The Chipotle "BOO-RITO Contest ("Contest") submission period begins 12:00 a.m. ET on October 31, 2011 and ends 11:59 p.m. PT on November 8, 2011 ("Submission Period"). The internal clock on the computer server of Chipotle Mexican Grill, Inc. (the “Sponsor”) at which entries can be received will be the official time-keeping device for the Contest.

Eligible Participants will take a picture of themselves in a unique costume relating to the ‘Family Farm’ while at a Chipotle Mexican Grill restaurant location, and submit the photo online at www.chipotle.com/boorito, or by text message reading “costume” (or other message specified in Sponsor’s promotional materials) to 888222 (or other number specified in Sponsor’s promotional materials) during the Submission Period. Standard text message and data transmission charges will apply to text message entries. Sponsor’s promotional agent, HipCricket, Inc. (“HipCricket”), will track text message entries and only one such entry will be allowed per unique device. The Sponsor will choose in its sole and absolute discretion its favorite Submissions.

• Be 14 years of age or older;
• Produce an appropriate photograph depicting Participant in a ‘Family Farm’ costume at a current Chipotle Mexican Grill restaurant location.
• Deliver the Submission prior to the end of the Submission Period by either method described in Section 2, abvove. (Note: you may also be required to sign and return a copy of these Official Rules indicating your agreement and acceptance of the terms and conditions set forth herein before the Submission will be accepted for entry into the Contest. You may also be required to submit the original art file to the Sponsor and/or HipCricket.)

All submissions, including but not limited to, the photograph, negatives and all associated content and copyrights, ("Submissions") shall be owned solely by the Sponsor. All Participants who enter a Submission must strictly comply with these Official Rules as well as the Privacy Policy at www.chipotle.com (the “Website”). Limit one prize per Participant.

All Submissions will be reviewed by the Sponsor. Sponsor will choose certain Submissions, any or all of which may be posted on www.chipotle.com/boorito, as prize winners on or about November 15, 2011. Submissions that do not comply with these Official Rules or that otherwise contain prohibited, or inappropriate content as determined by the Sponsor, in its sole discretion, will be disqualified and will not be published or considered. Sponsor makes the final determination as to which Submissions are eligible to take part in this Contest and be considered for inclusion. From time to time during or after the Submission Period, Sponsor may, in its sole discretion, choose to feature one or more Submissions on the Website. Being featured on the Website is unrelated to the voting and in no way reflects the possibility of the Submission being considered as a potential winner in the Contest.

Sponsor reserves the right to reject any and all Submissions which it believe may infringe on the rights of any third parties or do not comply with these Official Rules, in its sole discretion.

To be an Eligible Participant, you must be 14 years or older. To make a Submission you must provide a valid postal mailing address (street/city/state/zip code) and phone number (whether in an online submission or in response to a text reply from Sponsor or HipCricket) in order to be contacted by phone or mail in the event a Submission is selected by Sponsor. Potential prize winners may be required to provide proof of age or country of residency if requested by Sponsor. Employees of Sponsor, HipCricket, or their respective subsidiaries, affiliates, divisions, and advertising agencies and the immediate family members (parent, child, sibling, spouse) and persons living in the same household as such employees (whether related or not) are not eligible to win.

One (1) Grand Prize will be awarded a check in the amount of two thousand five hundred dollars ($2,500) for the winning Participant.

Five (5) Runners Up will each be awarded a check in the amount of one thousand dollars ($1,000).

Twenty (20) Honorable Mentions will each be awarded a burrito party for 10 people at the Chipotle location of their choice, valued at approximately $250.

Winning Participants will be selected and all prizes will be awarded by Sponsor, based upon criteria determined and applied by Sponsor in its sole and absolute discretion.

Odds of winning depend on the number of contest entries.

Depending on the nature of the Submission, the winning Participant may be required by Sponsor to re-create the Submission in high resolution or another format, and may also be required to execute and return within ten (10) days a Design Agreement in which the Participant will acknowledge certain representations and warrantees in connection with the Submission and will irrevocably assign and transfer to the Sponsor any and all rights, title, goodwill and interest in and to the Submission, including without limitation, all copyrights, trademarks and waive all moral rights in such Submission. All decisions by the Sponsor shall be final and binding.

By submitting a Submission, the Participant hereby agrees that:

1. In consideration of entering a Submission in the Contest, the Participant on behalf of him or herself, his or her heirs, executors, administrators and assigns, hereby assigns to Sponsor all rights, interest and goodwill in the Submission, including an irrevocable grant to Sponsor of the exclusive, perpetual, royalty-free, worldwide license and right to broadcast, exhibit and otherwise use the Submission and every element thereof, in whole or in part, in any manner or medium now or hereafter known or devised. All Submissions, upon submission, become the property of Sponsor, and its successors, assigns and licensees. Sponsor will have the exclusive right to make unlimited derivative works therefrom, to assign or transfer any or all such rights and to grant unlimited sublicenses. Without limiting the forgoing, Sponsor will have the right to use the Submission in any packaging, merchandising, advertising, marketing, promotion or for any other commercial or non-commercial purpose. The Participants forever waive and relinquish on behalf of themselves, their heirs, executor, administrator and assigns any and all rights, including but not limited to goodwill, in and to the Submission. The Participants also irrevocably grant Sponsor the right to use their name, voice, likeness and biographical material in or related to the Submission. The Participants agree not to issue any publicity on behalf of or in connection with Sponsor, their Submission and their participation in this Contest.

2. He or she has no right of approval or consultation with respect to Sponsor's use of the Submission. Sponsor will not be responsible for the return or preservation of any Submission. Sponsor shall use its sole discretion in determining the extent and manner of the use of the Submission and Sponsor is not obligated in any way to use or exploit the same or any rights granted by the Participants, or any portion thereof, in any medium or any manner whatsoever, including but not limited to use on the Website. The Participant further agrees that the Submission is not being submitted in confidence or in trust, and that no confidential or fiduciary relationship is intended or created.

3. Upon entering the Submission, Sponsor owns and controls all rights, including but not limited to the copyright, intellectual property, goodwill in and to their Submission and hereby irrevocably grants to Sponsor the unconditional and perpetual right and permission to trademark, copyright (as appropriate), reproduce, encode, store, copy, transmit, publish, post, broadcast, display, publicly perform, adapt, exhibit and/or otherwise use or reuse (without limitation as to when or to the number of times used), the Participant's name, address, image, voice, likeness, statements, biographical material and Submission, including, but not limited to, any additional materials relating to the Participant and arising out of his/her participation in this Contest (collectively, the "Additional Materials") in any media throughout the world for any purpose, without limitation, and without additional review, compensation, or approval from the Participant or any other party.

As conditions of entry into this Contest and by uploading a Submission, each Participant represents and warrants that his or her entire Submission: (i) has been legally obtained or created; (ii) does not infringe the intellectual property, privacy or publicity rights or any other legal or moral rights of any third party or violate applicable laws, regulations or network standards; (iii) has not been entered into a previous contest or has received any awards; and (iv) has not been published previously in any medium. Each Participant further represents and warrants that he or she has not granted or transferred any rights in or to the Submission to any third party prior to the date of Submission, and has not done anything which has impaired and will not do anything to impair the rights granted to Sponsor in any way.

By submitting a Submission, each Participant agrees that:

1. Any and all disputes, claims and causes of action arising out of or connected with their Submission will be resolved individually, without resort to any form of class action;

2. Any and all claims, judgments and awards will be limited to actual third-party, out-of-pocket costs incurred, but in no event will attorneys' fees be awarded or recoverable;

3. Under no circumstances will the Participant be permitted to obtain any award for, and Participant knowingly and expressly waives all rights to seek, punitive, incidental, consequential or special damages, lost profits and/or any other damages;

4. The Participant irrevocably waives any right to seek injunctive or equitable relief; and

5. The Participant will indemnify, defend and hold harmless Sponsor, HipCricket, and their respective subsidiaries, affiliates, successors, licensees, and assigns, and each of their respective directors, officers, agents, equity holders and employees, from and against any and all claims, losses, costs, damages, liabilities and costs and expenses (including reasonable attorneys' fees costs) which arise out of Participant's performance hereunder, or any breach of any of the promises, covenants, agreements, obligations, representations or warranties set forth herein.

No substitution of prize is offered, no transfer of prize to a third party is permitted and non-cash prizes may not be redeemed for cash value, except as determined by Sponsor in its sole discretion. Any difference between stated approximate value of prize and actual value of prize will not be awarded. Prize winners are solely responsible for any taxes on their prizes and will receive an IRS Form 1099 for the stated value of the prize. Any portion of the prize not accepted by a winner will be forfeited. If for any reason the Contest is not capable of running as planned, including without limitation, infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which corrupt or affect the administration, security, fairness, integrity or proper conduct of the Contest, Sponsor reserves the right, at its sole discretion to cancel, modify or terminate the Contest. Further, Sponsor reserves the right, at its sole discretion, to disqualify any individual deemed to be (a) tampering or attempting to tamper with the entry process or the operation of the Contest or any Sponsor website; (b) violating the Official Rules; (c) violating the terms of service, conditions of use and/or general rules or guidelines of any property or service, or (d) acting in an unsportsmanlike or disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. Sponsor reserves the right to require a potential winner to submit to a confidential background check to confirm eligibility and help ensure that the use of any such person in advertising or publicity for the Contest will not bring the Sponsor into public disrepute, contempt, scandal or ridicule or reflect unfavorably on the Contest as determined by Sponsor in its sole discretion. Sponsor reserves the right to implement policies and procedures as may be necessary to enforce compliance with this limit or with any other element of these official rules. Winners (or a winner’s parent or qualified legal guardian if winner is under the applicable age of majority) may be required to sign and return an Affidavit of Eligibility, Release of Liability, or other documentation required by Sponsor.

The construction, validity, interpretation and enforceability of the Official Rules will be governed by and construed in accordance with the internal laws of the State of Colorado without giving effect to any choice of law or conflict of law rules. All federal, state and local laws and regulations apply. Notwithstanding the foregoing, Participant acknowledges that Sponsor may nonetheless (1) seek to obtain injunctive or other equitable relief from a court to enforce the provisions of these Official Rules and/or; (2) bring an action in court to protect or interpret any of Sponsor's purported intellectual property rights. Participant will execute any documents (after being afforded a reasonable opportunity to review and/or confirm the same) and do any other acts as may be reasonably required by Sponsor to further evidence or effectuate Sponsor’s rights as set forth in these Official Rules and Participant appoints Sponsor as their attorney-in-fact (which appointment is irrevocable and coupled with an interest), with full power of substitution and delegation, but only to execute any and all such documents, or perform such acts, which Participant fails to execute (after being afforded a reasonable opportunity to review and/or confirm the same).

Chipotle Mexican Grill, Inc. 1401 Wynkoop Street, Ste. 500, Denver, Colorado 80202.