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The Shapermint “We Are In This Together Bracelets” Donation Program (“Program”) is sponsored by Overnel S.A. (“Sponsor”), Dr. Luis Bonavita 1294 (WTC Montevideo Free Zone), 11300 Montevideo, Uruguay.
1. PROGRAM PERIOD: The Program begins on June 4, 2020, and ends on July 15, 2020 or at any moment earlier upon reaching US$ 100,000 in donations (“Program Period”). The donation shall be made to the American Nurses Foundation (the “Donee”) as early as practicable following the finalization of the of the Program Period, and no later than 90 days after the finalization of the Program Period, subject to the Donee’s availability to receive the donation.
2. ELIGIBILITY: All customers of Shapermint, regardless of where they are domiciled, will be able to participate in the Program.
3. HOW TO PARTICIPATE: During the Program Period, Sponsor will donate US$5 for each completed purchase order of “We Are In This Together” bracelet placed by Shapermint’s customers around the world (which is equivalent to approximately 100% of the profits of each sale), up to a maximum of US$ 100,000. NOTE: Only the Sponsor will make all of the donations to the Donee selected as recipient/s. Participants are not making any direct donations to the Donee or the Program and will not receive a receipt nor will they be eligible to claim any charitable deductions on their tax returns as a result of this Program. The Sponsor is not a tax professional and does not provide tax advice. The selected Donee that shall receive the donation shall be informed as early as practicable by the Sponsor.
4. LIMITATION OF LIABILITY: By participating in this Program, each participant agrees: (i) to be bound by these Terms & Conditions; (ii) to waive any rights to claim ambiguity with respect to these Terms & Conditions; (iii) to waive all of his/her rights to bring any claim, action or proceeding against any employees, directors, officers and agents of Sponsor, and its respective parent companies, divisions, affiliates, subsidiaries, advertising and promotional agencies and suppliers involved in the Program and each of their respective affiliates, subsidiaries, representatives, consultants, contractors, legal counsel, advertising, public relations, promotional, fulfillment and marketing agencies, website providers and each their respective officers, directors, stockholders, employees, representatives, designees and agents (the “Released Parties”) in connection with the Program; and (iv) to forever and irrevocably agree to release and hold harmless each of the Released Parties from any and all claims, lawsuits, judgments, causes of action, proceedings, demands, fines, penalties, liability, costs and expenses (including, without limitation, reasonable attorneys’ fees) that may arise in connection with: (a) the Program, including, but not limited to, any Program-related activity or element thereof, and a participant’s participation or inability to participate in the Program; (b) the violation of any third-party privacy, personal, publicity or proprietary rights; (c) human error; (d) any wrongful, negligent, or unauthorized act or omission on the part of any of the Released Parties; or (e) the negligence or willful misconduct by participant.
If, for any reason, the Program is not capable of running as planned, or the integrity and or feasibility of the Program is severely undermined by any event beyond the control of Sponsor or force majeure event, including but not limited to fire, flood, epidemic, pandemic, earthquake, explosion, labor dispute or strike, act of God or public enemy, satellite or equipment failure, riot or civil disturbance, war (declared or undeclared), terrorist threat or activity, or any federal, state or local government law, order, or regulation, order of any court or jurisdiction, infection by computer virus, unauthorized intervention, technical failures or other cause not reasonably within the control of Sponsor, Sponsor reserves the right, at its sole and absolute discretion, to abbreviate, cancel, terminate, modify or suspend the Program and/or proceed with the Program in a manner it deems fair and reasonable. If Sponsor, in its discretion, elects to alter this Program for any reason, a notice will be posted at Shapermint’s website.
WITHOUT LIMITING THE FOREGOING, EVERYTHING REGARDING THIS PROGRAM IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.
NOTE: While the Sponsor and the Donee have entered into a Donation Agreement, the Sponsor and its mark, Shapermint, are not and do not purport to be a representative or partner of the Donee, and neither is or purports to be associated in any way with the Donee.
5. DISPUTES: THIS PROGRAM IS GOVERNED BY, AND WILL BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF URUGUAY. IF WE CAN’T RESOLVE A DISPUTE ABOUT THE PROGRAM, YOU AGREE TO RESOLVE IT BY FINAL AND BINDING ARBITRATION ADMINISTERED BY THE INTERNATIONAL CHAMBER OF COMMERCE ACCORDING TO ITS ARBITRATION RULES AND PROCEDURES. THE REMEDY FOR ANY CLAIM SHALL BE LIMITED TO ACTUAL DAMAGES, AND IN NO EVENT IS SPONSOR/ADMINISTRATOR RESPONSIBLE FOR PUNITIVE, EXEMPLARY, CONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING ATTORNEY’S FEES OR OTHER SUCH RELATED COSTS OF BRINGING A CLAIM. THE APPLICABLE LAW WILL BE THE LAW OF URUGUAY AND THE SEAT OF THE ARBITRATION WILL BE MONTEVIDEO, URUGUAY. YOU AGREE THAT THE RIGHTS AND OBLIGATIONS OF ANY PARTICIPANT SHALL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION. ANY DEMAND FOR ARBITRATION MUST BE FILED WITHIN ONE (1) YEAR OF THE TIME THE CAUSE OF ACTION OCCURRED, OR THE CAUSE OF ACTION SHALL BE FOREVER BARRED.
6. GENERAL: Any attempted form of participation in this Program other than as described herein is void. CAUTION AND WARNING: ANY ATTEMPT TO DELIBERATELY DAMAGE ANY WEBSITE OR TO UNDERMINE THE LEGITIMATE OPERATION OF THIS PROGRAM IS A VIOLATION OF CRIMINAL AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, THE SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES OR OTHER REMEDIES FROM ANY SUCH PERSON(S) RESPONSIBLE FOR THE ATTEMPT TO THE FULLEST EXTENT PERMITTED BY LAW. If any provision of these Terms & Conditions or any word, phrase, clause, sentence or other portion thereof should be held unenforceable or invalid for any reason, then that provision or portion thereof shall be modified or deleted in such manner as to render the remaining provisions of these Terms & Conditions valid and enforceable. The invalidity or unenforceability of any provision of these Terms & Conditions will not affect the validity or enforceability of any other provision. Sponsor’s failure to enforce any term of these Terms & Conditions shall not constitute a waiver of that provision and such provision shall remain in full force and effect. In the event of any conflict with any Program details contained in these Terms & Conditions and the Program details contained in any promotional materials (including, but not limited to, point of sale, television and print advertising, promotional packaging and other promotional media), the details of the Program as set forth in these Terms & Conditions shall prevail.
7. INFORMATION RELATIVE TO THE DONEE: While Sponsor has entered into a Donation Agreement with the Donee, the Sponsor, its representatives, directors, related companies, and its mark, Shapermint, are not and do not purport to be a representative or partner of the Donee, and neither is or purports to be associated in any way with the Donee. The Sponsor has been informed by the Donee that while it will make every effort to destine the money raised and donated to the Donee pursuant to Program to COVID-19-related initiatives the Foundation is not restricted to a particular purpose and may include without limitation paying staff, purchasing materials/equipment, paying consultants/contractors, and paying for marketing and advertising services. NEITHER THE DONEE NOR ITS DIRECTORS, OFFICERS, EMPLOYEES AND VOLUNTEERS SHALL BE LIABLE IN ANY WAY, TO ANY PERSON OR ENTITY, IN CONNECTION WITH THE PROGRAM.