7. Additional Conditions of Participation and Indemnification
Likeness and Waiver. By accepting the prize, except where prohibited by law, winner agrees to the use of his/her name, address (city, state), Upside account, likeness, photograph, other indicia of persona and/or statements made by winner regarding the prize, the Contest or the Sponsor for advertising/publicity/trade purposes by Sponsor and its designees without further compensation or notice. By participating, entrant indemnifies, releases and agrees to hold harmless Upside, the Social Media Networks and their parent company, subsidiaries, affiliates, suppliers, agencies, and the directors, officers, agents, representatives, shareholders, employees, successors and assigns of any of the above organizations, from any and all liability (including reasonable attorney fees) arising from or relating to participating in the Contest, any Contest-related activity and/or acceptance, breach of these Rules (including spamming activities), and receipt, possession or use/misuse of the prize (including payment of applicable taxes). Sponsor reserves the right, at its sole discretion, to disqualify from the Contest any individual it finds, in its sole discretion, to be tampering (or attempting to tamper) with the entry process or the operation of the Contest, the App or any website; to be acting in violation of the Rules (including Upside’s Terms) or to be acting in a disruptive manner, or with intent to annoy, abuse, threaten or harass any other person. The preceding in no way precludes Sponsor from taking other actions against such individuals so as to protect its rights. Such other actions may include but are not limited to prohibition from participation in future contests and other promotions offered by Sponsor or revocation of your Upside account (if applicable).
Limitations of Liability. TO THE FULLEST EXTENT ALLOWABLE UNDER APPLICABLE LAW, YOU WAIVE ALL RIGHTS TO ANY INDIRECT, PUNITIVE OR CONSEQUENTIAL OR SPECIAL DAMAGES IN CONNECTION WITH THE CONTESTS OR THE PRIZE. TO THE FULLEST EXTENT ALLOWABLE UNDER APPLICABLE LAW, YOU AGREE THAT THE MAXIMUM LIABILITY TO YOU UNDER THESE RULES (BESIDES PAYMENT OF THE PRIZE IF YOU HAVE WON PURSUANT TO THE RULES) WILL BE LIMITED TO ACTUAL THIRD-PARTY, OUT OF POCKET DAMAGES NOT TO EXCEED $10.Upside will use good faith in administrating the Contest, but you acknowledge that the Contest process and winner determination may be imperfect, contain errors and that Sponsor’s determination is final and binding.
Warranty Disclaimer. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SPONSOR MAKES NO WARRANTIES, AND HEREBY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, CONCERNING ANY PRIZE IN CONNECTION WITH THE CONTESTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SUCH PRIZES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SPONSOR HEREBY DISCLAIM ALL SUCH WARRANTIES, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT.
Errors. It is your sole responsibility to ensure that you have complied in full with all conditions and requirements contained in these Rules. Sponsor's computer is the official clock for purposes of the Contest. Sponsor assumes no responsibility for: (a) any incomplete, incorrect or inaccurate information, whether caused by humans or bots, tampering, hacking or by any of the equipment or programming associated with or utilized in the Sponsor or by any technical or human error; (b) any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of the App, any website, receipts, the Social Network Platforms or entries (including failure of an uploaded receipt to result in entry even if otherwise valid); (c) any problems or technical malfunctions of any telephone network or lines, computer on-line-systems, servers or providers, computer equipment, software, programming or failure of e-mail transmission on account of technical problems or traffic congestion on the Internet or at any web site or any combination thereof; (d) for injury or damage to entrant's or to any person's computer or mobile device (or any information/materials stored therein) related to or resulting from downloading/uploading materials from/to the App, any web site or participating in the Contest; (e) misdirected or undeliverable Submissions or for any technical problems, malfunctions of computer systems, servers, providers, hardware/software, lost or unavailable network connections or failed, incomplete, garbled, and/or delayed computer transmission; (f) unauthorized third party use of any Submission. Sponsor also assumes no responsibility for late, lost, illegible/garbled, incomplete, damaged, inaccessible, corrupted or jumbled e-mail transmissions, receipts or entries, regardless of cause; and, all of the foregoing are void.
Force Majeure. If, for any reason, the Contest (or any part thereof) is not capable of running as planned by reason of infection by computer virus, worms, bugs, tampering, unauthorized intervention, fraud, technical failures, fire, flood, storm or other natural cataclysm, riot, strike, civil commotion, governmental regulation or any other causes beyond the control of Sponsor which, in its sole opinion, corrupt or affect the administration, security, fairness, integrity or proper conduct of the Contest (or any part thereof), Sponsor reserves the right at its sole discretion to cancel, terminate, modify or suspend the Contest and conduct the Contest and select the prize winner from among all eligible Submissions received prior to the action taken by Sponsor or otherwise in a manner which is fair, equitable and in accordance with these Rules, as determined by Sponsor in its sole discretion. Notice of such action by Sponsor will be posted on https://www.upside.com/all-the-fills-contest.