Last Updated: February 25, 2022

Welcome to CliquePrize® (the “App”), operated by Cinnamon Entertainment Group LLC (“we,” “us” or “Company”). These Sponsor Terms apply to you if you are a Sponsor. If you are a Contestant, please see the Contestant Terms. Contestants are registered users of the App who may participate in a limited number of promotions daily for the opportunity to win prizes. Sponsors are registered users of the App who create and operate prize promotions through the App for a fee as described below. A Sponsor’s purchase of a promotion constitutes Sponsor’s full and unconditional acceptance of the Sponsor Terms and the CliquePrize® General Terms of Use, Privacy Policy, Cookies Policy, and the decisions of Company, which are final and binding in all respects (all generally, the “Terms”).

General Rules

NO PURCHASE IS REQUIRED TO ENTER ENTER OR WIN THE PROMOTIONS. PROMOTIONS ARE VOID WHERE PROHIBITED BY LAW. ALL APPLICABLE FEDERAL, STATE AND LOCAL LAWS AND REGULATIONS APPLY TO PROMOTIONS. All employees of Company and Sponsors, including their immediate family members (spouse, parent, child, sibling and their respective spouses) and those living in the same household of each (whether legally related or not) are ineligible to participate in or win a promotion.

Qualifying as a Sponsor

Each Sponsor must register for a user account. Sponsor must supply Sponsor’s contact name, business name, contact email address, and zip code. Sponsor’s account will be suspended until Sponsor’s business is verified independently. Company will use industry standard verification methods and will have the right within its sole discretion to decline any Sponsor for any reason.

Apple is not a Sponsor

CliquePrize® is an iOS only mobile app however Apple is not a Sponsor and not involved in any promotion in any way.

Promotions

Contestants may participate in a limited number of promotions (5) daily for the opportunity to win prizes given away and fulfilled by the Sponsor. Promotions are limited to Contestant’s geographical area based on the zip code Contestant enters upon creating its account. Each Contestant warrants and represents the accuracy of its registration information, including its zip code, and Company is not responsible for inaccuracies in information provided by Contestants.

When Contestant logs in to its account, Contestant will be shown all available promotions local to its zip code. Contestant may browse all available promotions, filter by category, or search a sponsor directory. Unless filtered, promotions will be displayed in the order in which they go live.

Promotions may be public, or available for all Contestants from the applicable geographical area, or private promotions limited by Sponsor to certain Contestants and requiring a unique bar code to access.

Fees

Upon verification, Sponsor will be prompted to select a base fee package for the cost of running a promotion on CliquePrize®. Sponsor must select and purchase a fee package before Sponsor may create and operate promotions on the App. Fee packages are purchased using in-app Apple Store purchases and are subject to Apple Store terms. The fee packages include:

**Platinum Coin Package A – Giveaways (Private)
**One Private Promotion
Fee: $99
Expiration: One Private Promotion good for one year from purchase; recommended to run for three weeks

**Platinum Coin Package B – Giveaways (Subscription)
**Monthly Subscription
One Pubic or Private Promotion per month or a maximum of 12 promotions per year
Fee: $199/month

Expiration: Sponsors may cancel their subscription at any time. In the event of an unused promotion during the cancellation month, no refund will be issued; instead, a credit for future promotions will be applied. Subscriptions automatically renew after each 12-month subscription period unless Sponsor cancels prior to renewal.

**Platinum Coin Package C – Giveaways (Public)
**One Public Promotion
Fee: $399
Expiration: One Public Promotion good for one year from purchase; recommended to run for three weeks

Refunds

All purchases on CliquePrize® are non-refundable. However, in the event of an error or other qualifying circumstance, the Sponsor may receive credits for a future promotion at no cost as a "make good" on the paid purchase. These are determined on a case-by-case basis by the CliquePrize® staff.

Sponsor Promotions and Bullseye! Pages and Other Content

Upon purchase of a promotion package, Sponsor will have the ability to create promotions on the Sponsor home page. Sponsor will have the ability to upload a background image and its company logo on each of its promotion pages. For more information on creating promotions, please contact sponsors(at)cliqueprize.com or visit the FAQ Section on the Sponsor home page under Settings.

Each sponsorship package includes a unique, but free Bullseye! page assigned to the Sponsor. The Bullseye! page displays the Sponsor’s name and live promotions and can be accessed by the Contestant clicking on the Sponsor’s name in the general display of the Sponsor’s promotions on the App main promotions page or via the Bullseye! Sponsor Directory in alphabetical order. Bullseye page templates are available for Sponsor’s use as part of the package at no additional cost to the Sponsor. Sponsor may customize its Bullseye! page to use its own background and logo.

Sponsor is solely responsible for its promotions, prizes, and prize descriptions and the products or services offered to Contestants through its promotions, and any content and information it provides for use on or uploads to the App, including, without limitation, its name, logos, product and service descriptions, business description and information, prize descriptions, images, event descriptions and information, links, location information, rules, terms, and policies for its promotions, and all other content it provides or uploads for use on its promotion pages and Bullseye page (collectively, the “Sponsor Content”), and Company shall have no responsibility or liability for the same. In the event the Sponsor does not have a background image, logo or rules, Company shall provide template background images and logo for the Sponsor to use free of charge as well as base rules, terms and privacy policy. The Sponsor is granted permission to edit the base rules, terms and privacy policy in order to customize those elements for the Promotion on CliquePrize®. Sponsor warrants and represents the accuracy and credibility of the Sponsor Content and warrants and represents that it has the right to use the Sponsor Content and that the Sponsor Content does not infringe the rights of any third parties or violate the law. Sponsor grants to Company a non-exclusive irrevocable worldwide transferrable perpetual license to use Sponsor Content solely for administration of the App and App promotions. As between Company and Sponsor, all rights to Sponsor Content with the exception of the foregoing limited license shall belong to Sponsor.

Sponsor agrees that Sponsor Content will not:

● Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.

● Offer or advertise a prize for its promotion related to alcohol of any type, including beer, wine, hard liquor or any beverage that contains or may contain alcohol;

● Offer a free prize with an expiration date except for tickets to an event; therefore all prizes shall have no expiration date except for event tickets. If the event date has passed and was not postponed due to weather, the Contestant hereby agrees and is responsible for attending the event but the Sponsor shall not be held liable for the Contestant’s attendance; the Sponsor shall only be responsible for providing access to the event such as providing and delivery of the event tickets which expire when the event date or event make-up date has passed;

● Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.

● Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.

● Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with the Terms.

● Be likely to deceive any person.

● Promote any illegal activity, or advocate, promote or assist any unlawful act.

● Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.

● Impersonate any person, or misrepresent the identity or affiliation with any person or organization.

● Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter, or advertising, except as permitted expressly herein.

● Give the impression that they emanate from or are endorsed by Company or any other person or entity, if this is not the case.

Selection of Prize Winners

Promotion prize winners are selected randomly either by the App or Sponsor at Sponsor’s discretion determined when it creates the promotion. If Sponsor chooses to select the prize winner, Company will provide to Sponsor only a randomly assigned number for each Contestant entered in the promotion and not Contestant’s name, email address, or zip code or any other personal information about Contestant. If Sponsor chooses to select the prize winner, Sponsor shall be solely responsible for such selection, and Company will have no liability or responsibility related to the selection. Therefore, the Sponsor or CliquePrize® will choose a winner or winners based on a 2 Letter, 6 digital combination that identifies Contestants anonymously.

If a Sponsor elects to choose winner(s) to a CliquePrize® promotion on a manual basis, there is a 24 hour maximum time limit. If the Sponsor fails to choose winner(s) in that timeframe, the CliquePrize® system will automatically select such winner(s) except for Raffles or Instant Win promotions. Raffles and Instant Win promotions must follow the Instant Win Hour Grid for winner selection. If a winner is not chosen in the correct time interval, the CliquePrize® system will choose winner(s) for the Sponsor automatically.

Prizes

All taxes on promotion prizes, if any, and other expenses related to accepting and/or using a prize other than as listed in the promotion rules, are the sole responsibility of the winner. Sponsors may offer digital or physical prizes.

DIGITAL PRIZES

When a Contestant wins a digital prize, Contestant will be notified via email, text message and within the Notifications section of the App. The App will generate a bar code that will be displayed under the My Prizes section of Contestant’s account. As a Sponsor, you must scan in the Contestant bar code to redeem the digital prize at your place of business. Afterwards, you may provide the free prize to the Contestant at the register upon checkout. The bar code confirms receipt of the prize by both parties. Contestant will have up to one year from the date of issuance of the bar code to redeem the digital prize. If Contestant fails to redeem the prize, Contestant forfeits the prize, and the prize expires. Contestant will remain eligible to enter any other promotions with digital prizes prior to redeeming prizes Contestant has won from the Sponsor. The Sponsor cannot bait and switch the Contestant. A digital prize of greater value may not be advertised for a promotion and then a digital prize of lesser value to fulfilled to the Contestant upon winning. This shall constitute fraud and the Sponsor shall be held legally liable for such actions.

PHYSICAL PRIZES

Upon winning a physical prize, Contestant will be prompted to supply a valid U.S. postal address where it wishes to receive the prize. Sponsor will then have 10 days to mail the prize to Contestant. Sponsor must notify Contestant of the shipment service and tracking code inside the CliquePrize® mobile app. Contestant’s prize package will include a bar code printed inside the box and scanning instructions. Contestant must scan the bar code within 10 days from receipt of the bar code to redeem the prize. If Contestant fails to redeem the prize within the required time, Contestant forfeits the prize, and a new winner will be chosen. Contestant may not enter any other CliquePrize® promotions until it redeems its prize by scanning the bar code. If the bar code does not work, Contestant must notify Company at contestants(at)cliqueprize.com within 10 days from receipt of the code to redeem the prize and resume participation in other CliquePrize® promotions. Company will not be liable or responsible for Sponsor’s failure to fulfill prize delivery under these terms, and Sponsor will indemnify Company for any and all losses, demands, damages, rights, claims, actions and liabilities of any kind related to the same. Therefore, the Sponsor is legally responsible to fulfill the prize to the Contestant it advertises during the Promotion. The Sponsor cannot bait and switch the Contestant. A physical prize of greater value may not be advertised for a promotion and then a physical prize of lesser value to fulfilled to the Contestant upon winning. This shall constitute fraud and the Sponsor shall be held legally liable for such actions.

Prize Rules, Restrictions, and Responsibilities

Sponsor agrees to select, supply and fulfill, and is solely responsible for selecting, supplying and fulfilling, the prizes offered in its promotions, and Company shall have no responsibility or liability with respect to the same. Sponsor will abide by the following Prize rules and restrictions:

• Sponsor may give away only 1 physical prize per promotion. Sponsor may give away no more than 99 digital prizes per promotion.

• Prizes may not include cash giveaways. Cash giveaways are strictly prohibited and may not be substituted for a promotion prize.

• Prizes may not be substituted with prizes of lesser value.

• Prize values are limited to a value of less than $1,000. Sponsor is responsible for valuation of its prize and warrants and represents the accuracy of its valuation and that the value of each promotion prize is less than $1,000. CliquePrize® does not post bonds or offer promotions backed by public bonds as required by most U.S. state laws for promotions in value greater than $1,000.

Sponsor is responsible for the cost of delivery of physical prizes through a U.S.-based courier such as USPS, FedEx, or UPS. Sponsor agrees to deliver the physical prize to the prize winner within 10 days from selection of the Contestant prize winner. Sponsor agrees to comply timely and fully with all prize fulfillment procedure described in these Terms.

Sponsor agrees, warrants, and represents that the prizes for its promotions will not violate the following:

Sponsor Supplied Promotion Terms and Rules and Templates

All Contestants will be required to adhere to our CliquePrize® General Terms of Use, Privacy Policy, Cookies Policy, and Contestant Terms. In addition, they will be bound by the specific terms and rules for your promotion posted in your promotion listing. You can either supply your own terms and rules in the promotion listing or choose our base terms and rules templates. WE PROVIDE THESE TERMS AND RULES TEMPLATES FOR YOUR INFORMATION ONLY, AND THEY MAY NOT BE RELIED ON FOR LEGAL OR PROFESSIONAL ADVICE. YOU ARE ENCOURAGED TO OBTAIN YOUR OWN LEGAL ADVICE WITH RESPECT TO THE CREATION AND IMPLEMENTATION OF YOUR SPECIFIC PROMOTION TERMS AND RULES. We reserve the right to reject your terms and rules or any portion of them if they conflict with our terms, rules, and policies, or, in our sole discretion, the law. We will notify you in such event and give you the opportunity to modify your terms and rules to conform to our requirements or terminate the promotion. If a promotion is terminated prior to use you shall receive no refund but instead a credit toward a future promotion.

Off-line Marketing and Trademarks

Sponsor may advertise and market the promotion online and offline in whatever manner Sponsor chooses, subject to the Terms. Company grants to Sponsor a limited, non-transferable, revocable license to use the CliquePrize® printable poster template and logo provided for such purpose in the form supplied by Company to Sponsor (the “CliquePrize® Property”) (1) on the App and (2) for any private promotions, said license only applicable after the promotions are purchased and in connection with such purchased promotions. Company remains the owner of the CliquePrize® Property, and all uses of the CliquePrize® Property by Sponsor as permitted in this clause inure to Company’s benefit.

Contestant Data

Following the conclusion of a promotion, Sponsor will have the option to purchase the data of the promotion Contestants, namely the first name, last name, email address, mobile number and zip code supplied by Contestants upon registration for an App account. AS A CONDITION OF PARTICIPATION IN PROMOTIONS, SPONSOR AGREES NOT TO SELL CONTESTANT DATA TO ANY THIRD PARTY AND TO LIMIT USE OF CONTESTANT DATA SOLELY FOR THE PURPOSES OF MARKETING THE SPONSOR’S BUSINESS PRODUCTS OR SERVICES. Contestant data is sold on a per-lead basis starting at a base plan of $1 per record. Sponsors shall never pay for or receive the same Contestant data more than once even if Contestant enters more than one of said Sponsor’s promotion. Sponsor hereby agrees and understands that the Contestant may enter into more than one promotion. A copy of the Contestant data is unique to each promotion and may be shared (at the Contestant’s opt-in request) with other Sponsors. However, Company shall not copy the Contestants data arbitrarily to another Sponsors promotion’s databank at any time without that Contestant electing to enter that Sponsor’s promotion freely and voluntarily on an opt-in basis.

Following the promotion, the Sponsor shall have the option to receive an invoice link emailed from third-party application Stripe.com and will be prompted to click the link and pay the invoice for the Contestant data that has opted-in to win a free prize from the Sponsor. This is not required to run a promotion on CliquePrize® and is merely offered on an optional basis starting at $1 per record. A Sponsor shall not be charged twice for the same Contestant record. If such an event occurs, Sponsor shall not hold Company liable but shall receive a credit for each and every duplicate Contestant record for future promotions in the rare event this happens. Stripe.com terms of use shall apply to such transaction. Sales tax will apply as required under applicable state law. Upon payment, you will receive a link at which you may download the data in Excel format. For best results, you should download the data on your computer and not from your mobile device. For assistance if the download is not working, you may contact us sponsors(at)cliqueprize.com

If the Sponsor purchases the Contestant data (i.e. first and last name, email address, mobile phone number, and zip code) provided by the Contestant on an opt-in basis at the conclusion of the promotion on CliquePrize® on an optional basis, and provided to Company upon registration for a CliquePrize® Contestant account, then the Sponsor shall hereby agree to never to re-sell such data and to use it solely for marketing purposes of promoting Sponsor’s business related to the promotion, and subject to all applicable laws. Furthermore, the Sponsor shall make every attempt possible to provide the Contestant a manner and method to opt-out of such marketing communication (either email or SMS or both) at any time for any reason.

Raffles

CliquePrize® is solely a ticketing and winner selection tool for Raffles starting in 2024. CliquePrize® does not offer Raffles in certain states due to specific state laws prohibiting online or digital raffles. These states include AL, AR, CA, HI, IN, IA, KS, MN, MT, NM, RI, SC, TX, UT, WA, and WV. As a Sponsor, you hereby agree to keep track of all donations and the number of tickets offered during your CliquePrize® Raffle. As a Sponsor, you will be required to share a secret code for each donation received by a Contestant. This code unlocks the ticket(s) for the Contestant. However if the number of tickets exceeds 5,445 tickets, which is total the number of tickets offered possible by CliquePrize®, you (the Sponsor) hereby agree to be held responsible for the oversight as the Contestant will be locked out of the Raffle and unable to be assigned a ticket.

Fulfilling a Winning Prize From A Paper QR Code Print Out

As a Sponsor, you hereby agree to not attempt or fulfill any prize from a Contestant who shares a winning QR code that is printed out. You hereby agree that this strictly prohibited by CliquePrize®. If a Contestant tries to share a winning QR code printed out on paper to you (the Sponsor) in person, you hereby agree to not scan it in as this is an attempt to transfer a prize to another Contestant and a violation of these Sponsor Terms. CliquePrize® requires all Sponsors to scan in a winning QR code from the App itself in all circumstances.

No Professional Advice/Compliance with Laws

Sponsors, Contestants and other users of the App agree to comply with all applicable laws, ordinances, rules, and regulations in connection with their use of the App, and nothing herein or in the App shall serve to eliminate such obligation. Nothing herein or in the App is intended to serve as legal advice or a substitute for the same regarding the presence or absence of any duty or requirement surrounding these legal obligations. The App is provided for entertainment purposes only and is not intended to provide legal, medical, financial, or other professional advice.

Release, Disclaimers, Indemnification

COMPANY IS NOT A PARTY TO ANY TRANSACTION BETWEEN SPONSORS AND CONTESTANTS. IN NO EVENT SHALL COMPANY BE LIABLE OR RESPONSIBLE FOR SPONSOR PROMOTIONS, SPONSOR CONTENT, PROMOTION PRIZES, AND FULFILLMENT OF PROMOTION PRIZES. COMPANY DOES NOT OVERSEE, CONTROL OR WARRANT THE CONTENT, ACCURACY, RELIABILITY, OR VERACITY OF SPONSOR PROMOTIONS, THE SPONSOR BULLSEYE PAGE, ANY TERMS, RULES OR POLICIES POSTED OR IMPOSED BY SPONSORS, PRIZES, SPONSOR-CONTESTANT COMMUNICATIONS, OR ANY OTHER SPONSOR CONTENT. COMPANY MAKES NO WARRANTY OR REPRESENTATION REGARDING THE ELIGIBILITY, CREDENTIALS OR IDENTIFICATION OF ANY SPONSOR, CONTESTANT, OR OTHER USER OF THE APP. COMPANY IS NOT RESPONSIBLE FOR ANY PHYSICAL, MEDICAL, OR OTHER DAMAGE TO CONTESTANT OR OTHER PERSON OR ENTITY CAUSED IN WHOLE OR IN PART BY ANY PROMOTION PRIZE. SPONSOR AGREES TO DEFEND, INDEMNIFY, RELEASE AND HOLD HARMLESS COMPANY AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, CONSULTANTS, AGENTS, REPRESENTATIVES, AND SERVICE PROVIDERS FROM AND AGAINST ANY AND ALL LOSSES, DEMANDS, DAMAGES, RIGHTS, CLAIMS, ACTIONS AND LIABILITIES OF ANY KIND ARISING OUT OF OR RELATED TO SPONSOR’S BREACH OF ANY WARRANTIES, REPRESENTATIONS, OBLIGATIONS, OR COVENANTS IN THE TERMS, PURCHASE OF PROMOTIONS OR PARTICIPATION IN ANY PROMOTION OR PRIZE-RELATED ACTIVITIES (INCLUDING, WITHOUT LIMITATION, ANY PROPERTY LOSS, DAMAGE, PERSONAL INJURY OR DEATH CAUSED TO ANY PERSON(S)). SPONSOR ASSUMES ALL LIABILITY FOR ANY INJURY, DEATH, OR DAMAGE CAUSED, OR ALLEGEDLY CAUSED, BY PURCHASING OR PARTICIPATING IN THE PROMOTION OR USE OR REDEMPTION OF PROMOTION PRIZES OR ANY USE OF THIS APP.

End-User License Agreement

Last Updated: April 22, 2022

Welcome to CliquePrize® (the “App”), operated by Cinnamon Entertainment Group LLC (“we,” “us” or “Company”).  The App is a software program provided by Company downloaded by you through a digital distribution service (an “App Store”) account to a device that can access the App, such as a computer, cellphone, or digital tablet (a “Device”).  Please read this End-User License Agreement carefully before clicking the "I Agree" button, downloading or using the App.

This Agreement is a legal document between you and Company and governs your use of the App.  By clicking the "I Agree" button, downloading or using the App, you are agreeing to be bound by the terms and conditions of this Agreement. If you do not agree to the terms of this Agreement, do not click on the "I Agree" button, do not download or do not use the App.  “You” for purposes of this Agreement includes the individual accessing or using the App or the company or other legal entity on behalf of which such individual is accessing or using the App, as applicable.  In addition, to the extent the App can be accessed and used by other users via, for example, family sharing or volume purchasing, the use of the App by those users is expressly subject to this Agreement.

This Agreement, as well as our Privacy Policy, Cookies Policy, Contestant Rules and Sponsor Rules as applicable, any specific Sponsor terms, policies, or rules included in any promotion offered on the App, and any additional terms and conditions that may apply to specific sections of the App or to services available through the App or from Company, forms the entire agreement between you and Company regarding the use of the App.  If such other terms or agreements conflict with this Agreement, the specific terms or agreements will prevail.

This Agreement is between you and Company only and not with the App Store. Therefore, Company is solely responsible for the App and its content. Although the App Store is not a party to this Agreement, it has the right to enforce it against you as a third-party beneficiary relating to your use of the App.

Intellectual Property and License

The App is licensed, not sold, to you by Company for use strictly in accordance with the terms of this Agreement.  The App, including, without limitation, all copyrights, patents, trademarks, trade secrets and other intellectual property rights, are, and shall remain, the sole and exclusive property of Company.  Company grants you a revocable, non-exclusive, non-transferable, limited license to download, install and use the App strictly in accordance with the terms of this Agreement.  You may only use the App on a Device that you own or control and as permitted by the App Store's terms and conditions.  The license that is granted to you by Company is solely for your personal, non-commercial purposes strictly in accordance with the terms of this Agreement.

Company shall not be obligated to indemnify or defend you with respect to any third-party claim arising out of or relating to the App. To the extent Company is required to provide indemnification by applicable law, Company, not the App Store, shall be solely responsible for the investigation, defense, settlement and discharge of any claim that the App or your use of it infringes any third-party intellectual property rights.

License Restrictions

You agree not to, and you will not permit others to:

●     License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the App or make the App available to any third party.

●     Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of Company or its affiliates, partners, suppliers or the licensors of the App.

Modifications and Updates to the App

Company reserves the right to modify, suspend or discontinue, temporarily or permanently, the App or any service to which it connects, with or without notice and without liability to you.

Company may from time to time provide enhancements or improvements to the features or functionality of the App, which may include patches, bug fixes, updates, upgrades and other modifications.  Updates may modify or delete certain features and/or functionalities of the App. You agree that Company has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the App to you.  You further agree that all updates or any other modifications will be (i) deemed to constitute an integral part of the App, and (ii) subject to the terms and conditions of this Agreement.

Maintenance and Support

Company may not provide any maintenance or support for the download and use of the App. To the extent any maintenance or support is required by applicable law, Company, not the App Store, shall be obligated to furnish any such maintenance or support.

Third-Party Services

The App may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services (“Third-Party Services”).  You acknowledge and agree that Company shall not be responsible for any Third-Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Company does not assume and shall not have any liability or responsibility to you or any other person or entity for any Third-Party Services.

You must comply with applicable third parties’ terms of agreement when using the App. Third-Party Services and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

Term and Termination

This Agreement shall remain in effect until terminated by you or Company. Company may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice or your account with the App.  This Agreement shall terminate immediately, without prior notice from Company, in the event you fail to comply with any provision of this Agreement. You may also terminate this Agreement by deleting the App and all copies of it from your Device.

Upon termination of this Agreement, you shall cease all use of the App and delete all copies of the App from your Device.  Termination of this Agreement will not limit any of Company's rights or remedies at law or in equity in case of breach by you (during the term of this Agreement) of any of your obligations under the present Agreement.

If Company terminates a Sponsor account during a live promotion, no winner shall be selected and the promotion shall be deemed cancelled. However, if the Company terminates a Sponsor account after the end date of the promotion, then the Company shall still legally be required to fulfill a prize to the winning Contestant. Company agrees to empower CliquePrize® to select a winner and help track the delivery of the prize to the Winning Contestant. Terminating a Sponsor account after a promotion end date still requires the Sponsor to fulfill the prize as advertised.

Indemnification

You agree to indemnify and hold Company and its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys' fees, due to or arising out of your: (a) use of the App; (b) violation of this Agreement or any law or regulation; or (c) violation of any right of a third party.

No Warranties

The App is provided to you “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, Company, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the App, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, Company provides no warranty, promises or undertaking, and makes no representation of any kind that the App will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither Company nor any of Company’s providers makes any representation or warranty or promise of any kind, express or implied: (i) as to the operation or availability of the App, or the information, content, and materials or products included thereon; (ii) that the App will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the App; or (iv) that the App, its servers, the content, or e-mails sent from or on behalf of Company are free of hackers, viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law. To the extent any warranty exists under law that cannot be disclaimed, Company, not the App Store, shall be solely responsible for such warranty.

Limitation of Liability

Notwithstanding any damages you might incur, the entire liability of Company and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for or through the App or 100 USD if you have not purchased anything through the App.

To the maximum extent permitted by applicable law, in no event shall Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of profits, loss of data or other information, business interruption, personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the App, third-party software and/or third-party hardware used with the App, or otherwise in connection with any provision of this Agreement), even if Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.  Some states and jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

You expressly understand and agree that the App Store, its subsidiaries and affiliates, and its licensors shall not be liable to you under any theory of liability for any direct, indirect, incidental, special consequential or exemplary damages that may be incurred by you, including any loss of data, whether or not the App Store or its representatives have been advised of or should have been aware of the possibility of any such losses arising.

Severability and Waiver

If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not affect a party’s ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.

Digital Marketing

Sponsor hereby agrees to receive by email or SMS text marketing messages or communications from the Company as a result of a submitting a form on the CliquePrize® website or creating an account on the CliquePrize® mobile app. The email may include links, documents, attachments or any other relevant information that the Sponsor has requested or paid for on an opt-in, permissible basis. However, Sponsor may choose to opt-out of any marketing emails except for system emails required to maintain a Sponsor account on CliquePrize®.

Product Claims

Company does not make any warranties concerning the App. To the extent you have any claim arising from or relating to your use of the App, Company, not the App Store, is responsible for addressing any such claims, which may include, without limitation: (i) any product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) any claim arising under consumer protection, or similar legislation.

International Use and Export Controls

The App is operated from its location in the United States of America.  Company does not represent that the App is appropriate or available for use in all jurisdictions, and not all of our products or services discussed on the App are available in all jurisdictions or appropriate or available for use outside the United States.  Company prohibits accessing content from within jurisdictions where such content is illegal. If you choose to access the App from outside the United States, you do so on your own initiative and are solely responsible for complying with applicable local laws, including applicable laws regarding the transmission of data exported from the United States or the country in which you reside.  Certain software and services offered on or through the App may be subject to United States export controls and economic sanctions laws.  In particular, but without limitation, software and software services through the App may not be exported to any U.S.-embargoed countries or anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List.

Changes to this Agreement

Company reserves the right, at its sole discretion, to modify or replace this Agreement at any time. When we modify or replace the Agreement, we will notify you by posting on the App.  You must discontinue using the App if you disagree with the modifications.  Any changes will become effective as of the date of posting.  By continuing to access or use the App after any revisions become effective, you agree to be bound by the modified or replaced Agreement. If you do not agree to the modified or replaced Agreement, you are no longer authorized to use the App.

Governing Law

This Agreement is governed by and construed in accordance with the laws of the State of Tennessee, United States of America, without giving effect to the principles of conflicts of laws of such state and are binding on you in the United States and worldwide.  Except as otherwise stated in this Agreement, Company makes no representation that the App is appropriate, legal or available for use in other locations.  Accordingly, if you choose to use the App, you agree to do so subject to the internal laws of the State of Tennessee.  The United Nations Convention on Contracts for the International Sale of Goods does not apply to the interpretation or construction of this Agreement.

Entire Agreement

Company’s General Terms of Use, Contestant Terms (if you are a Contestant), Sponsor Terms (if you are a Sponsor), Privacy Policy and Cookies Policy are binding parts of this Agreement, and together with this Agreement and any other specific terms or agreements in connection with a particular feature of or through the App constitute the entire agreement between you and us with respect to your use of the App.

Contact Us

If you have any questions about this Agreement, you may contact us at the following:

Cinnamon Entertainment Group LLC
4112 Nolensville Road #111751
Nashville, TN 37222 USA
sponsors(at)cliqueprize.com