Rules for the
Grow AmericaSM Competition
Effective Date: January 28, 2013
Grow AmericaSM competitions are generally intended to allow individuals and/or businesses to compete to win one of three (3) awards having the values set forth in the Competition Overview corresponding to the particular competition entered into. The awards for this particular competition (“Competition”) are set forth in the Competition Overview linked hereto (“Competition Overview”). In this regard, the awards for this Competition will be given to the individuals and/or businesses that Grow America, Inc., a Utah company having a place of business at 2036 Lincoln Ave., Ste. 104, Ogden, UT 84401 (“Grow America”), deems (in its sole discretion) as: (a) being among the Competition’s participants that received the most points (e.g., from votes cast and/or other actions performed by users of Grow America’s Web site http://www.GrowAm.com (“GrowAm Site”)) and (b) as having the best business concepts, being the most viable, and being the most likely to succeed as a business. No fee is required to enter this Competition, and no purchase is necessary to enter or win. Before entering into this Competition, you (“You”) must agree to the following terms and conditions (“Agreement”):
1. ELIGIBILITY: In order to participate in this Competition You must, and do hereby, agree to comply with all of the following eligibility requirements:
b. You must be eighteen (18) years old or older.
c. You must be a legal resident of, and reside in (as defined by law for tax purposes), the United States of America.
d. If Your business is currently functioning, then (in terms of both operations and jobs) it must have a significant presence in the United States. If, however, Your business is still in the concept stage, then that business (or anticipated business) must plan to have a significant presence in the United States (in terms of both operations and jobs) within the next three (3) years.
e. You may win no more than two (2) Grow AmericaSM competitions per calendar year.
f. If You are entering this Competition on behalf of a business, then (to the best of Your knowledge) You must be the only person who is participating in the Competition (at any given time) on behalf of that business. Similarly, if Grow America determines that Your entry falls in the concept stage, then (to the best of Your knowledge) You must be the only person (at any given time) that is participating in the Competition with Your concept. If (at any time) Grow America determines that more than one (1) person is participating in the Competition on behalf of a particular business or with the same concept, then Grow America may, but is not obligated to, disqualify any or all of the parties that Grow America, in its sole discretion, determines to have an entry that is duplicative of another entry, regardless of the order in which the entries were submitted.
g. Employees, agents, officers, and interns of Grow America and its judges; their immediate families (namely, parent, child, sibling, or spouse); and persons living in the same household as such individuals (whether related or not) are not eligible to compete in this Competition. This Competition is subject to all applicable United States federal, state, and local laws and regulations. (Void where prohibited or restricted by law).
Grow America is not responsible for late, lost, illegible, incomplete, stolen, damaged, garbled, or misdirected Submissions, all of which (at Grow America’s sole discretion) are void. Grow America is under no obligation to acknowledge receipt of Submissions (including, but not limited to, an entry form, answers to questionnaires, summaries, or other required materials), and proof of sending a Submission (such as an automated computer receipt confirming Your Submission) is not deemed proof of receipt of a Submission for purposes of this Competition. Grow America is under no duty to notify You of any incomplete, damaged, lost, or non-compliant Submission; rejection of entry; rejection from progressing through the Competition; or the reasons for any such rejection. Unless otherwise determined by Grow America, in its sole discretion, Submissions cannot be revised or altered once submitted. In the event that the ownership of any Submission is challenged, Grow America may, at its sole discretion, disqualify the Submission and discontinue its use.
4. SUBMISSION GUIDELINES: You hereby agree that You have, are, and will comply with the following Submission guidelines:
a. You must be the person who submits all of Your Submissions. Anonymous Submissions will not be considered.
b. All Submissions must be Your original creation.
c. You must hold all necessary rights that are needed to enter into this Competition, to comply with this Agreement, and to provide any Submission (including, without limitation, the copyright or a valid license to all content in Your Submission that You agree to license or sublicense hereunder).
d. Your Submission must be in English or must be submitted with a corresponding English translation.
f. You are solely responsible for the content of Your Submission.
5. CONTENT RESTRICTIONS: You hereby agree that You have, are, and will comply with the following content restrictions:
a. Your Submission cannot contain material that violates or infringes the rights of others, including, but not limited to, the privacy, publicity, or intellectual property rights (including, without limitation, the copyright, trademark, trade secret, or patent rights) of others. In this regard, Your Submission cannot contain trademarks or copyrighted music, sounds, images, footage, artwork, or videos, unless such content is owned or properly licensed by You, or unless Grow America has specifically indicated, in writing, that such content can be used for this Competition.
b. Your Submission cannot contain tortious, degrading, derogatory, defamatory, slanderous, or libelous materials.
c. Your Submission cannot contain inappropriate, indecent, filthy, obscene, hateful, racist, demeaning, or discriminatory materials, as determined in Grow America’s sole discretion.
d. Your Submission cannot contain unlawful or illegal materials or materials contrary to the laws or regulations in the jurisdiction in which Your Submission was created and/or in which any portion of the Competition occurs.
6. COMPETITION PERIODS: The Competition will begin at 12:00:01 AM Eastern Daylight Time (“EDT”) on the entry date set forth in the Competition Overview (“Entry Date”) and will continue until 11:59:59 PM EDT on the closing date set forth in the Competition Overview (“Closing Date”), wherein the time from the Entry Date to the Closing Date is referred to herein as the “Entry Period”. In this regard, You can submit an entry form, answers to questionnaires, and other Submissions for this Competition at any time during the Entry Period. If You do not submit all of the required materials (e.g., an entry from, answers to any questionnaire, etc.) before the close of the Entry Period, then Grow America, at its sole discretion, may disqualify You from this Competition.
Grow America is the official timekeeper for the Entry Date, Closing Date, Entry Period, and all other time periods associated with the Competition and reserves the right to modify time periods as it deems necessary. You understand and agree that Grow America can, in its sole discretion and with or without notice, update and change any times and dates relating to this Competition (or any portion thereof). Accordingly, You understand and agree that it is Your responsibility to check for updates and changes in the Competition Overview and/or at the GrowAm site.
7. RIGHT TO RECORD: You grant Grow America (and anyone Grow America may authorize) permission to capture video recordings, audio recordings, pictures, and likenesses of Your name, image, voice, story, materials that You provide, and/or performance (including, without limitation, any presentation and its accompanying audio and/or visual elements) in connection with the Competition and any official Competition event (collectively, “Recordings”).
8. LICENSES GRANTED FOR THE COMPETITION: You hereby grant Grow America with a worldwide, royalty-free, irrevocable, perpetual, and non-exclusive license to print, publish, reproduce, publicly perform, edit, distribute, publicly display, transmit, broadcast, sell, license, sublicense, store, modify, adapt, add to or make derivations of, add to other works, and otherwise use or allow others to use Your Submissions and Recordings in any and all manners, media, and formats (whether now known or later developed) that Grow America, in its sole discretion, deems appropriate for the purposes of conducting and administering the Competition and/or the fulfillment and verification of awards.
9. MARKETING LICENSE: By entering into or participating in the Competition, You grant Grow America a worldwide, royalty-free, irrevocable, perpetual, and non-exclusive license to print, publish, reproduce, publicly perform, edit, distribute, display, transmit, broadcast, store, modify, adapt, add to or make derivations of, add to other works, and otherwise use and allow others to use: (i) any Submission You provide as part of the Competition; (ii) Your business’ name, trade names, trademarks, service marks, logos, domain names, and other distinctive brand features (collectively, “Branding”); (iii) Your name (“Name”); (iv) Your (and/or Your business’) biography (if applicable) (“Biography”); (v) Your Recordings (as discussed above); (vi) and any idea from, or description of, Your Submission, Branding, Name, Biography, and Recordings (collectively, “Marketing Materials”), in whole or in part, in any publication or promotional device of Grow America (and its legally-affiliated entities), in any form, media, or technology now known or later developed, with or without credit to you, to: (a) promote Grow America, the Competition, or subsequent competitions; (b) publicize or advertise that You (or Your business) are participating or have participated in the Competition (for example, by using Your Branding and Name in presentations, marketing materials, customer lists, financial reports, and Web site listings (including links to Your Web site)); and/or (c) by creating, marketing, or advertising materials that show Your Branding, Marketing Materials, and/or Recordings in connection with the Competition. Additionally, any and all of Your Marketing Materials may be published on the GrowAm Site (or a related site) at any time. Except when used in accordance with Sections 7 and 8 (above), Grow America will make a reasonable attempt to notify You (via the e-mail address You provide when entering into the Competition) of any use Grow America makes of your Marketing Materials.
10. WAIVER OF MORAL RIGHTS: To the fullest extent available under any applicable laws, You hereby waive any and all so called moral rights You may have in and to Your Submission and any Marketing Materials. You also agree to sign any necessary documentation that may be required by Grow America to make use of the rights and licenses You grant herein (including, without limitation, to use the Submission and any Marketing Materials).
11. RELEASES: If any of Your Submissions or any Marketing Materials include Your name, image, voice, story, materials, performance, and/or likeness, then You hereby grant to Grow America (and anyone it may authorize) permission to publish, display, and/or otherwise use Your name, image, voice, story, performance, and likeness for the purposes set forth herein. Additionally, if any of Your Submissions or any of the Marketing Materials You provide include the name, image, voice, story, performance, or likeness of a third party or contain any element not owned by You (including, but not limited to, any music, trademarks, images, logos, copyrighted materials, etc.), then You must, upon Grow America’s request, provide Grow America with proof of valid releases and/or licenses, in a form acceptable to Grow America, for all such materials, showing that Grow America has the right to use Your Submissions and such Marketing Materials in accordance with its rights set forth herein. If any Submission or Marketing Materials You provide include the name, image, voice, story, performance, or likeness of one or more minors, then You must, upon request, provide Grow America, with releases signed by the parent or legal guardian of such minors, showing that Grow America has the right to use such Submissions and Marketing Materials in accordance with the rights set forth herein.
You accept and acknowledge that Grow America shall not be obligated to publish or otherwise use any Submission or Marketing Materials. Grow America shall not incur any liability whatsoever to the extent Grow America chooses to refrain from any exploitation of its rights and licenses set forth herein.
13. NO CONFIDENTIALITY: In accordance with Sections 8 and 9 above, Grow America has the right to publish and use all Submissions and Marketing Materials it receives. Moreover, You understand and agree that, unless otherwise agreed to in writing by You and Grow America, Grow America, including its directors, trustees, officers, committees, subsidiaries, affiliates, employees, consultants, agents, members, assigns, judges, sponsors, third-party information providers, and representatives (collectively, “Grow America Indemnitees”), has absolutely no duty of confidentiality to (or fiduciary relationship with) You or Your business. Accordingly, You agree not to submit or otherwise provide any confidential information (including, without limitation, any trade secret, private information, enabling information, proprietary information, or other confidential information of any type) to Grow America, including, without limitation, to any of the Grow America Indemnitees. You understand that Grow America Indemnitees, as well as many participants and observers of the Competition, own or are otherwise affiliated with many diversified companies which may possess or come to possess information similar or identical to information contained in Your Submissions, and You agree that any such similarity or identity shall not give rise to any claim or entitlement against or from Grow America Indemnitees, whether for compensation, credit, or otherwise.
14. VOTING/JUDGING: At the beginning of the Entry Period, the number of points for each entry/participant in the Competition will be set (or reset, if applicable) to zero (0). At the close of the Entry Period, Grow America will select either fifty (50) participants or the top five percent (5%) of participants, whichever is greater, of the Competition that have received the most points during the Entry Period (“Finalists”). From these Finalists, Grow America will select three (3) winners, namely a first, second, and third place winner for the Competition. While Grow America will consider the number of points a participant obtains during the Competition’s Entry Period as an indication of the public’s view of which entries involve the best business concepts, are the most viable, and are the most likely to succeed as a business; the number of points obtained is only one criterion that will be considered when selecting the winners. In this regard, the actual winners will be selected from the Finalists by Grow America’s judges, based on the judges’ decisions of which of the Finalists’ entries, in the judges’ sole discretion, have the best business concepts, are the most viable, and are the most likely to succeed as a business. Moreover, You agree that the vote/point counts and decisions of Grow America (including its judges) will be made in its sole discretion and are final and binding.
15. JUDGES: Judges of the Competition may include MBA students, venture capitalists, angel investors, lawyers, accountants, entrepreneurs, sponsors, Grow America’s employees, and/or other successful and knowledgeable business professionals that are vetted, selected, and found by Grow America, in its sole discretion, to be qualified to apply the judging criteria discussed above.
16. FINALIST/WINNER NOTIFICATION: Within five (5) business days of the close of the Competition’s Entry Period, Grow America will identify the winners of the Competition (e.g., by sending notice to the e-mail address provided to Grow America by each of the winners and/or (as Grow America deems appropriate) by posting the winners’ names on the GrowAm Site). If a winner is disqualified or ineligible for any reason at all, that winner’s award may, at Grow America’s sole discretion, be retained or be given to an alternate winner, as selected by Grow America, provided there is sufficient time to pick an alternate winner.
17. WINNERS: Winners of the Competition may be required to complete and sign a document of eligibility and originality and/or an additional release. In such case, the document(s) must (unless otherwise determined by Grow America, in its sole discretion) be signed and returned within ten (10) days after the first day on which Grow America announces (or provides notice to) the Competition’s winners. Additionally, winners may also be required to show proof of identification. Moreover, for tax and identification purposes, if You are entering the Competition on behalf of a business, You must submit the business’ employer identification number, or if You are not entering the Competition on behalf of a business, then You must submit Your social security number to Grow America. Failure to comply with any of the aforementioned requirements may (at Grow America’s sole discretion) result in disqualification, in which case the award will be forfeited (and may be awarded to another winner, at Grow America’s discretion).
18. AWARDS: As previously stated, the values of this Competition’s awards are set forth in the corresponding Competition Overview. You agree that all federal, state, local, and other taxes on any award will be the sole responsibility of any recipient of such award. Sales tax due on an award (if any) will be the sole responsibility of the recipient of such award. All other expenses not specified herein, including federal, state, local, and departure, licenses, and registration fees, are the sole responsibility of the winner. Where You are entering on behalf of a business, any awards awarded will (at Grow America’s discretion) be given to Your business or to You on behalf of Your business, and the business will have the sole responsibility of determining the use of the awards. In contrast, if You are not entering on behalf of a business, any awards granted will be given to You. In any case, we will comply with all state and federal regulations regarding reporting the winners and their awards to the IRS. You also acknowledge that all awards given as part of the Competition are intended to be used for the sole purpose of growing the businesses of the Competition’s winners and not to supplement Your income or the income of any owner of Your business or to be used for purposes that are not directly related to growing Your business.
19. CHANCES OF WINNING: As there will only be three (3) winning entries in the Competition, Your chances of winning are dependent on the actual number of entrants in the Competition.
20. CONSIDERATION: You agree that the opportunity to participate in any part of this Competition, to have any of the GrowAm Site’s visitors have the opportunity to review any portion of Your Submission, to potentially receive any feedback from Grow America or the GrowAm Site’s visitors, and/or to enter the Competition for a chance to win an award is adequate consideration for all rights, licenses, waivers, and releases granted herein. Accordingly, You agree that unless You win the Competition (in which case You will receive the corresponding award set forth in the Competition Overview), You will not receive any other compensation or payment for Your Submission, any Marketing Materials, and/or any other participation in the Competition.
22. LIMITATIONS OF LIABILITY: You hereby agree and acknowledge that Grow America disclaims all responsibility for: (1) any incorrect/inaccurate information, whether caused by You, printing, typographical, or other errors, or by any of the equipment or programming associated with or utilized in the Competition; (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 interference in any part of the Submission process or the Competition; (4) printing, typographical, technical, computer, network, or human error which may occur in the administration of the Competition, the uploading, the processing, or judging of Submissions, entry forms, answers, summaries, votes, points, the tabulating of votes and/or points, the announcement of the awards, and/or in any Competition-related materials; (5) late, lost, undeliverable, damaged, or stolen mail or Submissions; and/or (6) any injury, loss, or damage to persons or property, including, but not limited to, You, Your business, or Your computer or equipment, which may be caused, directly or indirectly, in whole or in part, from Your participation in the Competition or receipt, use, misuse, or other disposition of any award given. Grow America is not responsible for misdirected or undeliverable Submissions or entry forms; for any technical problems, malfunctions of computer systems, servers, providers, hardware/software, lost or unavailable network connections; failed, incomplete, garbled, or delayed computer transmissions; or any combination thereof. Grow America is not responsible for any unauthorized third-party use of any Submission, Recordings, or Marketing Materials. Any and all claims, judgments, and awards against any and all Grow America Indemnitees (combined) shall be limited to actual out-of-pocket costs incurred; including costs (if any) associated with entering this Competition, but shall in no event include attorneys’ fees. Under no circumstances will You be permitted to obtain awards for, and You hereby waive all rights to claim, indirect, punitive, incidental, and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased. Grow America shall not be liable in any way for injuries to persons or damages to property incurred or suffered by You or any of Your subcontractors, agents, heirs, successors, or assigns, or any person related to You in any way possible.
23. WAIVER OF CONFLICT OF INTEREST: If You and/or Your business is currently (or, as a result of winning an award through the Competition, become) represented by an attorney, law firm, financial professional, and/or other professional (collectively, “Professional”) who represents Grow America and/or any of the Grow America Indemnitees, then You hereby waive any such conflict that may exist as a result of the Professional’s representation of You, Your business, Grow America, and/or any of the Grow America Indemnitees.
24. COSTS: You hereby agree that You are wholly responsible for any Internet, telephone, texting, and any and all other costs and charges that You incur (and/or Your business incurs) as a result of Your participation in the Competition. In this regard, You understand that standard Internet, texting, and phone charges apply.
26. DISPUTES: Except
where prohibited, You agree that: (1) this Agreement and the rights and
obligations of You and Grow America in connection with this Competition shall
be governed and construed by the laws of the State of Utah, without regard to
any conflict-of-law principles; and (2) any and all disputes, claims, and
causes of action arising out of or connected with this Competition or any award
given shall be resolved individually, without resort to any form of class
action, and exclusively by the state courts sitting in Salt Lake County, Utah
or the federal courts in the Salt Lake District of Utah.
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