THE JOHN VARVATOS $5,000 ON-LINE SHOPPING SPREE SWEEPSTAKES

OFFICIAL RULES

NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE OR PAYMENT OF ANY KIND WILL NOT IMPROVE YOUR CHANCE OF WINNING.

1. Eligibility: The John Varvatos $5,000 On-Line Shopping Spree Sweepstakes (the “Sweepstakes”) is open only to legal residents of the fifty (50) United States and the District of Columbia (“Territory”), eighteen (18) years of age or older at the time of entry. Employees, contractors, representatives and agents of John Varvatos Enterprises, Inc. (“Sponsor”), its parent, affiliates and subsidiaries and their immediate family members (parents, children, siblings, spouse) wherever they may live and others living in their same household (whether or not related) are not eligible to enter or win prize(s). This Sweepstakes is subject to all applicable federal, state and local laws, rules and regulations. Void outside Territory and where prohibited or restricted. By participating in the Sweepstakes, entrants agree to be bound by these Official Rules and the decisions of Sponsor, which are final and binding in all respects.

2. How To Participate: This Sweepstakes begins at 12:00:01 a.m. Eastern Time (“ET”) on -10/15/10 and ends at 11:59:59 p.m. ET on -11/30/10 (the “Sweepstakes Period”). To enter this Sweepstakes, go to www.johnvarvatos.com (the “Sweepstakes Website”), follow the instructions to complete the online entry form and click “submit”. Entries received after the Sweepstakes Period has ended will not be eligible. Limit one (1) entry per person, per valid e-mail address, per day. In the event of a dispute as to any online entry, the authorized account holder of the e-mail address used to enter will be deemed to be the entrant. The “authorized account holder” is the natural person assigned an e-mail address by an Internet access provider, online service provider or other organization responsible for assigning e-mail addresses for the domain associated with the submitted address. Sponsor may, at its option, require satisfactory proof of e-mail account ownership. Sponsor is not responsible for any misdirected, lost, late, inaccurate or incomplete entries, and such entries will be void. Sponsor is not responsible for: (a) any computer, telephone, cable, network, satellite, electronic or Internet hardware or software malfunctions, failures, connections, availability, (b) garbled or jumbled transmissions, (c) service provider/Internet/web site accessibility or availability, traffic congestion, (d) unauthorized human intervention or (e) the incorrect or inaccurate capture of entry information or the failure to capture any such information. All entries become the property of Sponsor and will not be acknowledged or returned. Your use of any automated sweepstakes or contest entry system, or a professional sweepstakes or contest entry agent, to submit entries in the Sweepstakes is prohibited and will result in disqualification.

3. Drawing: Potential winner will be selected in a random drawing from all eligible entries received on or about December 2, 2010. Odds of winning depend on the number of eligible entries received. Sponsor will attempt to notify the potential winner at the address provided within five (5) days of the drawing. If a potential winner does not respond within three (3) days after the first attempt to contact him/her, Sponsor will select an alternate potential winner in his/her place at random from all eligible entries received.

4. Requirements of the Potential Grand Prize Winner: The potential winner will be required to complete and return an affidavit of eligibility/publicity release within three (3) days of being notified. If a potential winner fails to sign and return the Affidavit/Release within the required time period, an alternate entrant will be selected in his/her place in a random drawing of all eligible entries received.

5. Prizes: One (1) Grand Prize. The winner of the Grand Prize at the conclusion of the Sweepstakes will receive a $5,000 shopping spree for purchases on www.johnvarvatos.com only. Purchases may only be made via the John Varvatos website and made not be made at any John Varvatos retail store or any other store that carries John Varvatos or on any other website other than www.JohnVarvatos.com. The Grand Prize winner must use the prize within six (6) months from the date the execution of the Affidavit/Release. All returns and exchanges are subject to John Varvatos return policy (RV: $5,000.00). Prizes are not transferable or refundable and must be accepted as awarded and include applicable sales tax on purchases. No cash or other substitution of any kind may be made, except by Sponsor, who reserves the right to substitute the Prize with another prize of equal or greater value if the Prize is not available for any reason, as determined by Sponsor in its sole discretion. Payment of all taxes is the sole responsibility of the winner. The Grand Prize Winner will be issued an IRS Form 1099 for the estimated retail value (RV) of the Grand Prize.

6. Publicity: Except where prohibited, participation in the Sweepstakes constitutes the winner’s consent to -Sponsor’s, its promotion marketing/advertising agencies’ use of winner’s name, voice, likeness, information and place of residence (city and state) for the purpose of advertising, trade or promotion, in any media throughout the world in perpetuity, without further payment or consideration.

7. General Terms: In the event that the operation, security or administration of the Sweepstakes is impaired in any way for any reason, including, but not limited to, fraud, tampering, virus or other technical problem, that may cause the Sweepstakes to be disrupted or corrupted, Sponsor may, in its sole discretion, either: (a) cancel, modify, terminate or suspend the Sweepstakes to address the impairment and then resume the Sweepstakes in a manner that best conforms to the spirit of these Official Rules; or (b) award the unclaimed prize at random from among the eligible entries received up to the time of the impairment. Sponsor reserves the right, in its sole discretion, to disqualify any individual it finds to be tampering with the entry process, the operation of the Sweepstakes, or acting in violation of these Official Rules, as determined by Sponsor, in its sole discretion. Any attempt by any person to undermine the legitimate operation or administration of the Sweepstakes may be a violation of criminal and civil law and, should such an attempt be made, Sponsor reserves the right to 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.

8. Dispute Resolution/Governing Law/Waiver of Jury Trial: Each entrant agrees to release, defend, indemnify and hold harmless John Varvatos Enterprises, Inc., its parent, affiliates and subsidiaries, those working on their behalf, and their successors and assigns, and their respective directors, officers, agents, representatives, shareholders, and employees-, from any damage, injury, death, loss or other liability, either at law or equity, whether known or unknown, asserted or non-asserted, that may arise from or in any way relate to any entrant’s participation in this Sweepstakes or the awarding, acceptance, use or misuse of the Prize. Entrant further agrees that in any cause of action, John Varvatos Enterprises, Inc. its parent, affiliates and subsidiaries, those working on their behalf, and their successors and assigns, and their respective directors, officers, agents, representatives, shareholders, and employees will be limited to the cost of entering and participating in the Sweepstakes, and in no event shall these parties be liable for attorneys’ fees. Entrant waives the right to claim any damages whatsoever, including, but not limited to, punitive, incidental, consequential, direct or indirect damages.

Except where prohibited by law, by participating in the Sweepstakes, entrants agree that: (a) any action at law or in equity arising out of or relating to these Official Rules or the rights and obligations of an entrant and/or Sponsor, its parent, affiliates, divisions, and subsidiaries, promotion marketing/advertising agencies, prize suppliers, their successors and assigns and their respective directors, officers, agents, representatives, shareholders, and employees shall be filed exclusively in the federal or state courts of New York County, New York and you hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action, AND ANY RIGHT TO A TRIAL BY JURY AND A TRIAL BY JURY IS HEREBY WAIVED, (b) any and all disputes, claims, and causes of action arising out of or connected with these Official Rules, and/or the rights and obligations of an entrant and/or Sponsor, its parent, affiliates, divisions, and subsidiaries, promotion marketing/advertising agencies, prize suppliers, their successors and assigns and their respective directors, officers, agents, representatives, shareholders, and employees shall be resolved individually, without resort to any form of class action, and (c) any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with participating in this Sweepstakes but in no event attorneys' fees; and (d) under no circumstances will an entrant be permitted to obtain awards for and hereby waives all rights to claim punitive, exemplary, special, incidental, indirect and consequential damages and any other damages (whether due to negligence or otherwise), other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of any entrant and/or Sponsor, its parent, affiliates, divisions, and subsidiaries, promotion marketing/advertising agencies, prize suppliers, their successors and assigns and their respective directors, officers, agents, representatives, shareholders, and employees shall be governed by and construed in accordance with the laws of New York without giving effect or regard to any principles or doctrines

9. List of Winner: For a list of the prize winner of this Sweepstakes, available after 1/1/11, send a self-addressed, stamped (#10) envelope to: The John Varvatos $5,000 On-Line Shopping Spree Sweepstakes Winner’s List c/o Shaneik Russell, John Varvatos Enterprises, Inc., 26 W. 17th Street, 12th Floor, New York, NY 10011. Vermont residents may omit return postage for Official Rules requests.

10. Sponsor: John Varvatos Enterprises, Inc., 26 West 17th Street, New York NY 10011