BARCLAYCARD BE YOUR POSSIBLE CONTEST
OFFICIAL RULES

NO PURCHASE NECESSARY TO ENTER OR WIN. PURCHASE WILL NOT INCREASE YOUR CHANCE OF WINNING. VOID OUTSIDE THE 50 UNITED STATES, DISTRICT OF COLUMBIA, PUERTO RICO, AND WHERE OTHERWISE PROHIBITED. THIS PROMOTION IS IN NO WAY SPONSORED, ENDORSED, ADMINISTERED BY, OR ASSOCIATED WITH FACEBOOK, INC. ("FACEBOOK").

PROGRAM DESCRIPTION: NO PURCHASE NECESSARY. The Barclaycard Be Your Possible Contest (the "Contest") is a skill contest in which contestants (the "Entrants") are invited to create a two hundred (200) words or less statement (the "Entry") which concisely outlines how they would achieve their financial goals in one of the following four categories: Invest In Your Future, Empower Your Career, Be Your Own Boss or Your Money Smarts for an opportunity to win a Weekly Prize. Contest is subject to all applicable federal, state and local laws and regulations. Void where prohibited.

CONTEST DATES: The Contest begins at 12:00:00 a.m. Eastern Time ("ET") on March 12, 2014 and ends at 11:59:59 p.m. ET on April 8, 2014 (the "Contest Period") and is further divided into the following entry periods (the "Entry Periods") which start and end on or about the dates noted below:

EVENT START DATE - Begins at 12:00:00 a.m. ET: END DATE - Ends at 11:59:59 p.m. ET JUDGING PERIOD ENDING DATE
ONE March 12th March 18th March 21st
TWO March 19th March 25th March 28th
THREE March 26th April 1st April 4th
FOUR April 2nd April 8th April 11th
Note: All dates are subject to change and are in 2014.

ELIGIBILITY: The Contest is open to legal residents of the 50 United States, the District of Columbia and Puerto Rico, eighteen (18) years of age or older at time of entry. Officers, directors, employees and agents of Barclays Bank Delaware (the "Sponsor"), its parent company, subsidiaries, affiliates, retailers, advertising and promotion agencies, and Marden-Kane, Inc. (collectively, the "Releasees"), and the immediate families (spouse, parent, child, sibling and their respective spouses, regardless of where they reside) and persons living in households of each, whether or not related, are ineligible. Sponsor reserves the right to disqualify participants who violate these official rules (the "Official Rules") or interfere with this Contest in any manner. If a participant is disqualified, Sponsor reserves the right to terminate that participant's eligibility to participate in this Contest.

HOW TO ENTER: Anytime during the Promotion Period, eligible individuals (the "Entrant") can enter by visiting Sponsor's Facebook page at http://facebook.com/BarclaycardUS (the "Website"); "Like" (or have previously "Liked") Sponsor's Facebook page and click on the "Be Your Possible" Contest entry tab. Entrants can then enter the Contest through the application (the "Application") located in the Contest entry tab by [1] following the on-screen instructions on the entry form; [2] creating a written statement (collectively, the "Entry") that is up to two hundred (200) words and describes how they would reach their financial goals in any of the four categories, that meets the Entry Requirements defined below; and [3] clicking the "Submit" button. By clicking "Submit", Entrants will receive one (1) Entry into the Contest for that Entry Period. Entrant must complete the entry form with all required information on the entry page and click the "Submit" button" for the Entry to be eligible. As part of the Contest entry process, Entrants will be required to indicate that they have read, accept, and agree to be bound by these Official Rules. Limit of one (1) Entry per person or Facebook account/per Category and a maximum of four (4) Entries for the entire Promotion Period. Entries become the property of Sponsor and will not be returned. Entries in excess of this limit are void. Entrant must be logged onto Facebook to enter. To become a Registered User of Facebook, entrant must register for an account and agree to Facebook's statement of Rights and Responsibilities set forth at http://www.facebook.com/terms.php ("Facebook Terms").

Normal Internet access, phone, and usage charges imposed by entrants online or phone service may apply. Each Entry must be manually key stroked and manually entered by the individual Entrant; bulk, third-party, automated and/or repetitive electronic Entry of entries (including, but not limited to, entries made using any script, macro, bot or promotion service) will be disqualified. Any attempt by any Entrant to obtain more than the stated number of permitted entries by using multiple and/or different identities, forms, registrations, email addresses, logins, or any other methods will void that Entrant's entries, and that Entrant may be disqualified at Sponsor's discretion. In the event of a dispute as to the identity of a specific Contest Entrant, the Entry will be deemed to have been made by the registered account holder of the e-mail address associated with the Facebook account for the potentially winning Entry, but only if that person meets all other eligibility criteria. A registered 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. Potential Contest winners may be required to provide Sponsor with proof that he/she is the authorized account holder of the e-mail address associated with the Facebook account for the potentially winning Entry. If a dispute cannot be resolved to Sponsor's satisfaction, the entry in question may be disqualified in Sponsor's sole discretion.

By entering the Contest, each Entrant represents and warrants the following: (a) he or she has read, understands and will follow the Official Rules; (b) the Entry, and all materials and matter therein: (1) is wholly original with such Entrant and are not a copy or imitation of any other material; (2) will not infringe or violate any right whatsoever, including, without limitation, any personal rights (e.g., defamation, privacy, false light, moral right, etc.) or any property rights (e.g., copyright, trademark, right to ideas, etc.) of any person or entity and the use thereof will result in no third party liability or obligations; and (3) is not the subject of any threatened or pending litigation, claim or dispute that might give rise to litigation, which adversely affects or in any way prejudices, impairs or diminishes the rights granted hereunder or the value thereof; (c) he or she has the right to agree to and fully perform consistent with these Official Rules and the consent of no third parties are required to grant the rights hereunder; and (d) Sponsor's use of any Entry shall not violate an agreement to which such Entrant has signed. Entrants agree to indemnify and hold the Released Parties (defined below) harmless from and against any third party claim, to the extent relating to any breach of any representation, warranty or covenant made by such Entrant in connection with his or her acceptance of these Official Rules or Contest activities.

Entries received during the Promotion Period will be judged, (as more fully detailed below) from among all other Entries received according to the Entry Table above. Entries must be submitted during the Promotion Period, through the Application, and in strict accordance with the instructions and restrictions on the Website and these Official Rules. The Application's database clock will be the official timekeeper for the Contest. For purposes of the Contest, only entries that are recorded on the Application's servers will be considered. Other proof of submitting an Entry (such as a printed or copied screen or message) does not constitute proof of actual receipt of the entry purposes of the Contest.

Those who do not abide by these Official Rules, the instructions of Sponsor and the Website and provide all required information will be disqualified in Sponsor's sole discretion. Entries entered into the Contest may be publicly posted for all users of the Application to view. ONCE TRANSMITTED ALL ENTRIES BECOME PART OF THE CONTEST AND MAY NOT BE REMOVED BY THE ENTRANT, EVEN IF ENTRANT WITHDRAWS FROM CONTEST CONSIDERATION. Entries or participation will not be acknowledged or returned.

CONDITIONS OF ENTRY: All Contest entries must be submitted by 11:59:59 p.m. ET on April 8, 2014. Entrants must provide all required information on the entry form to be eligible to enter. All entries will be screened to make sure that they meet eligibility requirements. Incomplete or inaccurate entries are void. By entering, each Entrant acknowledges compliance with these Official Rules including all eligibility requirements. Entries that do not meet the following Entry Requirements are subject to disqualification and/or removal from the Website, each at Sponsor's sole and absolute discretion:

Entry Content Requirements:

Sponsor reserves the right, in its sole discretion, to disqualify from the Contest and/or remove from displaying or publishing any Entry that, in its sole discretion, refers, depicts, or in any way reflects negatively upon a Contest Entity, the Contest, or any other person or entity or does not comply with these requirements or these Official Rules. Entrant agrees that his/her participation in the Contest and agreement to these Official Rules and any Contest Entity's display and use of a Entry will not violate any agreement to which Entrant is a signatory or party. Entrant agrees to indemnify the Contest Entities against any and all claims from any third party for any use or reuse by any Contest Entity of their Entries.

GRANT OF RIGHTS: By entering, except where prohibited by law, each Entrant grants to the Sponsor and their agents and assigns in perpetuity the irrevocable, sub-licensable, absolute right and permission to use, edit, modify, cut, rearrange, add to, delete from, copy, reproduce, translate, separate, dub, adapt, publish, combine with other material, reuse, adapt, and exploit the content of and elements embodied in the Entry in any and all media, including but not limited to paper format, digital and electronic media, computer, audio and audiovisual media (whether now existing or hereafter devised), in any language, throughout the world, and in any manner, for trade, advertising, promotional, commercial, or any other purposes without further review, notice, approval, consideration, or compensation. Each Entrant agrees that the Releasees may, but are not required to attribute the Entry to an Entrant. Each Entrant waives and releases the Releasees from any and all claims that Entrant may now or hereafter have in any jurisdiction based on "moral rights" or "droit moral" or unfair competition with respect to the Releasees' exploitation of entries without further notification or compensation to Entrants of any kind, and agrees not to instigate, support, maintain, or authorize any action, claim, or lawsuit against the Releasees and each of their affiliates, licensees, or any other person in connection with this Promotion, on the grounds that any use of any elements embodied in the Entry or any derivative works, infringe or violate any of Entrant's rights therein. Each Entrant agrees to execute any documents that Releasees may require to effect such grant of rights. Each winner grants the Releasees the right to use and publish his/her proper name, entry submission or elements, likeness, picture, voice, biographical data, and/or any information contained in his/her Entry, online, in print and in any other media for advertising and promotional purposes worldwide, and in perpetuity without additional compensation, notice, review, or approval, unless prohibited by law. Nothing contained in these Official Rules obligates the licensed entities to make use of any of the rights granted herein and winner waives any right to inspect or approve any use.

Eligible Entries may be posted on the Application gallery within seventy two (72) hours of receipt and will be available to be viewed by anyone with access to the Internet. Each Entrant acknowledges that other Entrants may have created ideas and concepts contained in their Entry that may have familiarities or similarities to his/her own Entry, and that he/she will not be entitled to any compensation or right to negotiate with the Contest Entities because of these familiarities or similarities. The decisions of the Sponsor are final and binding in all matters relating to this Contest, including interpretation and application of these Official Rules. Sponsor reserves the right to request from Entrant at any time proof that Entrant maintains all necessary rights in their Entry in order to grant Sponsor the rights required herein in a form acceptable to Sponsor. Failure to provide such proof may lead to, among other things, the Entrant being disqualified from the Contest.

JUDGING/DETERMINATION OF WINNERS: All eligible Entries received by the end of each Entry Period will be judged by a panel of judges chosen in Sponsor's sole discretion (the "Judges"), and the judging of Entries will consist of a maximum score of one hundred (100) points according to the following judging criteria (the "Judging Criteria"):

Based on the total score, the Entry with the highest score for that Entry Period will be deemed the potential Weekly Winner pending verification of eligibility. If there is a tie after the Judges apply the Judging Criteria, Sponsor will bring in a tie breaking Judge to apply the same Judging Criteria to break the tie and determine the winner. Additionally, the Judges may identify up to five (5) potential alternate Entries with the next highest total scores for each Entry Period (which may or may not be publicly announced) to the extent that it determines any of the potential Weekly Winners are ineligible, is unable to be contacted, or declines to continue as a participant in the Contest.

PRIZES: Four (4) Weekly Prizes (one awarded each week): A $10,000 Check. Retail Value ("RV") $10,000. Total Retail Value of all prizes, $50,000 (including tax assistance as indicated below).

PRIZE DETAILS: No substitution or transfer of prize permitted except at the sole discretion of the Sponsor, who reserves the right, in its sole discretion, to substitute a prize (or portion thereof) with one of equal or greater value if advertised prize is unavailable. Weekly Winner is responsible for the payment of taxes on the prize and for any other costs and expenses associated with the acceptance and use of the prize. Limit of one prize per person or household. Weekly Winners will each receive an additional cash payment equal to 25% of the above stated ARV of their Prize to assist in payment of U.S. taxes.

WINNER NOTIFICATION: The potential Weekly Winner will be notified by mail and or email by Marden-Kane Inc. within three days of the completion of the judging for that Entry Period as noted in the Entry Chart above. Potential Weekly Winners (and his/her parent/legal legal guardian if he/she is a minor in their state of residency) will be required to complete, sign and properly execute (including notarization) an Affidavit of Eligibility and Liability/Publicity Release, and an IRS-W9 Form and return them by facsimile or email within forty eight (48) hours of notification and subsequently by mail within seven (7) days to Administrator. If the potential Weekly Winner does not return the required documents within the stated timeframe they will be disqualified and an alternate Prize Winner will be selected. 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 and, at Sponsor's discretion, awarded to an alternate potential Prize Winner. If the 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 the winner set forth herein.

By entering the Contest, Entrants, or, if minors, their parents or legal guardians, agree to the use by Sponsor and its designees of their names, cities and states of residence and photographs/likenesses 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 (including and without limitation, the Internet) without additional compensation, notification, or permission, except where prohibited by law. Upon request, winners must consent to such in writing.

GENERAL CONDITIONS: The Releasees are not responsible for the actions of Entrants in connection with the Contest, including Entrants' attempts to circumvent the Official Rules or otherwise interfere with the administration, security, fairness, integrity or proper conduct of the Contest. Persons found tampering with or abusing any aspect of this Contest, or whom Sponsor believes to be causing malfunction, error, disruption or damage may be disqualified. Additionally, any attempt to cheat the Contest, as determined at the sole and absolute discretion of Sponsor, may result in immediate disqualification of the Entrant, as well as other possible consequences, including disqualification from any and all existing and future promotions. WARNING: ANY ATTEMPT BY AN ENTRANT OR ANY OTHER INDIVIDUAL TO DAMAGE THE WEBSITE OR APPLICATION ASSOCIATED WITH THIS CONTEST OR UNDERMINE THE LEGITIMATE OPERATION OF THE CONTEST MAY BE A VIOLATION OF CRIMINAL AND CIVIL LAW, AND, SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO PROSECUTE AND SEEK DAMAGES FROM ANY SUCH PERSON TO THE FULLEST EXTENT PERMITTED BY LAW. Sponsor's failure to enforce any term of these Official Rules shall not constitute a waiver of that provision. Neither Sponsor nor anyone acting on its behalf will enter into any communications with any Entrant regarding this Contest, except as expressly set forth in these Official Rules. Sponsor reserves the right at its sole discretion to disqualify any individual it finds to be attempting to tamper with or undermine the entry process, the Website, and/or the legitimate operation of the Contest; to violate the Official Rules; or to act in an unsportsmanlike or disruptive manner or with the intent to annoy, abuse, threaten, or harass any other person. Sponsor and its agents are not responsible for: (1) any lost, late, incomplete, stolen, misdirected, undelivered, delayed, garbled, incorrect or inaccurate information, whether caused by Entrants, printing errors or by any of the equipment or programming associated with or utilized in the Contest; (2) technical failures of any kind, including, but not limited to, malfunctions, interruptions, or disconnections in phone lines or network hardware or software; (3) unauthorized human intervention in any part of the entry process or the Contest; (4) technical or human error which may occur in the administration of the Contest or the processing of entries; (5) for lost, interrupted or unavailable network, server, Internet Service Provider (ISP), Website, or other connections, availability or accessibility or miscommunications or failed computer, satellite, telephone or cable transmissions, lines, or technical failure or jumbled, scrambled, delayed, or misdirected transmissions or computer hardware or software malfunctions, failures or difficulties, or other errors or difficulties of any kind whether human, mechanical, electronic, computer, network, typographical, printing or otherwise relating to or in connection with the Contest; or (6) any injury or damage to persons or property which may be caused, directly or indirectly, in whole or in part, from Entrant's participation in the Contest or receipt or use or misuse of any prize. If, for any reason, the Contest is not capable of running as planned, including infection by computer virus or bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes beyond the control of Sponsor, which corrupt or affect the operation, administration, security, fairness, integrity, or proper conduct of this Contest, Sponsor may, in its sole discretion, void any suspect entries and: (a) modify the Contest or suspend the Contest to address the impairment and then resume the Contest in a manner that best conforms to the spirit of these Official Rules; or (b) terminate the Contest and from among the eligible, non-suspect entries received up to the time of the impairment, award the Contest prizes based on the Judging Criteria set forth above.

LIMITATIONS OF LIABILITY AND RELEASES: By participating in this Contest, Entrant agrees that Sponsor, Administrator, Facebook, and each of their respective parent companies, affiliates, subsidiaries, representatives, consultants, contractors, legal counsel, advertising, public relations, promotional, fulfillment and marketing, website providers, web masters, and their respective officers, directors, employees, representatives, and agents (the "Released Parties") will have no liability whatsoever for, and shall be held harmless by Entrants against, any liability for any injuries, losses or damages of any kind to persons, including personal injury or death, or property resulting, in whole or in part, directly or indirectly, from acceptance, possession, misuse, or use of the prize, entry, or participation in this Contest or in any Promotion or Trip Prize related activity, or any claims based on publicity rights, defamation or invasion of privacy, or merchandise or other prize delivery. The Released Parties are not responsible if any prize cannot be awarded due to cancellations, delays, or interruptions due to acts of god, acts of war, natural disasters, weather, or terrorism. By participating in this Contest, Entrant agrees that the Released Parties will not be responsible or liable for any injuries, damages, or losses of any kind, including direct, indirect, incidental, consequential, or punitive damages to persons, including death, or to property arising out of access to and use of the Website or Application associated with this Contest or the downloading from and/or printing material downloaded from such Website and/or Application. If any use by Sponsor of the Entries causes it to be liable to any third party, Entrant agrees to indemnify, defend and hold harmless Sponsor and its agents, employees, affiliates, subsidiaries, representative and all related parties from and against any and all damages, costs, judgments and expenses (including reasonable attorneys' fees), which it incurs as a result of its use of the Entries. Released Parties are not responsible for electronic communications that are undeliverable as a result of any form of active or passive filtering of any kind, or insufficient space in Entrant's e-mail or other account to receive messages. Without limiting the foregoing, everything regarding this Contest, including the Website and all prizes, are provided "as is" without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Some jurisdictions may not allow the limitations or exclusions of liability for incidental or consequential damages or exclusion of implied warranties, so some of the above limitations or exclusions may not apply. Check local laws for any restrictions or limitations regarding these limitations or exclusions.

JURISDICTION: Except where prohibited, all issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the participant and Sponsor in connection with the Contest, shall be governed by, and construed in accordance with the laws of the State of Delaware without giving effect to any choice of law or conflict of law rules (whether of the State of Delaware, or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of Delaware. In addition, any dispute relating to the Contest (including these Official Rules) shall be brought in the appropriate state or federal court having jurisdiction over the subject matter located in the State of Delaware. Entrants hereby irrevocably consent to the personal jurisdiction of said courts and waive any claim of forum nonconveniens or lack of personal jurisdiction they may have.

PRIVACY: Entrant understands that Entrant is providing information to the Sponsor and Administrator and not to Facebook. As a condition of entering the Contest, each Entrant gives consent for Sponsor to obtain and deliver his or her name, address and other information to third parties for the purpose of administering this Contest and complying with applicable laws, regulations, and rules. The information provided by Entrants will only be used for the purpose of contacting potential winners unless Entrant opts-in to use in a different manner. The Sponsor and the Administrator will not share this information with third parties (other than the Sponsor's or Administrator's prize fulfillment agent, if applicable) or use this information for marketing or promotional purposes unless Entrant has opted-in to receive additional information and promotional materials from Sponsor.

WHO WON: The names of the Prize Winners will be posted online at: http://facebook.com/BarclaycardUS after the Prize Winners have been confirmed.

OPT-OUT: If you do not wish to receive future sweepstakes mailings from Barclaycard, send your request to Barclaycard Opt-Out, PO Box 8025, Garden City, NY 11530-8025.

SPONSOR & ADMINISTRATOR: Sponsor: Barclays Bank Delaware (Barclaycard), 125 S. West Street, Wilmington, DE 19801. Administrator: Marden-Kane Inc., 1055 Franklin Avenue, Suite 300, Garden City, NY 11530.

©2014 Marden-Kane, Inc. All rights reserved. These Official Rules may not be copied, edited, or used for any other purpose, commercial or otherwise, without the express written consent of Marden-Kane, Inc.

This Contest is in no way sponsored, endorsed, or administered by, or in association with, Facebook.