsor. All prizes will be awarded. If a prize cannot be awarded due to circumstances beyond the control of Sponsor, a substitute prize of equal or greater retail value will be awarded.

• CONDITIONS. The Promotion is subject to these Official Rules. By participating, participants agree: (i) to be bound by these complete Official Rules and the decisions of Sponsor, which shall be final and binding; (ii) to waive any right to claim ambiguity in the Promotion or these Official Rules; and (iii) to release, discharge, indemnify and hold harmless Sponsor (including the parent, subsidiary and affiliated entities thereof), together with the respective directors, stockholders, employees, officers, licensees, licensors, affiliated entities and agents of each such entity, including, without limitation, their respective advertising and promotion agencies and any person or entity associated with the production, judging, or administration of the Promotion (collectively, the “Releasees”), from any and all liability, loss or damage arising from or in connection with participation in the Promotion and/or use or misuse of prize or any prize-related activities. At the request of the Releasees, participants also shall defend, indemnify and hold harmless the Releasees from all liabilities, claims and expenses, including attorney’s fees, court costs, deposition fees, and all the associated legal costs and fees arising from any breach or violation hereunder. Sponsor reserves the right to use the Promotion for publicity purposes in any media, and acceptance of any prize constitutes permission to Sponsor and its designees to use the names, likenesses, and hometown names and/or prize information of those winners as part of that publicity, without any compensation or prior review unless prohibited by law. All winners who receive a prize or award valued above $600.00 may receive a federal 1099 tax form showing the value of the prize awarded to the winner; however, taxes on the prizes, if any, are the sole responsibility of winners. The Promotion is void outside the continental United States, Alaska and Hawaii, and the District of Columbia, and where prohibited or restricted by law, and is subject to applicable federal, state and local laws. Sponsor reserves the right to disqualify any participant it finds to be tampering with the entry process or the operation of the Promotion or violating these Official Rules. The Releasees shall not be responsible for and shall not be liable to any person for: (i) late, lost, delayed, stolen, misdirected, incomplete, unreadable, inaccurate, garbled or unintelligible communications in connection with the Promotion, regardless of the method of transmission; (ii) telephone system, telephone or computer hardware, software or other technical or computer malfunctions, lost connections, disconnections, delays or transmission errors, including any inability to participate in the Promotion or complete sales at any given time during the Promotion Period as a result of such malfunctions; (iii) data corruption, theft, destruction, unauthorized access to or alteration of entry or other materials; (iv) any injuries, losses or damages of any kind caused by the prizes or resulting from acceptance, possession or use of a prize, or from participation in the Promotion; or (v) any printing, typographical, administrative or technological errors in any materials associated with the Promotion. Sponsor disclaims and shall not be responsible for any liability for damage to any computer system resulting from participating in, or accessing or downloading information in connection with, this Promotion (including any damages caused by a virus, bug, computer problem, unauthorized intervention or other causes beyond Sponsor’s control), and Sponsor reserves the right, in its sole discretion, to immediately and without prior notice cancel, modify or suspend the Promotion should a virus, bug, computer problem, unauthorized intervention or other causes beyond Sponsor’s control corrupt the administration, security or proper play of the Promotion. Sponsor may prohibit you from participating in the Promotion or winning a prize if, in its sole discretion, it determines you are attempting to undermine the legitimate operation of the Promotion by cheating, hacking, deception, or any other unfair playing practices, or if you engage in any activity intended to annoy, abuse, threaten or harass any other participants, Sponsor or Sponsor’s representatives. The Promotion will be governed by the internal laws of the State of California. Any and all legal actions or claims arising in connection with the Promotion must be brought in a court of competent jurisdiction within the United States. CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE THE NAXCOM.COM WEB SITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROMOTION MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS AND WILL RESULT IN DISQUALIFICATION FROM PARTICIPATION IN THE PROMOTION. SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES (INCLUDING ATTORNEYS’ FEES) TO THE FULLEST EXTENT OF THE LAW, INCLUDING CRIMINAL PROSECUTION.

• OFFICIAL RULES. For a copy of these Official Rules, send your request in a self addressed, stamped envelope to: Naxcom’s Vintage Dealer of the Year Promotion Official Rules, Naxcom Exchange, Inc., 5959 W. Century Blvd., #556, Los Angeles, California 90045.

• WINNERS LIST. For the name of the Promotion winners, available after February 1, 2006, send your request in a self addressed, stamped envelope to: Naxcom’s Vintage Dealer of the Year Promotion Winners List, Naxcom Exchange, Inc., 5959 W. Century Blvd., #556, Los Angeles, California 90045. Or visit NAXCOM.com. Request must be received by December 31, 2005.

© 2005 Naxcom Exchange, Inc.