LA Galaxy Jersey Social Media CHALLENGE
1. Promotion Description: LA Galaxy Jersey Social Media CHALLENGE (the “Contest”), will begin on January 24th, 2021 at 9:00am Pacific Time (“PT”) and will end on February 5th, 2021 at 11:59pm PT (the “Contest Period”). By participating in the Contest, each entrant unconditionally accepts and agrees to comply with and abide by these Official Rules and the decisions of Herbalife International of America, Inc. ("Sponsor"), which shall be final and binding in all respects. This contest is in no way sponsored, endorsed or administered by, or associated with Instagram.
2. How to Enter: During the Contest Period, from your Instagram account, you will need to tag two friends on our post located on the following link links: https://www.instagram.com/_herbalifeusa and reply in the comments your favorite part of the AR Experience and why we should select you as a winner. (Note: You will need to create an Instagram account if you don’t already have one. Membership on Instagram is free, and registration for Instagram can be obtained by logging on to http://instagram.com (the “Website”) and following the onscreen instructions to open an account.). BY TAGGING TWO FRIENDS AND LETTING US KNOW YOUR FAVORITE PART OF THE AR EXPERIENCE AND WHY WE SHOULD SELECT YOU AS A WINNER, YOU AGREE TO THESE OFFICIAL RULES.
Multiple entries are permitted during the Contest Period. All entries submitted in accordance with these Official Rules shall be hereinafter referred to as “Eligible Entries”. In the event of a dispute over who submitted a winning online entry, the authorized subscriber of the Instagram account used to participate in the Contest at the actual time of entry will be deemed to be the entrant. The authorized account subscriber is defined as the natural person who is assigned an Instagram account by Instagram. All entries become the property of Sponsor and will not be acknowledged or returned. All entries must comply with the rules and terms of service of Instagram in addition to Herbalife’s Distributor Rules of Conduct (if applicable). If you opt to use Instagram via your wireless mobile device (which may only be available via participating wireless carriers and is not required to enter the Contest), standard text messaging and/or data rates may apply for each message sent or received from your handset according to the terms and conditions of your service agreement with your wireless carrier. Other charges may apply (such as normal airtime and carrier charges) and may appear on your mobile phone bill or be deducted from your prepaid account balance. Wireless carriers' rate plans may vary, and you should contact your wireless carrier for more information on messaging rate plans and charges relating to your participation in this Contest. Participation in this Contest by mobile device means that you understand that you may receive additional messages by mobile device relating to this Contest, including notifying you if you are a Winner, which may be subject to charges pursuant to your carrier's rate plan. Text messaging may not be available from all mobile phone service carriers and handset models. Mobile device service may not be available in all areas. Check your phones capabilities for specific instructions. No purchase is necessary to enter or win the Contest.
3. Eligibility: The Contest is open to Herbalife Distributors and customers who are: (i) legal residents of the United States and Puerto; and (ii) are at least eighteen (18) years of age or the age of majority in your state or territory of residence at the time of entry. Employees, representatives and agents of Herbalife International of America, Inc. and its affiliates, subsidiaries, parents, and other related companies (collectively, the “Promotion Entities”), and their immediate families (i.e., parents, spouse, children, siblings, grandparents, step parents, step children and step siblings) are not eligible to enter this Contest. By participating in this Contest, entrants: (a) agree to be bound by these Official Rules and by the interpretations of these Official Rules by the Sponsor, and by the decisions of the Sponsor, which are final in all matters relating to this Contest; (b) release and hold harmless Promotion Entities, Instagram, and their respective representatives, agents, employees, officers, directors, successors and assigns, against any and all claims, injury or damage arising out of or relating to participation in this Contest and/or use or misuse or redemption of a Prize (as hereinafter defined); and (c) acknowledge compliance with these Official Rules. The Contest shall be construed according to, and governed exclusively by, the laws of the State of California, United States without giving effect to its conflict of law’s provisions.
4. Winner Selection and Notification: At the end of the Contest Period, an independent judging panel (the “Herbalife USA Social Media Challenge Committee”) will judge all eligible Submissions for the purposes of selecting one (1) Prize winner. Submissions will each be awarded a total score out of ten (10) points, based on the following criteria: (a) creativity (50%), (b) clarity (50%) (the "Criteria"). The individual who submitted the Submission that is awarded the highest score based on the Criteria will be the potential winner of the Prize. In the event of a tie, the Submission that scored the highest points in category (b) will be selected. All decisions of the Herbalife USA Social Media Challenge committee are final and binding and not subject to challenge or appeal. In order to be declared a winner, selected entrant must: (i) respond to notification of selection within twenty-four (24) hours of first attempt by Sponsor; (ii) if requested, sign and return to Sponsor within the required timeline, a Publicity Release and a written Affidavit of Eligibility/Declaration of Compliance and Release of Liability, releasing the Promotion Entities from any liability in connection with this Contest or the use, misuse, awarding or possession of any prize (collectively, the “Prize Claim Documents”); and, (iv) otherwise comply with these Official Rules.
Return of any prize or winner notification as undeliverable, inability to reach selected entrant or failure of selected entrant to: respond to notification within twenty-four (24) hours of first attempt by Sponsor or Sponsor’s agent; failure to provide proof of eligibility (if requested), release documents, or other required documentation in a timely manner; ; or other non-compliance with these Official Rules may result in disqualification, forfeiture of the prize and, at Sponsor’s sole discretion, selection of an alternate eligible entrant for the forfeited prize in accordance with these Official Rules, who will be subject to disqualification in the same manner, to a maximum of three (3) alternate eligible entrants.
5. Prize: One (1) winner will be selected from the pool of Eligible Entries. The winner will receive three (3) 2021 LA Galaxy jerseys with an approximate retail value (“ARV”) of $100.00 each. Total ARV of all prizes is $300.
6. Representations and Warranties/Indemnification: Each entrant represents and warrants as follows: (i) the Submission is wholly original; (ii) the Submission does not and will not violate or infringe upon the intellectual property rights or other rights of any other person or entity; (iii) the Submission does not and will not violate any applicable laws, and is not and will not be defamatory or libelous and (iv) the Submission complies with all policies, terms and conditions of the social media site that it was shared to and the policies of Herbalife. Sponsor reserves the right, in Sponsor’s sole discretion, to disqualify an applicable Submission or allow an applicable Submission to remain in the Contest. Each entrant hereby agrees to indemnify and hold the Promotion Entities, Instagram, and Facebook harmless from and against any and all third party claims, actions or proceedings of any kind and from any and all damages, liabilities, costs and expenses relating to or arising out of any breach or alleged breach of any of the warranties, representations or agreements of entrant hereunder.
7. Grant of Rights: For good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, each entrant hereby irrevocably grants Sponsor, its successors and assigns, a non-exclusive license (but not the obligation) to reproduce, publicly perform, stream, exploit and otherwise use the Submission throughout the universe, in perpetuity, by means of any and all media and devices whether now known or hereafter devised. Sponsor shall have the right, in its sole discretion, to edit, composite, morph, scan, duplicate, or alter the Submission for any purpose which Sponsor deems necessary or desirable, and each entrant irrevocably waives any and all so-called moral rights they may have therein. Sponsor shall have the right to freely assign its rights hereunder, in whole or in part, to any person or entity. Sponsor shall retain the rights granted in each Submission even if the Submission is disqualified or fails to meet the Submission Requirements.
8. Publicity Release: By participating in the Contest, in addition to any other grants which may be granted in any other agreement entered into between Sponsor and any entrant in and/or winner of the Contest, each entrant irrevocably grants the Promotion Entities and their respective successors, assigns and licensees, the right to use such entrant’s name, likeness, and biographical information, and any other personal characteristics, in any and all media for any purpose, including without limitation, advertising and promotional purposes as well as in, on or in connection with www.herbalife.com, Instagram, or the Contest or other promotions, and each entrant hereby releases the Promotion Entities from any liability with respect thereto.
9. General Prize Conditions: Prize winner shall be responsible for all federal, state and/or local taxes, and the reporting consequences thereof, and for any other fees or costs associated with the applicable prize. The Prize will be awarded only if a Prize winner agrees to accept the prize and fully complies with these Official Rules. All portions of the prize are non-assignable and non-transferable. All details and other restrictions of the prize not specified in these Official Rules will be determined by Sponsor in its sole discretion. No substitution or transfer will be awarded in lieu of any stated prize, except that Sponsor, at its sole discretion, reserves the right to substitute a prize (or portion thereof) of comparable value if any prize is unavailable, in whole or in part, for any reason. If any potential Prize Winner is found to be ineligible, declines to accept a prize or has not complied with these Official Rules, such potential prize winner will be disqualified, and the applicable prize may be awarded to the runner-up as an alternate winner. Sponsor makes no warranties, and hereby disclaims any and all warranties, express or implied, concerning any prize furnished in connection with the Contest. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SUCH PRIZES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND SPONSOR HEREBY DISCLAIMS ALL SUCH WARRANTIES, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT.
10. General Liability Release/Force Majeure: Each entrant agrees that the Promotion Entities, Instagram (A) shall not be responsible or liable for, and are hereby released from, any and all costs, injuries, losses or damages of any kind, including, without limitation, death and bodily injury, due in whole or in part, directly or indirectly, to participation in the Contest or any Contest-related activity, or from prize winner's acceptance, receipt, possession consumption and/or use or misuse of any prize, and (B) have not made any warranty, representation or guarantee express or implied, in fact or in law, with respect to any prize, including, without limitation, to such prize’s quality or fitness for a particular purpose. Sponsor is not responsible for incomplete, misdirected, misprinted, late, lost, damaged, or stolen submissions or prize notifications; or for miscommunications, or for any technical malfunctions, failures, difficulties or other errors of any kind or nature; or for the incorrect or inaccurate capture of information, or the failure to capture any information. Sponsor reserves the right in its sole discretion to disqualify any individual who is found to be tampering with the entry process or the operation of the Contest, to be acting in violation of these Official Rules, or to be acting in an unsportsmanlike-like or disruptive manner, or with the intent to disrupt or undermine the legitimate operation of the Contest, or to annoy, abuse, threaten or harass any other person, and Sponsor reserves the right to seek damages and other remedies from any such person to the fullest extent permitted by law. If a dispute as to the identity of the individual who actually submitted an entry cannot be resolved to Sponsor’s satisfaction, the affected entry will be deemed ineligible. Sponsor reserves the right to modify, extend, suspend, or terminate the Contest if it determines, in its sole discretion, that the Contest is technically impaired or corrupted or that fraud or technical problems, failures or malfunctions or other causes beyond Sponsor’s control have destroyed or severely undermined or to any degree impaired the integrity, administration, security, and/or feasibility of the Contest as contemplated herein. In the event an insufficient number of eligible entries are received and/or Sponsor is prevented from awarding prizes or continuing with the Contest as contemplated herein by any event beyond its control, including but not limited to fire, flood, natural or man-made epidemic of health of other means, earthquake, explosion, labor dispute or strike, act of God or public enemy, satellite or equipment failure, riot or civil disturbance, terrorist threat or activity, war (declared or undeclared) or any federal state or local government law, order, or regulation, public health crisis (e.g., SARS, Swine Flu), order of any court or jurisdiction, or other cause not reasonably within Sponsor’s control (each a “Force Majeure” event or occurrence), then subject to any governmental approval which may be required,
Sponsor shall have the right to modify, suspend, extend or terminate the Contest. If the Contest is terminated before the designated end date, Sponsor will (if possible) select the winner(s) from among all eligible, non-suspect Submissions received as of the date of the event giving rise to the termination. The invalidity or unenforceability of any provision of these Official Rules shall not affect the validity or enforceability of any other provision. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these Official Rules shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein. Headings and captions are used in these Official Rules solely for ease of reference and shall not be deemed to affect in any manner the meaning or intent of these Official Rules or any provision hereof. These Official Rules cannot be modified or amended in any way except in writing by a duly authorized representative of Sponsor.
11. Nature of Relationship/Waiver of Equitable Relief: Each entrant hereby acknowledges and agrees that the relationship between the entrant and the Promotion Entities is not a confidential, fiduciary, or other special relationship, and that the entrant’s decision to provide a Submission to Sponsor for purposes of the Contest does not place the Promotion Entities in a position that is any different from the position held by members of the general public with regard to elements of the entrant’s Submission. Each entrant also acknowledges that many names, ideas or stories may be competitive with, similar or identical to the Submission and/or each other. Each entrant acknowledges and agrees that such entrant will not be entitled to any compensation as a result of any Promotion Entity’s use of any such similar or identical material. Each entrant acknowledges and agrees that the Promotion Entities do not now and shall not have in the future any duty or liability, direct or indirect, vicarious, contributory, or otherwise, with respect to the infringement or protection of the copyright in and to the Submission.
12. No Obligation to Use: Sponsor shall have no obligation (express or implied) to use any Submission, or to otherwise exploit any Submission or, if commenced, to continue the distribution or exploitation thereof, and Sponsor may at any time abandon the use of any Submission for any reason, with or without legal justification or excuse, and contestants shall not be entitled to any damages or other relief by reason thereof.
13. Dates & Deadlines/Anticipated Number of Contestants: Because of the unique nature and scope of the Contest, Sponsor reserves the right, in addition to those other rights reserved herein, to modify any date(s) or deadline(s) set forth in these Official Rules or otherwise governing the Contest. Sponsor cannot accurately predict the number of entrants who will participate in the Contest.
14. Further Documentation: If Sponsor shall desire to secure additional assignments, certificates of engagement for the Submission or other documents as Sponsor may reasonably require in order to effectuate the purposes and intents of these Official Rules, then each entrant agrees to sign the same upon Sponsor’s request, therefore.
15. Privacy: Information collected and used in connection with the Contest will be used by Sponsor for the purposes of Contest administration and prize fulfilment, in accordance with its online privacy practices, posted at www.herbalife.com.
16. Governing Law/Jurisdiction: ALL ISSUES AND QUESTIONS CONCERNING THE CONSTRUCTION, VALIDITY, INTERPRETATION AND ENFORCEABILITY OF THESE OFFICIAL RULES OR THE RIGHTS AND OBLIGATIONS OF ENTRANTS OR SPONSOR IN CONNECTION WITH THE CONTEST SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OF CONFLICT OF LAW RULES OR PROVISIONS THAT WOULD CAUSE THE APPLICATION OF ANY OTHER STATE’S LAWS.
17. Arbitration Provision: By participating in this Contest, each entrant agrees that any and all disputes the entrant may have with, or claims entrant may have against, the Promotion Entities relating to, arising out of or connected in any way with (i) the Contest, (ii) the awarding or redemption of any prize, and/or (iii) the determination of the scope or applicability of this agreement to arbitrate, will be resolved individually and exclusively by final and binding arbitration administered by the National Arbitration Forum (the “Forum”) and conducted before a sole arbitrator pursuant to the Code of Procedure established by the Forum. The arbitration shall be held at a location determined by the Forum pursuant to the Code of Procedure, or at such other location as may be mutually agreed by the participant and Sponsor. The arbitrator’s decision shall be controlled by the terms and conditions of these Official Rules and any of the other agreements referenced herein that the applicable participant may have entered into in connection with the Contest. There shall be no authority for any claims to be arbitrated on a class or representative basis; arbitration can decide only the participant’s and/or Sponsor’s individual claims and the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated. The arbitrator shall not have the power to award punitive damages against the participant or Sponsor. For more information on the Forum and/or the Forum's Code of Procedure, please visit their website at www.arb-forum.com. If any part of this Arbitration Provision is deemed to be invalid or otherwise unenforceable or illegal, the balance of this Arbitration Provision shall remain in effect and shall be construed in accordance with its terms as if the invalid or illegal provision were not contained herein.
18. Official Rules/Winners List: To receive any legally required winners list or an additional copy of these Official Rules, send a self-addressed, stamped envelope to: HERBALIFE USA Upgrade Your LA Galaxy Jersey Social Media Challenge at 950 West 190th St, Torrance, CA 90502. Please specify “Rules” or “Winners List”. Winners List available for the three (3) months after the end of the Contest Period and rules list available from September 1, 2020 until September 10, 2020.
19. Sponsor: Herbalife International of America, Inc., 800 West Olympic Blvd., Suite 406, Los Angeles, CA 90015.