F3: Fish-Free Feed Challenge Rules
NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR WIN. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.
BY PARTICIPATING IN THE CHALLENGE, YOU ALSO REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO ENTER THIS CHALLENGE ON BEHALF OF YOUR COMPANY, YOU HAVE THE ABILITY TO BIND YOUR COMPANY TO THIS AGREEMENT, AND YOU AND YOUR COMPANY’S PARTICIPATION IN THE CHALLENGE IS IN COMPLIANCE WITH ALL APPLICABLE LAWS.
- ELIGIBILITY. The F3: Fish-Free Feed Challenge (“Challenge”) is open only to companies that produce, formulate, brand and sell fish-free aquaculture feed (“F3 Feed”) for aquaculture businesses (each a “Brand Producer”). Aquaculture feed producers that use contract manufacturers to mill their feed can qualify as Brand Producers as long the F3 Feed is manufactured according to the producer’s formula. Channel partners to such Brand Producers, including but not limited to, their respective suppliers of ingredients, contract manufacturers, processors, distributors, Formula Licensees (as defined below), marketers, resellers, and retailers are not eligible on their own to enter the Challenge but can partner with a Brand Producer to enter. Void where prohibited or restricted by law. Companies affiliated with the Sponsors listed below (“Sponsors”), the Judges (as defined below), or any other parties involved in the administration of the Challenge or the provision of the prizes (other than the Crowdsourced Funds as defined below) (collectively, the “Challenge Parties”) are not eligible to participate in the Challenge. By participating in this Challenge, entrants agree to be bound by these official rules (“Official Rules”) and the decisions of the Sponsors and Judges in all matters pertaining to the Challenge.
- CHALLENGE PERIOD. The “Challenge Period” begins on November 1, 2015 at 12:00:00 pm Pacific Time (“PT”) and ends on the earlier of (i) the verification by the Judges of the first sales report submitted by an eligible entrant that documents sales of at least 100,000 metric Tons (mT) of aquaculture feed that complies with the Feed Guidelines and Requirements set forth below (“Qualified F3 Feed”) or (ii) September 15, 2017 at 11:59:59 pm PT(“Final Challenge Deadline”). Entrant’s sales of Qualified F3 Feed can begin counting towards the Challenge on May 1, 2016. Sponsors’ computer is the official time keeping device for the Challenge. Entrants can view their sales progress against the self-reported sales of other entrants by visiting http://www.herox.com/f3.
- HOW TO ENTER. To enter, authorized representatives of eligible Brand Producers must complete all the following steps (“Entry Requirements”):
- Step 1: Before 11:59:59 p.m. PT on April 30, 2016, register your company by registering as an entrant at http://www.herox.com/f3 and sending the following information to email@example.com: the name of your company, the name, title, address, work phone number, mobile phone number, and email address of the contact person at your company. If you are registering in partnership with one or more companies, please include the aforementioned information for each company and a brief description of the partnership. If you wish to include in your sales reports the volume of feed sold by any of the companies that license your Qualified F3 Feed formula for their own manufacturing and sales (under either your company’s brand or their own) (“Formula Licensees”), you must also list such companies by name and provide for each: (a) the company’s address, (b) a contact person together with his or her full name, title, work and mobile phone numbers and email address, (c) a brief description of your business relationship with the company and (d) a description of the company’s sales territory. Information about partnerships and Formula Licensees is due before 11:59:59 p.m. PT on August 31, 2016. The foregoing information is collectively referred to as the “Registration Information.” For the avoidance of doubt, for the purposes of this Challenge, including the receipt of the prize, only the Brand Producer will be considered the entrant. When sending in your Registration Information, please confirm that the information is complete and accurate. Only Qualified F3 Feed which is processed and sold through companies listed in your Registration Information will be counted towards your sales in connection with this Challenge. Note that sales volumes cannot be double counted for any reason. For example, if a Formula Licensee’s sales of your formulated F3 Feed are included in your own report of direct sales to End Customers, the same sales cannot be reported as Formula Licensee sales and vice versa.
- Step 2: Before August 31, 2016, submit your company’s feed for examination (“Examination Round”) by representatives of Monterey Bay Aquarium, New England Aquarium, and University of Arizona (collectively, the “Judges”) by sending an ingredient list for each Feed Type to firstname.lastname@example.org and feed samples to the University of Arizona at 1140 E. South Campus Drive, Forbes Building, Room 306, Tucson, AZ 95721 USA Attn: Kevin Fitzsimmons. Feed samples must include at least one (1) kilogram of each Feed Type that your company would like to have qualified in connection with this Challenge. “Feed Type” means any distinct formulation to be used to feed one or more species or life stages of marine life. The sample should be submitted with the attending label printed with the guaranteed analysis and list of ingredients. Alternatively, you may ship a sample of a commercial bag of feed with the label sewn on. As long as one ingredient list and corresponding feed sample has been submitted for examination before August 31, 2016, ingredient lists and feed samples can be submitted for additional Feed Types later in the Challenge. Sales of those Feed Types can count towards an Entrant’s total so long as the feeds are F3 Qualifying.
- Step 3: On or before the following days: January 15, 2017; April 15, 2017; July 15, 2017; and September 15, 2017 submit your company’s quarterly sales information for verification by the Judges (as defined below) by sending a list to email@example.com of (i) all your End Customers, and distributors, and volume of Qualified F3 Feed sold to each of the foregoing and (ii) all your Formula Licensees, and their respective volumes of Qualified F3 Feed sold to End Customers and distributors. Note that your quarterly sales reports should separately indicate both the total volume of Qualified F3 sold and the amount of Qualified F3 Feed sold to each End Customer and distributor, as applicable. Your company’s first sales submission, due January 15, 2017, should report sales information for the period of May 1, 2016 to December 31, 2016.
Compliance with the Entry Requirements will be determined by Sponsors in their sole discretion. Entrants that violate, as determined by the Sponsors, these Entry Requirements or do not meet the submission deadlines will be disqualified from the Challenge and forfeit all interest in the prizes.
- FEED GUIDELINES AND REQUIREMENTS. For sales to qualify and count toward an entrants’ progress in this Challenge, the feed sold:
- Must be formulated for use by End Customers(as defined below) as aquaculture feed;
- May contain genetically modified plant materials;
- May contain terrestrial animal by-products; and
- Must not contain any ingredients (meal or oil) consisting of or derived from marine animals, including but not limited to, fish, squid, shrimp, or krill. While it is acknowledged that aquaculture by-products are a responsible source of fish meal and oils, at this time, testing does not allow for differentiation of aquaculture by-products from wild capture fishery products. As such, aquaculture by-products will not be allowed in feed formulations eligible for this prize.
- By entering, you represent that you are the owner of the Submission and the Submission does not infringe or violate any patent, copyright, trade secret, trademark or other third-party intellectual property right. You represent that you have all the rights, title, licenses, permissions and consents necessary to submit the Submission.
- By entering, you agree that: all Submissions become the Sponsor's property and will not be returned.
- Entering the competition does not affect ownership of the Intellectual Property associated with the submission. You retain ownership of the Intellectual Property associated with the submission.
- Entrant is responsible for any related costs to complete activities related to solving the challenge;
Feed that violates, as determined by the Judges, in their sole discretion, these Feed Guidelines and Requirements will be disqualified from the Challenge.
- ADDITIONAL EXAMINATIONS.
- Facility Visits and Feed Samples. Each Entrant shall permit Judges to conduct an examination of entrant’s feed and any related production, processing, storage or distribution facilities in order to verify entrant’s compliance with the Feed Guidelines and Requirements, including but not limited to, providing requested feed samples to Judges for laboratory testing. Judges may visit entrant’s place of business to examine feed production processes during entrant’s normal working hours with reasonable advance notice. To the extent any facilities are not under the control of the entrant, if requested by the Judges, entrant agrees to facilitate introductions and arrange visits by the Judges with the applicable third parties to inspect the premises and processes. Judges shall pay for the cost of the examination, including but not limited to, laboratory testing. If any feed violates, as determined by Judges, in their sole discretion, these Feed Guidelines and Requirements or if entrant does not submit for examination or provide any assistance or information reasonably requested by the Judges, such entrant will be disqualified from the Challenge. Sponsors reserve the right to disqualify entrant if entrant’s compliance with the Feed Guidelines and Requirements cannot be sufficiently verified to Sponsors’ satisfaction for any reason.
- Interviews. By participating in this Challenge, entrants agree to provide Judges with the contact information reasonably requested by Judges to interview parties related to the feed production and sales process, including but not limited to, End Customers (as defined below), and production and processing companies. Entrants hereby consent to Judges interviewing such parties for feed and sales verification purposes and agree to render all assistance and information reasonably requested by Judges. Entrants also agree to facilitate introductions and arrange visits by the Judges with such parties if requested by the Judges. If entrant does not provide any assistance or information reasonably requested by the Judges, such entrant will be disqualified from the Challenge. Sponsors reserve the right to disqualify entrant if entrant’s feed production and sales related information cannot be sufficiently verified to Sponsors’ satisfaction for any reason.
- SELECTION OF WINNER. The entrant that first informs the Judges that it has reached a sales goal of 100,000 mT of Qualified F3 Feed by contacting firstname.lastname@example.org (“Goal Completion Notice”) on or prior to the Final Challenge Deadline will win the Challenge, subject to verification by the Judges. If no entrant has reached a sales goal of 100,000 mT of Qualified F3 Feed by the Final Challenge Deadline, the entrant determined by the Judges to have sold the most Qualified F3 Feed during the Challenge Period will be the winner. The decision of the Judges is final and binding. In the event of a tie, the prize will be divided equally among the tied entrants. Sponsors will notify the winner(s) within thirty (30) days of Judges’ receipt of Goal Completion Notice by e-mail sent to each winner's email address listed in Sponsors’ records.
ONLY THE FOLLOWING TYPES OF SALES OF ENTRANT’S QUALIFIED F3 FEED WILL BE COUNTED TOWARDS THE ENTRANT’S SALE GOAL FOR THE PURPOSES OF THIS CHALLENGE: SALES TO (1) END CUSTOMERS DIRECTLY BY ENTRANT, (2) SALES TO DISTRIBUTORS DIRECTLY BY ENTRANT, (3) SALES TO END CUSTOMERS DIRECTLY BY FORMULA LICENSEES, AND (4) SALES TO DISTRIBUTORS DIRECTLY BY FORMULA LICENSEES. FOR THE AVOIDANCE OF DOUBT, SALES TO END CUSTOMERS BY ANY DISTRIBUTORS WILL NOT BE COUNTED TOWARDS ENTRANT’S SALES GOAL FOR PURPOSES OF THIS CHALLENGE. NO DOUBLE-COUNTING OF FEED SOLD WILL BE ALLOWED FOR ANY REASON. IF A FORMULA LICENSEE’S SALES ARE INCLUDED IN A REPORT OF A BRAND PRODUCER’S DIRECT SALES TO END CUSTOMERS, THE SAME SALES MAY NOT BE INCLUDED IN THE REPORT OF THE FORMULA LICENSEE’S SALES AND VICE VERSA. For example, if an entrant sells 50 mT of Qualified F3 Feed to a distributor, and the distributor sells 10 mT of Qualified F3 Feed to an End Customer, entrant will only be credited for the 50 mT of Qualified F3 Feed that entrant directly sold to the distributor. As another example, if an entrant licenses the formulation for its feed to a Formula Licensee, and the Formula Licensee sells 50mT of Qualified F3 Feed produced using the licensed formula to a distributor, and the distributor sells 10 mT of Qualified F3 Feed to an End Customer, entrant will only be credited for the 50 mT of Qualified F3 Feed that Formula Licensee directly sold to the distributor. As a further example, if an entrant licenses the formulation for its F3 Feed as well as its brand to a Formula Licensee, and the Formula Licensee sells 50mT of Qualified F3 Feed that it produces using the licensed formula and brand to an End Customer, the 50 mT sales volume may be included in either a report of the entrant’s sales to End Customers or in a report of its Formula Licensee’s sales to End Customers, but not both. “End Customers” are individuals, companies, or other legal entities that purchase the Qualified F3 Feed for actual consumption in aquaculture operations, and not for resale or commercial distribution to others. Sponsors reserve the right to interpret or clarify the types of qualifying sales. If you have any questions regarding whether a certain type of sales qualifies, please contact the Sponsors at email@example.com.
The eligibility of the winner is subject to verification, including but not limited to, verification that feed sold is Qualified F3 Feed and verification of sales reports. If a winner (i) is determined to be ineligible or (ii) fails to respond to the initial verification e-mail within five (5) days of notification or after three (3) attempts (whichever occurs first), the Sponsors reserve the right to disqualify the entrant and continue the Challenge prior to the Final Challenge Deadline or select an alternate winner based upon the entrant with the next highest volume of Qualified F3 Feed sold.
Should there be any question as to the qualification of the feed sold or the veracity of the sales reports, or in the event that such information cannot be satisfactorily determined by Judges, Sponsors reserve the right to disqualify the entrant, revoke the determination of such entrant as a winner, and either continue the Challenge prior to the Final Challenge Deadline or select an alternate winner based upon the entrant with the next highest volume of Qualified F3 Feed sold.
- PRIZES. The winner will be awarded fifty thousand United States dollars (USD $50,000) and any amounts received by Sponsors through crowdfunding of the Challenge prize via the HeroX platform (the “Crowdsourced Funds”). If the winner is a partnership of companies, splitting the prize will be at the discretion of those companies.
The prize will be awarded in two tranches: the first tranche will be in the amount of USD $50,000 (the “Initial Payment”) to be presented to the winner at the 2017 Global Aquaculture Alliance GOAL Conference and the second tranche will be in the amount of the Crowdsourced Funds (the “Second Payment”), if any, to be presented to the winner at the 2018 Seafood Expo North America & Seafood Processing North America conference. Prizes will only be awarded in United States dollars. The winner must have a representative (“Representative”) in attendance at both conferences in order to accept the prizes. In the event that one or both of the two conferences referenced in the foregoing sentence are cancelled, the winner will be informed whether any portion of the prize will be awarded independent of the applicable conference(s) or whether attendance at alternative event(s) is required, provided that such events (i) shall be related to the seafood industry and/or environmental conservation and sustainability and (ii) shall in no event be no later than September 15, 2018.
The winner may be required to sign and return a notarized Affidavit of Eligibility and Publicity and Liability Release, where allowed by law, and such other documents as may be reasonably requested by Sponsors. Any Representatives may also be required to sign and return a Publicity and Liability Release. Failure to sign and return these documents by the specified return date will result in forfeiture of the prize. All required documentation must be signed and returned within seven (7) calendar days of issuance.
If the winner is disqualified for any reason, including but not limited to the winner’s inability to have a Representative be in attendance at both conferences, or failure of winner or Representative to promptly sign required documents, Sponsors may select an alternate winner based upon the entrant with the next highest volume of Qualified F3 Feed sold. In case of prize forfeiture, no further compensation is due by Sponsors.
The prizes are non-transferable and no prize substitution is permitted, except at the sole discretion of the Sponsors. If the prizes, or any component thereof, cannot be awarded for any reason, Sponsors reserve the right in their sole discretion to substitute the prizes, or any component thereof, with one of comparable or greater value. All costs and expenses associated with prize acceptance and use not specifically provided herein are the responsibility of each winner. Sponsors have no responsibility for the winner’s inability or failure to accept or utilize a prize as described herein.
The winner will be required to provide any information necessary for the proper reporting of taxes pursuant to any applicable laws, including but not limited to, providing any applicable tax identification numbers. All federal, state, local or other taxes and government or regulatory fees related to participation in the Challenge or acceptance or use of the prizes are solely the responsibility of the winner. The winner agrees and acknowledges that Sponsors may be required to withhold and remit a portion of the prize value to a taxing authority to comply with applicable tax laws.
- GRANT OF PUBLICITY AND PHOTO RIGHTS. EXCEPT WHERE PROHIBITED, BY PARTICIPATING IN THE CHALLENGE, ENTRANT ACKNOWLEDGES AND AGREES THAT ENTRANT’S COMPANY NAME, LOGOS, TRADEMARKS, SERVICE MARKS, LOCATION, AND PHOTOS OF AWARD RECEIPT (INCLUDING IMAGES OF THE REPRESENTATIVE) MAY BE POSTED ON SPONSORS’ WEBSITES AND USED IN ANY OTHER MARKETING AND ADVERTISING MATERIAL IN ANY MEDIA, AT SPONSORS’ SOLE DISCRETION AT ANY TIME. Except where prohibited, by entering the Challenge, entrant grants Sponsors and their agents a worldwide, royalty-free, non-exclusive and sub-licensable right and license to use, distribute, and publicly display entrant’s company name, logos, trademarks, service marks, location, and photos of award receipt (including images of the Representative) in any way, at any time, worldwide, in any and all media related to Sponsors, without any additional approval or consent of, and without compensation to the entrant. Entrant represents and warrants that it has received the consent of the Representative to provide the foregoing license. Sponsors will use logos, trademarks, and service marks in compliance with entrant’s guidelines if entrant provides such information to Sponsors.
- LIMITATION OF LIABILITY AND RELEASE. By entering the Challenge, entrants agree that the Challenge Parties will not be responsible or liable for any claims, injuries, costs, losses or damages (collectively “Claims”) resulting from any entrant’s participation in or attempt to participate in the Challenge or use of any prize, including, without limitation, those Claims arising in connection with any of the following occurrences that may affect the operation of the Challenge: laboratory errors, technical failures or malfunctions of any kind; hardware or software errors; faulty computer, telephone, cable, satellite, network, electronic, wireless, or Internet connectivity, or other online communication problems; errors or limitations of any Internet service providers, servers, hosts, or providers; garbled, jumbled, or faulty data transmissions; failure of any transmissions to be sent or received; lost, late, delayed, or intercepted transmissions; unauthorized human or non-human intervention in the operation of the Challenge, including without limitation, as a result of unauthorized tampering, hacking, theft, viruses, bugs, worms; or destruction of any aspect of the Challenge. The Challenge Parties are not responsible for (i) lost, late, incomplete, illegible, indiscernible, or misdirected information or reports or for any typographical errors in the announcement of the prize or in these Official Rules, (ii) any inaccurate or incorrect data contained on promotional materials, or (iii) any error in the administration of the Challenge or announcement of the prize and/or all Challenge-related materials. As a condition of entering, entrants agree (and agree to confirm in writing if requested by Sponsors): (a) to forever discharge, release, and hold harmless the Challenge Parties from any and all claims, liabilities, injuries, losses, damages, causes of action, suits, and demands of any kind arising from or in connection with the Challenge or the prizes, however caused; (b) under no circumstances will entrant be permitted to obtain awards for, and entrant hereby waives all rights to claim, punitive, incidental, indirect, special, exemplary, or consequential damages from the Challenge Parties; and (c) any and all claims, judgments, and award shall be limited to actual out-of-pocket costs incurred, excluding attorneys’ fees and court costs. If entrant is a California resident, entrant hereby 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 or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor.”
- INDEMNIFICATION. To the maximum amount permitted by law, each entrant agrees to defend, indemnify and hold harmless the Challenge Parties from and against any and all liabilities, claims, actions, suits or proceedings as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) arising out of or accruing from (i) breach of any warranty herein by entrant; (ii) any material provided by the entrant that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy; (iii) any misrepresentation made by the entrant in connection with the Challenge; (iv) failure to pay applicable taxes arising out of entrant’s participation in the Challenge, including but not limited to, the receipt and use of the prizes; or (iv) any breach of any applicable laws arising out of entrant’s participation in the Challenge or receipt or use of any prizes.
- INSURANCE. Each entrant agrees to carry Commercial General Liability Insurance with limits of at least $1 million combined single limit bodily injury and property damage liability. This coverage is to be written on an occurrence basis and shall include, but not be limited to, premises and operations liability, cross liability endorsement, personal injury and advertising injury liability, and products/completed operations liability.
- LEGAL WARNING: ANY ATTEMPT BY AN INDIVIDUAL, WHETHER OR NOT AN ENTRANT, TO DELIBERATELY UNDERMINE THE LEGITIMATE OPERATION OF THIS CHALLENGE IS A VIOLATION OF CRIMINAL AND CIVIL LAWS, AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSORS RESERVE THE RIGHT TO SEEK DAMAGES AND DILIGENTLY PURSUE ALL REMEDIES AGAINST ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW.
- SPONSORS’ RESERVATION OF RIGHTS. Sponsors reserve the right to replace any of the Judges with another qualified Judge should a Judge become unavailable. If the Challenge is not capable of running as planned for any reason, including without limitation, due to force majeure or infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures, or any other causes which corrupt or affect the administration, security, fairness, integrity, or proper conduct of the Challenge, Sponsors reserve the right, at their sole discretion, to disqualify any entrant that is responsible or that tampers with the Challenge process or otherwise acts in violation of these Official Rules, and to cancel, modify, or terminate the Challenge. In the event of cancellation, Sponsors reserve the right to award the prizes in its discretion to an eligible, non-suspect entrant. Sponsors further reserve the right to modify or supplement these Official Rules, and to communicate such modifications or supplements to entrants as Sponsors deem reasonable.
- GOVERNING LAW & JURISDICTION. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, your rights and obligations, or the rights and obligations of the Sponsors in connection with the Challenge, shall be governed by, and construed in accordance with, the laws of the State of California, without giving effect to any choice of law or conflict of law rules. By entering, you consent to the jurisdiction and venue of the state and local courts located in Santa Clara County, California and the federal courts located in the Northern District of California for the resolution of all disputes relating to the Challenge, and agree that any and all disputes shall be resolved exclusively in those courts. Sponsors’ failure to enforce any term of these Official Rules shall not constitute a waiver of that or any other provision. If any provision of these Official Rules is held to be invalid or unenforceable, such provision shall be struck, and the remaining provisions shall be enforced. In the event of a dispute as to any Submission, the authorized account holder of the email address used to enter will be deemed to be the person who submitted the Submission. The authorized "account holder" is the natural person assigned an email address by an Internet access provider, online service provider or other organization responsible for assigning email addresses for the domain associated with the submitted address.
- PRIVACY. Any personally identifiable information collected during an entrant’s participation in the Challenge will be collected by Sponsors or designee and used by Sponsors for purposes of the proper administration and fulfillment of the Challenge and as otherwise described in these Official Rules.
- WINNER’S LIST. For the name of the winner(s), email firstname.lastname@example.org. Requests must be received no later than sixty (60) days after the end of the Challenge Period.
- SPONSORS. Monterey Bay Aquarium 866 Cannery Row, Monterey, CA 93940 USA, Attn: Corey Peet or Wendy Norden and New England Aquarium 1 Central Wharf, Boston, MA 02110 USA, Attn: Michael Tlusty; Anthropocene Institute 2200 Geng Rd, Palo Alto, CA 94303, Attn: Tina Rosado. In the event a new Judge is appointed during the Challenge Period, such Judge may also elect to be a Sponsor for the purposes of this Challenge.
- CHANGES. By entering the contest, you also agree that the Sponsors have the rights to make updates and/or changes to, or modify the scope of the challenge guidelines, challenge schedule, and winning criteria at any time during the challenge. Entrants will be notified of these changes by the email used for registration in the Challenge.