1. HOW IT WORKS: Teachers are invited to participate in the SUBWAY RANDOM ACTS OF FITNESS FOR KIDS™ Program (“Program”) to help get kids moving every day. Eligible Teachers, as defined below, can visit (“Website”) to register to receive Program materials via mail. Registration to receive Program materials via mail begins 7:00:00 PM ET on 12/14/12; mailed Program materials are available while supplies last. Program materials will be mailed to the Teacher’s attention at the school indicated on the registration form. Allow 4-6 weeks for delivery of Program materials. NOTE: It is not necessary to receive Program materials by mail in order to participate in the Program and/or Sweepstakes; eligible Teachers can register and access Program materials online. Mailed Program materials will include a Game Board Poster with twenty (20) numbered, weekly scratch-off spots that correspond to twenty (20) Weekly Fun Fit Challenge Activities (beginning on 1/9/13) that Teachers can accomplish with their class. Each week, participating Teachers will scratch off that week’s spot on the Game Board Poster to reveal the Weekly Activity Code ("Code") for that week; there will be a different Code each week of the Program.

2. HOW TO ENTER THE SWEEPSTAKES: Beginning 12:00:00 PM (Noon) ET on 1/9/13 through 11:59:59 AM ET on 5/28/13 (“Sweepstakes Period”), registered Teachers can visit the Website to enter the current week’s Code to commit that their class will complete the current Weekly Fun Fit Challenge Activity in order to receive an Entry (“Entry”) into the SUBWAY RANDOM ACTS OF FITNESS FOR KIDS™ Sweepstakes (“Sweepstakes”). The Teacher can then follow the on-screen instructions to download the Weekly Fun Fit Challenge Activity. The school indicated on the Teacher’s registration form will receive one (1) Entry into that week’s School Prize drawing, and the Teacher’s class will receive one (1) Entry into the Grand Prize drawing. Entries must be received by 11:59:59 AM ET on 5/28/13 to be eligible for the final week’s School Prize drawing and the Grand Prize drawing. Registered Teachers can also obtain the current week’s Code via the Website during that Weekly Entry Period.

There will be one (1) School Prize available for each of the twenty (20) weeks during the Sweepstakes Period (each a “Weekly Entry Period”). Each Weekly Entry Period begins at 12:00:00 PM (Noon) ET on Wednesday and ends at 11:59:59 AM ET the following Wednesday during the Sweepstakes Period, with the exception of the final Weekly Entry Period which ends at 11:59:59 AM ET on Tuesday 5/28/13. Entries must be received during each Weekly Entry Period to be eligible for the drawing for that Weekly Entry Period only. Entries received for each Weekly Entry Period will not be rolled over to subsequent Weekly Entry Periods. At the conclusion of the Sweepstakes Period, all eligible Entries received throughout the Sweepstakes Period will be entered into the Grand Prize drawing (i.e. if a Teacher commits that his/her class will complete each of the twenty (20) Weekly Fun Fit Challenge Activities, the Teacher's class will receive twenty (20) entries into the Grand Prize drawing). A Teacher can use only one (1) email address to register/enter. Limit one (1) Entry per email address per Weekly Entry Period. Each Teacher may only register on behalf of one (1) class. There is no limit to the number of Teachers who may enter per school. Web host’s computer is the official time-keeping device for the Sweepstakes.

3. RANDOM DRAWINGS: Random drawings to determine the School Prize winner for each Weekly Entry Period will be conducted from among all eligible Entries received for that Weekly Entry Period drawing; the drawings will be conducted approximately ten (10) business days following the end of each Weekly Entry Period. The Grand Prize drawing will be conducted on or about 5/29/13 from among all eligible Entries received throughout the Sweepstakes Period. Random drawings will be conducted by D.L. Blair, Inc., an independent judging organization, whose decisions are final. Odds of winning a School Prize depend upon the number of eligible Entries received for that Weekly Entry Period drawing. Odds of winning a Grand Prize depend upon the total number of eligible Entries received throughout the Sweepstakes Period.

4. ELIGIBILITY: This Sweepstakes is open only to eligible legal residents of the fifty (50) United States and the District of Columbia, who are part-time or full-time Teachers at a Public or Private kindergarten through sixth grade Elementary School or kindergarten through sixth grade Home School and are eighteen (18) years of age or older as of date of registration (“Teacher”). To be eligible, the School must be located in the fifty (50) United States or the District of Columbia. Employees of Subway Franchisee Advertising Fund Trust Ltd. (“Sponsor”), SUBWAY® restaurants, Doctor's Associates Inc. (“DAI”), Franchise World Headquarters, LLC (“FWH”), and each of their affiliates, subsidiaries, suppliers, advertising, promotion and internet agencies (collectively “Promotion Entities”) and their immediate family members and/or those living in the same household of each (whether related or not) are not eligible. All federal, state, and local laws and regulations apply. Void in Puerto Rico and where prohibited by law.

5. PRIZES & VALUES: Twenty (20) School Prizes (one (1) per each Weekly Entry Period) - Each Winning School will receive a check in the amount of $1,000 (“School Prize”). The School Prize is awarded to the School for use for classroom or other school supplies, at the discretion of the School. The Total Approximate Value of all twenty (20) School Prizes is $20,000. One (1) Grand Prize - Each Student in the Grand Prize Winning Class (“Student”) will receive an assembled, age-appropriate, Sponsor-specified Schwinn bicycle and helmet. In addition, the Teacher of the Grand Prize Winning Class will receive a Schwinn bicycle and helmet. Up to forty (40) Student bicycles and helmets, and one (1) Teacher bicycle and helmet will be awarded to the Grand Prize Winning Class (“Grand Prize”). Maximum Total Approximate Retail Value of Grand Prize is $8,000 (Actual Retail Value of Grand Prize will depend upon the number of bicycles/helmets awarded and the bicycle model awarded). No more than forty-one (41) bicycles and forty-one (41) helmets will be awarded, regardless of the class size. Bicycles/helmets will be delivered to the Grand Prize Winning Class and Teacher at the School indicated on the registration form. Teacher/Principal will be responsible for coordinating distribution to Students in the Grand Prize Winning Class. Sponsor shall not be responsible for lost or stolen bicycles/helmets, or any issues arising out of or in connection with acceptance and/or use of the bicycle/helmet. School Prizes and Grand Prize are also collectively referred to as “Prize.” By accepting the Grand Prize, Student (and parent/legal guardian)/Teacher acknowledges that Sponsor has not made nor is in any manner responsible for any warranty, representation or guarantee, express or implied, in fact or in law, relative to the Prize offered in this Sweepstakes, including but not limited to its quality, mechanical condition or fitness for a particular purpose. Warranties regarding bicycles/helmets (if any) are subject to the manufacturer's terms, and Student (and parent/legal guardian)/Teacher agrees to look solely to such manufacturer for any such warranty. All Prizes consist of only the items specifically listed as part of the Prize. Limit one (1) School Prize per School throughout the Program. A School can win a School Prize and the Grand Prize.

6. PUBLICITY RIGHTS: Acceptance of any Prize constitutes permission for the Sponsor and its agencies to use the names’ of any Winning Elementary School or Home School for purposes of advertising and trade without further compensation, in perpetuity and in any media now known or hereafter discovered, including a Prize Winners list, unless prohibited by law.

7. RELEASE OF LIABILITY: By accepting any Prize, Teacher/Principal/Student (and parent/legal guardian of each Student) agree to hold Sponsor, Promotion Entities, Schwinn (“Prize Provider”), and their respective directors, officers, shareholders, employees, promotion agencies and assigns, (collectively “Released Parties”) harmless against any and all claims and liability arising out of acceptance, redemption, and/or use of any Prize. By accepting any Prize, School/Teacher/Principal/Student (and parent/legal guardian of each Student) assumes all liability for any injury or damage caused, or claimed to be caused, by participation in this Sweepstakes or use or redemption of any Prize. Participants (and parent/legal guardian if Participant is a minor in his/her state of residence) agree to release, discharge and hold harmless Released Parties from and against any and all liability and damages.

8. GENERAL RULES: The following documents (an Affidavit of Eligibility, Release of Liability, Prize Acceptance Form and, if legally permissible, a Publicity Release), (collectively “Prize Documents”) will be required for each School Prize and the Grand Prize. Prize Documents will be sent within 3-4 weeks of the random drawing (via mail/overnight delivery/email) to the attention of the Teacher who submitted the potential winning Entry at the school address indicated on the registration form. Teacher must follow all instructions accompanying the Prize Documents and will be responsible for obtaining the signature of the appropriate school representative(s) of the potential Winning School. Prize Documents must be returned within ten (10) days of attempted delivery of same. In addition, the Teacher from the Grand Prize Winning School will receive Releases of Liability which must be distributed to the parent/legal guardian of each Student in the Grand Prize Winning Class. Teacher must collect signed Releases of Liability from each parent/legal guardian and return documents within ten (10) days of attempted delivery of same. Not responsible for lost, late, illegible, mutilated, misdirected, postage-due Prize Documents. Noncompliance within any stated time period or return of any Prize/Prize notification as undeliverable may result in disqualification without further notice and an alternate winner may be selected. No substitution or transfer of Prize by Winning School/Student permitted. Sponsor reserves the right to substitute any Prize of equal or greater value. Winning School may be required to provide state and federal tax reporting information and may receive an IRS form 1099 for the value of the Prize won, if applicable. Any expenses relating to the acceptance/use of Prize not specified herein are the sole responsibility of Teacher/Principal/Students from the Winning School/Class. In no event will more than the stated number of Prizes be awarded. If a Teacher submits more than the stated number of entries permitted, and/or if the Sponsor suspects that a Teacher attempted to obtain additional Entries by using multiple email addresses, registrations, identities or any other method, all Entries submitted by the Teacher may be declared null and void. By participating in this Sweepstakes, Teacher (and parent/legal guardian if Teacher is a minor in his/her state of residence) agrees to be bound by the Official Rules and the Judges’ decisions which are final. In the event there is a discrepancy or inconsistency between disclosures or other statements contained in any materials and the terms and conditions of the Official Rules, the Official Rules shall prevail, govern and control. All material submitted becomes the sole property of Sponsor and will not be returned. Sponsor not responsible for any typographical or other error in the printing of the offer, administration of the Sweepstakes or in the announcement of the Prizes. Sponsor does not support or endorse any beliefs or teachings of participating/winning schools or classes.

NOTICE: ANY ATTEMPT BY AN INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THIS PROMOTION IS A VIOLATION OF CRIMINAL AND CIVIL LAWS, AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW. Not responsible for faulty, incorrect or mistranscribed phone/e-mail transmissions, incorrect announcements of any kind, technical hardware or software failures of any kind including any injury or damage to any person's computer related to or resulting from participating in or experiencing any materials in connection with the promotion, lost or unavailable network connections, or failed, incomplete, garbled or delayed computer transmission that may limit a user's ability to participate in the promotion. Sponsor assumes no responsibility for undeliverable e-mails resulting from any form of active or passive e-mail filtering by a user's Internet service provider and/or e-mail client or for insufficient space in user's e-mail account to receive e-mail. Sponsor reserves the right to cancel or modify the promotion if fraud, misconduct or technical failures destroy the integrity of the program; or if a computer virus, bug, or other technical problem corrupts the administration or security of the program as determined by Sponsor/judging agency/administrator, in their sole discretion. In the event of termination, a notice will be posted online and the drawing for all remaining Prizes will be conducted from among all eligible entries received prior to termination. In the event a dispute arises regarding the identity of the Teacher, Entry will be deemed made by the person whose name appears on the online registration form. Any damage made to the Website by a Teacher will be the responsibility of the Teacher and/or the authorized e-mail account holder of the e-mail address submitted at the time of Entry. Proof of submitting entries will not be deemed to be proof of receipt by Sponsor. Any entries which are suspected of being fraudulent (including those using robotic, automatic, programmed or similar methods of participation) will be disqualified, based on determinations made solely by Sponsor. Sponsor reserves the right to prohibit the participation of an individual if fraud or tampering is suspected or if the individual fails to comply with any requirement of participation as stated herein or with any provision in these Official Rules.

9. ARBITRATION/CHOICE OF LAW: Except where prohibited, Teachers agree that any and all disputes, claims and causes of action arising out of or connected with this Sweepstakes shall be resolved exclusively by arbitration pursuant to the Rules of the American Arbitration Association (AAA) then effective, and any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred by Teacher with regard to this Sweepstakes, but in no event attorneys' fees, punitive, incidental, consequential or other damages. The arbitration shall be conducted in Bridgeport, Connecticut, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Should there be a conflict between the laws of the State of Connecticut and any other laws, the conflict will be resolved in favor of the laws of the State of Connecticut. The invalidity or unenforceability of any provision of these Official Rules shall not affect the invalidity or unenforceability of any other provision so long as the general intent of these Official Rules remains in effect. In the event that any such provision is determined to be invalid or otherwise unenforceable, these Official Rules shall be construed in accordance with their terms as if the invalid or unenforceable provision was not contained therein.

10. WINNERS: The names of the Winning Schools will be posted on periodically throughout the Sweepstakes Period once Winning Schools have been verified. The Winners list will remain posted through September 2013.

11. PRIVACY: Any personally identifiable information collected by Sponsor or its representative during a participant's partaking in this Program will solely be used by Sponsor for purposes of the proper administration and fulfillment of the Program as described in these Official Rules and in accordance with Sponsor's Privacy Policy and Privacy Notice as such is stated at or by writing to SFAFT c/o 325 Bic Drive, Milford, CT 06461.

12. SPONSOR Subway Franchisee Advertising Fund Trust Ltd. (SFAFT),325 Bic Drive, Milford, CT 06461.

©2012 Doctor’s Associates Inc. SUBWAY® is a registered trademark of Doctor’s Associates Inc.

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