505 Southwestern® Food Truck Challenge Official Rules

NO PURCHASE NECESSARY. A PURCHASE OR PAYMENT OF ANY KIND WILL NOT INCREASE YOUR CHANCES OF WINNING.
  1. Eligibility: The 505 Southwestern® Food Truck Challenge (the “Contest”) is open only to legal residents of one of the 50 United States (or the District of Columbia) who are 18 years of age or older at the time of entry, who are authorized representatives of food trucks authorized to operate in Southern California, and who submit applications to the 505 Southwestern® Food Truck Challenge website at http://www.ClashOfTheHatch.com (the “Contest Website”). Employees and non-employee workers of Flagship Food Group (“Sponsor”, “we”, “us”, “our”), and its parents, subsidiaries, affiliates, shareholders, officers, directors, agents, representatives and employees or other companies associated with the promotion of the Contest, as well as the immediate family (spouse, parents, siblings, and children) and household members of each such employee or non-employee worker are not eligible to participate in the Contest. The Contest is subject to all applicable federal, state, and local laws and regulations and is void outside of the United States, as well as wherever prohibited by law.
  2. Agreement to Official Rules: By submitting an application and participating in the Contest, each such participant (an “Applicant”) fully and unconditionally agrees to and accepts the Official Rules together with the 505 Southwestern License Agreement and Terms of Service (the “505 Southwestern Terms”), which are incorporated herein by reference, and the decisions of the Sponsor, all of which are final and binding in all matters related to the Contest. Please review these Official Rules and the 505 Southwestern Terms carefully. Sponsor reserves the right to cancel the Contest, or otherwise change any of the terms herein, including, but not limited to, making changes to the prizes and selection procedures. Sponsor will notify you of any such changes via the Contest Website, or otherwise as provided in the 505 Southwestern Terms. By continuing to use the Contest Website following such changes, you are accepting the changes.
  3. Timing: The Contest shall consist of two stages, an “Initial Stage” and a “Final Stage”. The Initial Stage begins on July 12, 2017 and is currently scheduled to end on or about July 31st. The Final Stage shall commence at the conclusion of the Initial Stage, and is currently scheduled to conclude on or about January 15th, 2018.
  4. Initial Stage:
    1. Each Applicant is not allowed to submit more than one application.
    2. Entry to the Contest shall be made available via the Contest Website, where authorized representatives of the Applicants will be asked to complete an application online. Applications, including all entries and materials submitted to Sponsor in connection with the Contest (the “Submitted Materials”), hereby become and are the sole property of Sponsor and none will be acknowledged or returned. Without limiting Sponsor’s rights under the preceding sentence or Sponsor’s ownership rights in the Submitted Recipes as provided in Section 5(d) below, Applicant hereby grants Sponsor a non-exclusive, perpetual, irrevocable, worldwide, royalty free license to use, modify, reproduce, publish, perform, display, copy, distribute, alter, combine with other materials, make derivative works of and otherwise commercially and non-commercially exploit the Submitted Materials, in any manner or medium now existing or hereafter developed, for any purpose whatsoever, without any compensation to Applicant or any other person or entity.
    3. The application will request certain data further described in Section 1 our Privacy Policy, available at https://505clashofthehatch.com/505-southwestern-food-truck-challenge-website-privacy-policy/ (the “Privacy Policy”), as well as responses to requests including the following:
      1. Current menu for Applicant’s food truck;
      2. Confirmation of Applicant’s willingness to participate in various Sponsor events;
      3. Confirmation that Applicant will engage in co-branding activities on their food trucks with 505 Southwestern® logos during the Selected Month.
      4. A description of how the Applicant would use the 505 Flame Roasted Green Chile in an innovative way.
    4. The Initial Stage involves the selection of approximately ten (10) qualified southern-California-based food truck operators (“Finalists”). The Finalists will be selected by the Sponsor based on several criteria, including those below. Please note, however, that additional criteria may be used by the Sponsor, and Applicants may be accepted or rejected by the Sponsor at its sole discretion:
      1. Strength of social media presence, including the followers and level of activity;
      2. Genre of food, to create diversity amongst the finalists;
      3. Confirmation that applicant has all requisite licenses and permits for its food truck operations;
      4. Satisfactory insurance coverage, including General Liability coverage;
      5. Participation in food truck events, as further described on the Contest Website;
      6. Innovativeness of dish ideas;
      7. Applicant’s annual and monthly revenues (optional);
      8. Sponsor events attended.
    5. By submitting the Submitted Materials, Applicant represents and warrants that:
      1. the Submitted Materials are the Applicant’s original work product; and
      2. the Submitted Materials, and the display, publication, or other use of the Submitted Materials do not and will not infringe the intellectual property rights, privacy rights, or publicity rights of any third person or entity.
    6. To the maximum extent permissible under applicable laws, Sponsor reserves the right to have an Applicant submit to a confidential background check in order to be considered as a Finalist.
  5. Final Stage:
    1. The Finalists shall have the opportunity to enter the Final Stage, the final rules of which shall be based on Sections 5(b) and 5(c) of these Official Rules, and made available to the Finalists following their selection.
    2. The Final Stage shall be governed by a separate agreement to be entered between the Sponsor and each participating Finalist (“Final Stage Agreement”). Each Finalist participating in the Final Stage shall receive:
      1. One Thousand Dollars ($1,000.00);
      2. $1,000 worth of free products from the Sponsor. Additional product may be provided to participants if they run out at Flagship’s sole discretion at wholesale price; however, such products are provided solely for the convenience of the participants and purchase is not necessary for participation.
      3. Coupons for Sponsor products, for distribution by the Finalists’ food trucks.
    3. To participate in the Final Stage, Finalists shall be required to agree to the following under the Final Stage Agreement:
      1. Create an innovative entrée or appetizer item using a 505 Southwestern® salsa or sauce (each, a “Submitted Recipe”);
      2. Carry the entrée on the menu for their food truck for a period of at least one month during the Final Stage, with such month to be selected by the Sponsor at its sole discretion (the “Selected Month”).
      3. Allow Sponsor to place logos on their food trucks during the Selected Month referenced above;
      4. Participate in a special event selected by You and attended by Sponsor for development of promotional materials;
      5. Promote Sponsor’s brand via social media using associated hashtag #505clashofthehatch with a minimum of 1 weekly posting on each of its active social media platforms during the required month;
      6. Distribute coupons for Sponsor’s products during the Selected Month.
    4. Applicant hereby assigns all rights, title, and interests in the Submitted Recipe to Sponsor. Applicant acknowledges and agrees that Sponsor will and hereby does own all rights to use, modify, reproduce, publish, perform, display, distribute, make derivative works of and otherwise commercially and non-commercially exploit the Submitted Recipe in perpetuity and throughout the world, in any manner or medium now existing or hereafter developed, without any compensation to Applicant or any other person or entity. Applicant agrees to take any further action (including, without limitation, execution of affidavits and other documents) reasonably requested by Sponsor to effect, perfect, or confirm Sponsor’s ownership rights in the Submitted Recipe, provided that Sponsor will reimburse Applicant’s reasonable out-of-pocket expenses incurred in connection therewith. Applicant hereby receives a non-exclusive, royalty-free, revocable license to use and sell products made under the Submitted Recipe solely through food trucks operated by the Applicant. All other rights in the Submitted Recipe are reserved by the Sponsor.
    5. A winner shall be selected from the Finalists based upon several criteria to be determined solely at Sponsor’s discretion and made available to Finalists prior to Final Stage. Winner shall be provided with an opportunity to enter into the Final Stage Agreement. The prizes to the winner of the Final Stage shall be documented in the Final Stage Agreement, and are currently expected to include the following:
      1. A cash prize of twenty thousand dollars ($20,000.00) (“Final Cash Prize”), to count as the first $20,000 of royalty payments;
      2. Royalties from the sales of 505 Southwestern® products based on the winning Submitted Recipe, of up to 1% of net sales of such products during the two (2) year period following the conclusion of the Final Stage, up to a maximum of one hundred thousand dollars ($100,000.00), net of the Final Cash Prize;
      3. An opportunity to work with Chef Eric Greenspan of 505 Southwestern® to create a new 505 Southwestern® retail food item;
      4. Inclusion of a picture and story of the Applicant on labels of selected 505 Southwestern® products.
    6. The acceptance of any award or prize, whether in the Initial Stage or the Final Stage, shall not be deemed to create an employment relationship, joint venture or partnership between the Sponsor on the one side, and the winner or any other Applicant on the other. The aggregate value of all awards and prizes in this Contest, to any Applicants, whether at the Initial Stage or the Final Stage, is One Hundred Twenty Five Thousand Dollars ($125,000.00).
    7. Submissions in the Final Stage will be judged on criteria to be determined by Sponsor and set forth in the Final Stage Agreement, which criteria are currently expected to include the following:
      1. 25% Most innovative entrée or appetizer item, based on
        Taste/Flavor
        Presentation
        Originality/Usage of 505 Product
      2. 10% Level of relevant social media participation and outreach media posts/shares related to 505 Southwestern® (for example, through use of a 505 Southwestern® hashtag);
      3. 50% Highest number of votes on the 505 Southwestern® Contest Website. At Sponsor’s discretion, additional voting media, such as via text or social media platforms, may be made available. No person may vote more than once. Any use of automated or programmed tools or methods for voting shall be prohibited. Any attempt by an Applicant to induce more than one vote person (e.g., through use of multiple emails), or to otherwise circumvent the one person per vote limitation, shall be prohibited and may result in disqualification from the Contest.
      4. 15% Highest number of 505 Southwestern® units sold from the Applicant’s food trucks during the Final Stage, based on point-of-sale data.
  6. Privacy and Publicity: All information submitted by Applicants in the Contest will be treated according to Sponsor’s Privacy Policy. Additionally, except where prohibited, participation in the Contest constitutes Applicant's consent for the Sponsor, applicable prize providers and their respective designees to use Applicant's name, likeness, prize information, city and state of residence, and any comments, testimonials or other feedback related to any prize or Applicant's Contest experience, whether written or oral, for promotional purposes in any media without further consideration. Applicant hereby waives all “moral rights”, “droit moral” or similar rights or principles of law in the Submitted Materials.
  7. General Conditions: Winners are solely responsible for any taxes on any awards or prizes. In the event that the operation, security, or administration of any individual Contest is impaired in any way for any reason, including, but, not limited to, fraud, human error, virus or other technical problems, the Sponsor may, in its sole discretion, either: (a) modify the Contest in a manner that best conforms to the spirit of the Official Rules without suspending it; (b) suspend the Contest to address the impairment and then resume the Contest in a manner that best conforms to the spirit of the Official Rules; or (c) cancel the Contest and award the prizes in a random drawing from among all eligible entries received up to the time of the impairment. The Sponsor reserves the right in its sole discretion to disqualify any individual it finds to be tampering with the entry process or the operation of the Contest or to be acting in violation of the Official Rules of the Contest or any other promotion, or in an unsportsmanlike or disruptive manner, from participation in any other promotions sponsored by Flagship Food Group. Any attempt by any person to undermine the legitimate operation of any part of any Contest may be a violation of criminal and civil law, and, should such an attempt be made, the Sponsor reserves the right to seek damages from any such person to the fullest extent permitted by law. The Sponsor's failure to enforce any term of the Official Rules shall not constitute a waiver of that provision.
  8. Release and Limitations of Liability: Except where prohibited, by participating in the Contest, each Applicant agrees to release and hold harmless the Sponsor and its respective parents, subsidiaries, affiliates, promotional partners, prize partners, providers and their respective agents and agencies, officers, directors, and employees, its third party sponsors and vendors, including vendors / suppliers of rewards, as well as any specific parties that may be identified on the Contest Website, (the “Released Parties”) from and against any claim or cause of action arising out of participation in the Contest or receipt, use or misuse of any prize, including, but not limited to: (a) unauthorized human intervention in the Contest; (b) technical errors related to computers, servers, providers, or telephone, cellular, or network lines; (c) printing or typographical errors in any materials associated with the Contest; (d) errors in these Official Rules, in the Contest-related advertisements or other materials; the selection or announcement of potential winners or the announcement or distribution of prizes; the cancellation, suspension or preemption of any contest, scoring tabulation, point tabulation or timing errors or other problems or errors of any kind that may occur in connection with the administration of the Contest or the processing of entries, whether mechanical, human, electronic, typographical, printing or otherwise; (e) late, lost, or undeliverable mail or email, or other physical or electronic submissions; (f) alleged or actual violations of rights of publicity or privacy, defamation or portrayal in a false light, whether intentional or unintentional; (g) the use of or defect in any rewards; or (h) injury or damage to persons or property which may be caused, directly or indirectly, in whole or in part, from Applicant's participation in the Contest or receipt, use or misuse of any prize. ALL REWARDS OR OTHER ITEMS ON THE CONTEST WEBSITE OR OTHERWISE PROVIDED BY THE SPONSOR ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME JURISDICTIONS MAY NOT ALLOW LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OR EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. CHECK YOUR LOCAL LAWS FOR ANY RESTRICTIONS OR LIMITATIONS REGARDING THESE LIMITATIONS OR EXCLUSIONS.
    Applicant further agrees that in any cause of action, the Released Parties' liability will be limited to the lesser of the actual retail value of the reward (if applicable) and the cost of entering and participating in the Contest, and in no event shall the Released Parties be liable for attorney's fees. Applicant waives the right to claim any damages whatsoever, including, but not limited to, punitive, consequential, direct, or indirect damages (other than for actual out-of-pocket expenses or statutory damages) and any and all rights to have damages multiplied or otherwise increased. If for any reason an Applicant's entry is confirmed to have been erroneously deleted, lost, or otherwise destroyed or corrupted, Applicant's sole remedy is another entry in the Contest, if it is possible. If the Contest has been discontinued for any reason, Sponsor, in its discretion, may elect to hold a random drawing from among all eligible entries received up to the date of discontinuance for any or all of the prizes offered herein. No more than the stated number of prizes for the Contest will be awarded. In the event that production, technical, seeding, programming or any other reasons cause more than stated number of prizes as set forth in the Contest to be claimed, Sponsor reserves the right to award only the stated number of prizes by a random drawing among all legitimate, un-awarded, eligible prize claims. Applicant agrees that any claim under these Terms must be brought within six (6) months after the cause of action arises, or such claim or cause of action shall be barred.
    IF APPLICANT IS A CALIFORNIA RESIDENT, APPLICANT WAIVES CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR” (OR ANY EQUIVALENT STATUTORY PROVISION WITH A SIMILAR IMPORT OR INTENT). IF APPLICANT IS A RESIDENT OF A STATE OTHER THAN CALIFORNIA, APPLICANT EXPLICITLY WAIVES THE TERMS AND PROTECTIONS OF ANY STATUTE OF HIS/HER STATE THAT HAS A SIMILAR IMPORT OR INTENT.
  9. Disputes: By using the Contest Website and / or participating in the Contest, you agree that the Federal Arbitration Act, applicable federal law, and the law of the State of California, without regard to its principles on conflicts of laws, will govern the Contest, your use of the Contest Website, and any dispute of any sort that might arise between you and Sponsor.
    You and Sponsor agree that any dispute or claim relating to the Contest or your use of the Contest Website will be resolved through binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. In addition, you and Sponsor both agree that either party may bring suit in court to enjoin infringement or other misuse of intellectual property rights. If for any reason a claim proceeds in court rather than in arbitration, you and Sponsor each waive any right to a jury trial.
    You and Sponsor agree that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class, consolidated, representative action, or private attorney general action. Further, unless both you and Sponsor agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. Notwithstanding the foregoing, this arbitration agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf. This entire arbitration provision shall survive termination of the Contest.
    To begin an arbitration proceeding, you must send a certified letter requesting arbitration and describing your claim to Sponsor at the contact set forth in Section 11 (Contact Us), below. The arbitration will be conducted by the American Arbitration Association (AAA) under its rules, including the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes of the AAA, as modified by this Agreement (collectively, "AAA Rules"). The AAA Rules and costs are available online at www.adr.org or by calling the AAA at 1-800-778-7879.
  10. Severability. These rules for the Contest are severable, and if any portion is determined invalid or unenforceable by a body of competent jurisdiction, the remaining portions will remain valid, enforceable and in effect to the fullest extent consistent with applicable law.
  11. Contact Us. You may direct any questions, complaints or claims with respect to the Contest to:
    Attn: Legal
    E-mail: kconaty@flagshipfood.com
    Telephone Number: 800-292-9900
    Any notices are to be provided pursuant to the 505 Southwestern Terms.
  12. Contest Results: Contest results will be made available on the Contest Website.