“Krapopolis” Discord Contests

OFFICIAL RULES

From time to time, of Blockchain Creative Labs, LLC, 5161 Lankershim Blvd. Ste 120, North Hollywood, CA 91601 (“Sponsor”) may invite eligible Krap Chicken NFT holders to enter into a contest (each, a “Contest”). General information about each Contest and any specific rules that apply to such Contest will be communicated along with the invitation. The below are general rules that apply to all Contests that are open only to Krap Chicken NFT holders.  Each person who enters such a Contest shall be deemed governed by these Official Rules.

Eligibility: Only legal U.S. residents of the fifty (50) United States and District of Columbia who are members of the Krapopolis Discord Server and at least eighteen (18) years of age at the time of entry and who are Krap Chicken NFT holders are eligible to enter.  Officers, directors and employees of Sponsor, and each of its respective parents, subsidiaries, affiliates, distributors, retailers, sales representatives, advertising and promotion agencies involved in the Contest (all such individuals and entities collectively referred to herein as the “Contest Entities”), and the immediate family members and/or those residing in the same household of each are ineligible to enter the Contest or win a prize.  This Contest is void where prohibited.

How to Enter: To enter, eligible entrants must make a submission or engage in the activity described in the invitation to enter (the “Submission”).  For example, a Content could ask eligible entrants to: (i) create an original sticker or emoji related to Krapopolis’s show production; and (ii) post the sticker or emoji on the Krapopolis Discord using a hashtag like #krap-contest. By posting a Submission, entrants will receive one (1) entry into the Contest.  Each entrant’s account must be public in order to enter the Contest. Submissions must be published as “public posts” to be eligible to enter.  The Submission must meet the following “Submission Requirements”: (i) the Submission must be the submitting entrant’s original, previously unpublished work and not feature or focus on any copyrighted material, logos or trademarks that are owned by third parties and (ii) the Submission must not include images that are deemed by the Sponsor to be obscene, pornographic, libelous or otherwise objectionable  Limit one (1) Submission(s)  per person. If an entrant makes more than one (1) Submission, only the most recent Submission will count as an entry into the Contest.  All Submissions must be received by the end of the Contest Period.  No substitutions or new versions of Submissions will be accepted once the original Submission is submitted for consideration.  Any Submission that is considered by Sponsor in its sole and absolute discretion to violate the Submission Requirements, in whole or in part, may be disqualified and will not be eligible for entry.  Except as otherwise contemplated in these Official Rules, and to the extent entrants may otherwise elect at the time of entry, personal information collected in connection with the Contest will be used in accordance with Sponsor’s privacy policy located at https://www.bcl.xyz/privacy-policy/.

Winner Selection and Notification: Assuming a sufficient number of eligible Submissions are received, at the end of the Contest Period, a judge or group of judges selected by the Sponsor (in either case, the “Judging Panel”) will review the Submissions that have been received and select up to three (3) potential winners based on the following criteria (i) creativity (50%); (ii) quality and entertainment value (30%); and (iii) appropriateness to the public image of the Contest Entities (20%) (the “Judging Criteria”).  In the event of a tie, the potential winner with the highest score in the “creativity” category will be declared the potential winner.

The potential winners will be subject to verification and compliance with these Official Rules.  The potential winners will be notified by a Sponsor representative. Sponsor shall have no liability for any winner notification that is lost, intercepted or not received by a potential winner for any reason.  If, despite reasonable efforts, a potential winner does not respond within forty-eight (48) hours of the first notification attempt or if the prize or winner notification is returned as unclaimed or undeliverable to such potential winner, such potential winner will forfeit his or her prize and an alternate winner may be selected.  If any potential winner is found to be ineligible, or if he or she has not complied with these Official Rules or declines a prize for any reason prior to award, such potential winner will be disqualified and an alternate winner may be selected. Sponsor may successively attempt to contact up to two (2) potential winners of an applicable prize in accordance with such procedure, and if there is still no confirmed winners of such applicable prize after such attempts have been made, if any, the corresponding prize may go unawarded.

Prizes/Odds: The prizes that are offered in each Contest will be described in the promotional materials or otherwise as part of the Contest entry process. Prizes pictured or described in the promotional materials or otherwise are for illustrative purposes only. All aspects of prizes not otherwise described will be determined by Sponsor in its sole discretion. No cash alternative or substitution of prizes will be allowed, except Sponsor reserves the right in its sole discretion to substitute prize(s) of comparable or greater value if any prize is unavailable, in whole or in part, for any reason. Odds of winning a Contest depend on the number of eligible entries received for that Contest.

General Prize Conditions: Each prize winner is responsible for paying any federal, state and/or local taxes and for any other fees or costs associated with the applicable prize. If required by law, as determined by Sponsor in its sole discretion, Sponsor reserves the right to withhold (or collect) and remit to the appropriate taxing authorities the amount of any taxes due. The potential winner may be required to execute an Affidavit of Eligibility, a Liability Release, and (where imposing such condition is legal) a Publicity Release (collectively, “Prize Claim Documents”). If a winner fails or refuses to sign and return all Prize Claim Documents within ten (10) days of prize notification (or a shorter time if required by exigencies), such winner may be disqualified and an alternate winner may be selected.

Rights In Submissions:  For good and valuable consideration, the receipt and legal sufficiency of which is hereby acknowledged, each entrant hereby irrevocably grants to the Contest Entities, and their successors, licensees and assigns, a non-exclusive license (but not the obligation) to reproduce, publicly perform, publicly display, stream, exploit, make derivative works of and otherwise use the Submission, in whole or in part, for any purpose, including without limitation commercial purposes, in any and all media now or hereafter devised throughout the universe in perpetuity.  The Contest Entities shall have the right, in their sole discretion, to edit, composite, morph, scan, duplicate, or alter the Submission for any purpose which the Contest Entities deem necessary or desirable, and each entrant irrevocably waives any and all so-called “moral rights” they may have therein. The Contest Entities shall retain the rights granted in each Submission even if the Submission is disqualified or fails to meet the Submission Requirements or even if it determined that the entrant who made the Submission is ineligible to enter the Contest.  If any Submission or any part of a Submission incorporates images or other pre-existing intellectual property (“IP”) that is from the Krapopolis program or property or otherwise derivative of Krapopolis IP, Sponsor owns those derivative works and each entrant hereby grants, transfers, sells and assigns such derivative works to Sponsor.

General Release: Entrants agree that Sponsor and those of Sponsor’s business partners that are involved in the Contest in question shall not be responsible or liable for any losses, damages or injuries of any kind resulting from participation in the Contest or any Contest-related activity, or from entrants’ acceptance, receipt, possession and/or use or misuse of any prize. Sponsor assumes no responsibility for any damage to an entrant’s computer system which occurs by accessing the discord server or participating in a Contest, or for any computer system, phone line, hardware, software or program malfunctions, or other errors, failures, delayed computer transmissions or network connections that are human or technical in nature. Without limiting the generality of the foregoing, Sponsor is not responsible for incomplete, illegible, misdirected, misprinted, late, lost, damaged, stolen, submissions or prize notifications; or for lost, interrupted, inaccessible or unavailable networks, servers, satellites, Internet Service Providers, websites, or other connections; or for miscommunications, failed, jumbled, scrambled, delayed, or misdirected computer, telephone or cable transmissions; 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 a Contest or the discord server to be acting in violation of these Official Rules, or to be acting in an unsportsman-like or disruptive manner, or with the intent to disrupt or undermine the legitimate operation of a 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. No mechanically reproduced, illegible, incomplete, forged, software generated or other automated multiple entries will be accepted. Sponsor reserves the right to modify, extend, suspend, or terminate any 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, proper play and/or feasibility of the Contest as contemplated herein. If the Contest is terminated before the designated end date, Sponsor will (if possible) select winners in a random drawing from all eligible, non-suspect entries received as of the date of the event giving rise to the termination. Only the type and quantity of prizes described on the Contest entry page corresponding with a particular Contest will be awarded. If, for any reason, more bona fide winners come forward seeking to claim prizes in excess of the number of each type of prize, the winners, or remaining winners, as the case may be, of the advertised number of prizes available in the prize category in question may be selected in a random drawing from among all persons making purportedly valid claims for such prize(s). Inclusion in such drawing shall be each entrant’s sole and exclusive remedy under such circumstances. These Official Rules cannot be modified or amended in any way except in a written document issued in accordance with law by a duly authorized representative of Sponsor. The invalidity or unenforceability of any provision of this Section 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, this Section shall otherwise remain in effect and shall be construed in accordance with its terms as if the invalid or illegal provision were not contained herein.

Representations and Warranties/Indemnification:  Each entrant represents and warrants as follows: (i) the Submission does not and will not violate or infringe upon the intellectual property rights or other rights of any other person or entity; (ii) the Submission meets the Submission Requirements, and does not and will not violate any applicable laws, and is not and will not be defamatory or libelous.  Each entrant (and any minor entrant’s parent or legal guardian) agrees to indemnify the Contest Entities and hold them harmless from and against any and all third party claims, liability, judgments, losses, damages, costs, and expenses, including penalties, interest and reasonable outside attorney’s fees and costs in the defense and disposition of such matters arising out of, resulting from, based upon or incurred because of a breach or allegation that, if true, would constitute a breach by entrant of his or her representations, warranties, covenants or obligations hereunder, including, without limitation, any action or statement made by entrant while participating in the Contest.

Nature of Relationship/Waiver of Equitable Relief:  Each entrant hereby acknowledges and agrees that the relationship between the entrant and the Contest Entities is not a confidential, fiduciary, or other special relationship, and that the entrant’s decision to provide the entrant’s Submission to Sponsor for purposes of the Contest does not place the Contest 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 understands and acknowledges that the Contest Entities have wide access to ideas, stories, designs, and other literary materials, and that new ideas are constantly being submitted to the Contest Entities or being developed by their own employees. Each entrant also acknowledges that many ideas may be competitive with, similar or identical to the Submission and/or each other in theme, idea, plot, format or other respects. Each entrant acknowledges and agrees that such entrant will not be entitled to any compensation as a result of any Contest Entity’s use of any such similar or identical material. Each entrant acknowledges and agrees that the Contest 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. Finally, each entrant acknowledges that, with respect to any claim by entrant relating to or arising out of a Contest Entity’s actual or alleged exploitation or use of any Submission or other material submitted in connection with the Contest, the damage, if any, thereby caused to the applicable entrant will not be irreparable or otherwise sufficient to entitle such entrant to seek injunctive or other equitable relief and entrant’s rights and remedies in any such event shall be strictly limited to the right to recover damages, if any, in an action at law.

No Obligation to Use:  The Contest Entities 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 the Contest Entities may at any time abandon the use of the Submission for any reason, with or without legal justification or excuse, and entrants shall not be entitled to any damages or other relief by reason thereof.

General Liability Release/Force Majeure:  Each entrant agrees that Sponsor (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 entrants’ acceptance, receipt, possession 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 assumes no responsibility for any damage to an entrant’s, or any other person’s, computer system which is occasioned by participating in the Contest, or for any computer system, phone line, hardware, software or program malfunctions, or other errors, failures, delayed computer transmissions or network connections that are human or technical in nature.  Without limiting the generality of the foregoing, Sponsor is not responsible for incomplete, illegible, misdirected, misprinted, late, lost, damaged, or stolen Submissions or prize notifications; or for lost, interrupted, inaccessible or unavailable networks, servers, satellites, Internet service providers, websites, or other connections; or for miscommunications, failed, jumbled, scrambled, delayed, or misdirected computer, telephone or cable transmissions; 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 unsportsman-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.  No mechanically reproduced, illegible, incomplete, forged, software-generated or other automated multiple entries will be accepted.  If a dispute as to the identity of the individual who actually submitted an Submission cannot be resolved to Sponsor’s satisfaction, the affected Submission may 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, proper play and/or feasibility of the Contest as contemplated herein.  In the event an insufficient number of eligible Submissions 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, earthquake, windstorm, epidemic, pandemic, public health crisis, disease, virus, sickness or outbreak or other similar or dissimilar natural disaster; act of God or public enemy; riot or civil disturbance, act of any government or governmental authority, power failure, satellite or equipment failure, failure of telecommunications lines or failure or breakdown of plant, machinery or vehicles operated by a third party; labor dispute, strike, or lockout; actual or threat of war, armed conflict, terrorist attacks, war (declared, undeclared or threatened), explosion, nuclear, or chemical or biological contamination; or a government imposed travel ban, restriction on movement or gatherings, or other government imposed mandate of any kind, order of any court or jurisdiction, or other cause not reasonably within Sponsor’s control (each a “Force Majeure” event or occurrence), Sponsor reserves the right to modify, suspend, or terminate the Contest.  If the Contest is terminated before the designated end date, Sponsor may (if possible) select the winner from all eligible, non-suspect entries received as of the date of the event giving rise to the termination.  Only the type and quantity of prizes described in these Official Rules will be awarded.  These Official Rules cannot be modified or amended in any way except in a written document issued in accordance with law by a duly authorized representative of Sponsor.  The invalidity or unenforceability of any provision of these Official Rules shall not affect the validity or enforceability of any other provision.  If 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. 

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 INTERNAL LAWS OF THE UNITED STATES OF AMERICA AND 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, COUNTRY’S OR OTHER JURISDICTION’S LAWS.

Arbitration Provision:  By participating in a Contest, each entrant agrees: (i) that any and all disputes the entrant may have with, or claims entrant may have against, Sponsor relating to, arising out of or connected in any way with (a) the Contest, (b) the awarding or redemption of any prize, and/or (c) the determination of the scope or applicability of this agreement to arbitrate, will be resolved exclusively by final and binding arbitration administered by JAMS and conducted before a sole arbitrator in accordance with the rules of JAMS; (ii) this arbitration agreement is made pursuant to a transaction involving interstate commerce, and shall be governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1-16; (iii) the arbitration shall be held in Los Angeles, California; (iv) 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 entrant may have entered into in connection with the Contest; (v) the arbitrator shall apply United States and California law consistent with the FAA and applicable statutes of limitations, and shall honor claims of privilege recognized at law; (vi) there shall be no authority for any claims to be arbitrated on a class or representative basis, arbitration can decide only entrant’s and/or Sponsor’s individual claims; the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated; (vii) the arbitrator shall not have the power to award punitive damages against the entrant or Sponsor; (viii) if the entrant is able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Sponsor will pay as much of entrant’s filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive; and (ix) with the exception of subpart (vi) above, if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the rules of JAMS, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein.  If, however, subpart (vi) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither entrant nor Sponsor shall be entitled to arbitrate their dispute.  For more information on JAMS and/or the rules of JAMS, visit their website at www.jamsadr.com.

Winner’s List: If Sponsor so elects or if legally required, the names of the prize winners and/or the prize winners’ usernames will be posted on the applicable Promotional Website.