top of page

Contest Privacy & Terms

Amendment Effective Date: March 1, 2024

Original Effective Date: July 26, 2021

 

OFFICIAL CONTEST RULES

 

NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN. A PURCHASE WILL NOT INCREASE YOUR CHANCES OF WINNING. ALL FEDERAL, STATE, LOCAL, AND MUNICIPAL LAWS AND REGULATIONS APPLY. VOID WHERE PROHIBITED. PARTICIPATION IN THE CONTEST CONSTITUTES YOUR AGREEMENT TO AND ACCEPTANCE OF THE OFFICIAL RULES (“RULES”) BELOW. 

 

AN AFFIDAVIT OF ELIGIBILITY/ PRIZE ACCEPTANCE DOCUMENTS MAY BE REQUIRED. All disputes will be resolved solely by binding arbitration. You may opt-out of arbitration by sending an email to hello@rivly.com within 30 days of your initial participation in this contest. 

 

SPONSOR. This contest is sponsored by Rivly, Inc. (“Sponsor”). References to Sponsor in this Agreement shall refer solely to the company sponsoring the contest and, its parent company, affiliates, subsidiaries and respective employees, officers and directors. 

 

1. Eligibility

This Sponsor Referral Contest (the “Contest”) is open to legal residents of any of the fifty (50) United States and the District of Columbia who are at least the age of majority in their state of resident (which is eighteen (18) years of age in most states, but 19 in Nebraska and Alabama and 21 in Mississippi). Employees of Sponsor and other companies associated with the promotion of the Contest, and their respective parents, subsidiaries, affiliates and advertising and promotion agencies as well as the immediate household members of each such employee are not eligible. The Contest is subject to federal, state, and local laws and regulations.

 

2. Agreement to Rules 

Participation in the Contest constitutes your agreement to and acceptance of these Rules and the decisions of the Sponsor, which are final and binding. Winning a Reward (as defined below) is contingent upon being and staying compliant with these Rules.

 

3. Contest Period

The Contest begins on December 12, 2021 at 12:00am EST and ends on July 1, 2024 at 12:00am EST (the “Contest Period”). Entries that are submitted before or after the Contest Period will be disqualified. Sponsor reserves the right to extend the contest period as it sees fit.

 

4. How to Enter

During the Contest Period, you will have the opportunity to generate unique links to send to your family and friends (“Contacts”) that you would like to refer Sponsor to. As more and more of your referred Contacts sign-up for the Sponsor’s services, you stand to win more exciting Rewards as each valid referral will add 3 points to your Contest score. In order to constitute a valid referral, your Contacts must: 1) sign up for the Sponsor’s services during the Contest Period; 2) use a valid email address to sign up (fake, temporary or disposable email addresses do not count); and 3) not already have an account with the Sponsor under any other name or email. Each valid referral will be marked as an Entry in the Contest.


There is no limit to the number of referrals you may make per day for the duration of the Contest Period. All Entries become the property of Sponsor and will not be acknowledged or returned.

 

5. Rewards and Reward Levels

Valid referrals and other actions outlined in the Contest carry differing numbers of points that are assigned to the Contest participant upon successful completion of those actions. In the subsequent days after the end of the Contest Period, Sponsor will tally the number of points received by each eligible contest participant for determining Rewards. For those eligible to receive a Reward, Sponsor reserves the right to ask further information of the contest participant and use software tools as needed to verify that all of the points obtained are valid and were done so in a compliant manner ("Verified Points") before delivering any Reward to said contest participant. The following rewards (each a “Reward”) apply to the Contest as set forth below:

  • If you obtain three (3) or more Verified Points, you will be eligible to receive $5 in Rivly Rewards. These Rewards will be deposited into your Rivly shopper account after public launch (defined as the period where any public user may create a shopper account and make purchases on Rivly), successful shopper account creation, and the identity-verification process has been completed on Rivly.com (which limits the number of shopper accounts permitted on Rivly to 1 per person). These Rewards may not be redeemed for cash and must be used toward purchases on Rivly.com.

  • If you obtain fifteen (15) or more Verified Points, your name will be entered into a random drawing eligible to receive $1000 in Rivly Rewards (where each Verified Point will be an additional time that your name is entered into the drawing, permitting you to obtain improved odds of winning by accumulating more Verified Points). If you were the one chosen winner of this reward, these Rewards will be deposited into your Rivly shopper account after public launch (defined as the period where any public user may create a shopper account and make purchases on Rivly), successful shopper account creation, and the identity-verification process has been completed on Rivly.com (which limits the number of shopper accounts permitted on Rivly to 1 per person). These Rewards may not be redeemed for cash and must be used toward purchases on Rivly.com.

  • If you obtain one-hundred (100) or more Verified Points, your name will be entered into a random drawing eligible to receive a $5000 cash prize (where each Verified Point will be an additional time that your name is entered into the drawing, permitting you to obtain improved odds of winning by accumulating more Verified Points). If you were the one chosen winner of this reward, this cash prize will be delivered to the winner in an electronic transfer once the necessary paperwork has been completed.

  • In addition to the Rewards above, at the end of the Contest Period, one contest participant with the highest number of Verified Points in such participant’s account will receive the Grand Reward (as defined below), provided, that, a minimum of 500 Verified Points must have been obtained to qualify: 25,000 shares of the Sponsor’s Common Stock, which may either be granted in the form of a non-qualified stock option or restricted stock in the Sponsor (the “Grand Reward”). The Grand Reward is subject to the approval of the Sponsor’s Board of Directors. The purchase price (with respect to restricted stock) or the exercise price (with respect to a non-qualified stock option) of the Grand Reward will be equal to the fair market value per share on the grant date as determined by an independent valuation firm. However, there is no guarantee that the Internal Revenue Service will agree with this value. The participant should consult the participant’s tax advisor concerning the tax risks associated with entering the contest, and if applicable, accepting the Grand Reward. In addition to any other related agreements required by Sponsor, the Grand Reward will be subject to the terms and conditions applicable to restricted stock or stock options, as applicable, granted under the Sponsor’s equity incentive plan in effect at the time of the grant and the applicable purchase agreement (with respect to restricted stock) or stock option agreement (with respect to a non-qualified stock option) to be executed by the Sponsor and participant. The winner of the Grand Reward will be required to enter into an advisor agreement to provide bona fide services to the Sponsor as a condition of the receipt of the stock options or restricted stock, as applicable. Please note that the value of these Sponsor’s shares will naturally change with the value of the Sponsor’s company and thus have the risk of zero value in the event of business bankruptcy, dissolution and/or closure. These shares are not redeemable for cash unless a liquidity event occurs such as an acquisition or Initial Public Offering (IPO).

 

THE CONTEST DOES NOT CONSTITUTE AN OFFER OR SOLICITATION TO BUY OR SELL ANY SECURITY.

 

SPONSOR MAKES NO REPRESENTATIONS OR WARRANTIES CONCERNING THE CONTEST OR PARTICIPATION IN THE CONTEST. EACH PARTICIPANT PARTICIPATES AT SUCH PARTICIPANT’S OWN RISK. REWARDS MAY FLUCTUATE SIGNIFICANTLY IN VALUE AND MAY HAVE NO VALUE.

 

NO PARTICIPANT MAY ENGAGE IN ANY CONDUCT THAT VIOLATES ANY LAW, CONTRACTUAL OBLIGATION, TERMS OF USE, OR CONSTITUTES HARASSING OR UNACCEPTABLE CONDUCT, AS DETERMINED BY SPONSOR IN ITS SOLE DISCRETION.

 

6. Winner Notification

This section is only applicable to referring parties that qualify for a Reward. Sponsor will attempt to notify the potential winner(s) via email soon after the end of the Contest Period. If you are eligible for a Reward, you will be notified by email. You will be required to respond to us within five (5) days of the date of notice or attempted notice is sent, in order to claim your Reward. If you cannot be contacted, or you fail to respond appropriately within the required time period, or the email is returned as undeliverable, you forfeit your Reward. If you are at least eighteen (18) but are still considered a minor in your jurisdiction of residence, Sponsor reserves the right to place the Reward in the name of your parent or legal guardian, who will be required to sign the Declaration of Claim on your behalf and fulfill any other requirements imposed on you set forth herein. Receiving a Reward of any type is contingent upon fulfilling all requirements and compliance with these Rules. In the event that a Reward recipient is disqualified for any reason, Sponsor is not obliged to provide an alternate Reward, or extend the Contest Period in any way. 

 

7. General Conditions

In the event that the operation, security, or administration of the Contest is impaired in any way for any reason, including, but not limited to fraud, technical problems, security malfunctions or in the event the Contest is unable to run as planned for any other reason, as determined by Sponsor in its sole discretion, Sponsor may, in its sole discretion, either: (1) suspend the Contest to address the impairment and then resume in a manner that best conforms to the spirit of these Rules; or (2) terminate the Contest and, in the event of termination, no participant shall be eligible for a Reward of any type. 

 

Sponsor reserves the right in its sole discretion to disqualify any individual it finds to be tampering with the operation of the Contest or to be acting in violation of these Rules or in a disruptive manner. Any attempt by any person to damage the website 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 seek damages (including attorneys fees) and any other remedies from any such person to the fullest extent permitted by law. Failure by Sponsor to enforce any provision of these Official Rules shall not constitute a waiver of that provision.

 

Participating individuals have been advised of the existence of Section 1542 of the California Civil Code which provides: 

 

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. 

 

Notwithstanding Section 1542 of the California Civil Code, entry and participation in the Contest shall constitute a full release of liability in accordance with its terms.  Each participant knowingly and voluntarily waives the provisions of Section 1542, as well as any other statute, law or rule of similar effect, and acknowledge and agree that this waiver is an essential and material term of these Rules and that without such waiver, Sponsor would not have accepted the entry. 

 

8. Release and Limitations of Liability

By participating in the Contest, you agree to release and hold harmless Sponsor, and each of its respective parents, subsidiaries, affiliates, advertising and promotion agencies, other companies associated with the Contest, and each of their respective officers, directors, employees, shareholders, representatives, and agents (together, “Released Parties”) from and against any claim or cause of action arising out of participation in the Contest or receipt of a Reward, including, but not limited to: (a) any technical errors associated with the Contest, including lost, interrupted or unavailable Internet Service Provider (ISP), network, server, or wireless service provider; (b) unauthorized human intervention in the Contest; (c) mechanical human, printing or typographical errors; or (d) injury, death, losses or damages of any kind, to persons or property which may be caused, directly or indirectly, in whole or in part, from your participation in the Contest or acceptance, receipt or misuse of any Reward you may receive. You further agree that in any cause of action, the Released Parties’ liability will be limited to the cost of entering and participating in the Contest, and in no event shall the entrant be entitled to receive attorney’s fees. Released Parties are also not responsible for any incorrect or inaccurate information, whether caused by site users, tampering, hacking, or by any equipment or programming associated with or utilized in the Contest. 

 

9. Privacy & Information Submitted

As a condition of entering the Contest, you give 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 to comply with applicable laws, regulations and rules.  Any information you provide to Sponsor may be used to communicate with you in relation to this Contest or on a Contest Winner’s list.  Information submitted in connection with the Project will be treated in accordance with the Sponsor’s Privacy Policy.

 

10. Miscellaneous

The invalidity or unenforceability of any provision of these Rules or the prize acceptance documents will not affect the validity or enforceability of any other provision.  In the event that any provision of the Rules is determined to be invalid or otherwise unenforceable or illegal, the other provisions will remain in effect and will be construed in accordance with their terms as if the invalid or illegal provision were not contained herein.  Sponsor’s failure to enforce any term of these Rules will not constitute a waiver of that provision.  You agree to waive any rights to claim ambiguity of these Rules.  Headings are solely for convenience of reference and will not be deemed to affect in any manner the meaning or intent of the documents or any provision hereof. In the event there is a discrepancy or inconsistency between disclosures or other statements contained in any Contest-related materials, privacy policy or terms of use on the Site and/or the terms and conditions of the Rules, the Rules shall prevail, govern and control. Sponsor reserves the right to suspend, terminate, or amend the Contest at any time, and from time to time, in its sole discretion, including but not limited to situations where a change to its structure or the Rewards is necessary or appropriate to comply with relevant laws or regulations. Sponsor may amend the Rules at any time during the Contest Period by posting the amended Rules to the Contest page and notifying each participant of the amended Rules by email notification. This version of the Rules is in effect as of the Amendment Effective Date and amends, restates, and supersedes the prior version of the Rules that were in effect as of the Original Effective Date.

 

Arbitration

These Rules shall be governed by, and construed in accordance with, the laws of Florida, without giving effect to any choice of law or conflict of law rules, which would cause the application of the laws of any jurisdiction other than Florida. Except where prohibited, you agree that any and all disputes, claims and causes of action arising out of, or connected with, the Contest or any Reward awarded shall be resolved by binding arbitration, without resort to any form of class action, and exclusively by the appropriate court located in Florida. The parties agree to follow the arbitration procedures set forth by the American Arbitration Association (AAA) to resolve the dispute. Arbitration proceedings shall take place in the State of Florida. Each party is responsible for paying its own filing, administrative and arbitrator fees. Judgment on the arbitration award may be entered in any court having jurisdiction thereof.

bottom of page