LiquidCompass Award Program

Terms and Conditions - LiquidCompass Award Program

            The LiquidCompass Award Program (the “Competition”) is operated by Prolucent Health, Inc., a Delaware corporation (“Company,” “we,” or “us”). By submitting an entry for the Competition, you are agreeing to these terms and conditions, and you agree that these terms and conditions shall govern your involvement in the Competition.

            We may revise and update these terms and conditions from time to time in our sole discretion. All changes are effective immediately when we post them. Your continued participation in the Competition following the posting of revised terms and conditions, including but not limited to your submission of an entry, means that you accept and agree to the changes. Because these changes are binding on you, we encourage you to routinely review the terms and conditions.

            The Competition is not an online contest, sweepstakes, lottery, or game of chance. There is no purchase required, there is no entry fee, and we will not impose any other fees for you to participate.

You are only eligible to participate in the Competition if you: (i) are at least 18 years of age, (ii) are a lawful permanent resident of the United States of America, (iii) are a Registered Nurse with an active license, in good standing, or a student in an accredited nursing program, in at least one jurisdiction in the United States, (iv) are a registered LiquidCompass user; (v) are not prohibited by any law or regulation from participating in the Competition; and (vi) are not prohibited by any law or regulation from receiving or accepting the award we have announced for the Competition.

We will conduct the Competition on a bi-annual basis. We will accept entries bi-annually, first half and second half of a calendar year, from midnight Central Prevailing Time on the first day of the first month of the year until 11:59 p.m. Central Prevailing Time on the last day of the sixth and twelfth month of the year. If we accept entries during a given first or second half of the calendar year, we will review and rank the entries and select a winner for the bi-annual competition during the following calendar month of the application deadline, and will contact and publicly announce the winner during the following calendar month after application deadline. We may choose, in our discretion, not to conduct the Competition during a calendar year. We will describe the amount payable to the winner for a given calendar year on the Competition website.

To participate in the Competition, you must submit an entry during the applicable entry window. To be considered, your entry must include your full name, email address, mailing address, state of licensure, and a description of how you would use the funds if you won the Competition. You must certify that all the information contained in your entry is true and that you meet the eligibility requirements set forth in these terms and conditions.

By submitting an entry, you irrevocably grant the Company and its parents, subsidiaries, affiliates, licensees, successors and assigns, and those acting under their authority to use, and to authorize others to use, your entry, all information contained in your entry, and all other information you provide to us in relation to the Competition, including but not limited to your biographical information, name, image, likeness, state of licensure, and description of how you would use the funds if you won the Competition. You agree that the Company may use, copy, exhibit, publish, and distribute any such information and your name, image, and likeness, in whole or in part, in print, television, radio, film, digital media (including internet, social media, websites, and apps), and in all other media now known or hereafter existing for advertising, marketing, publicity, and promotion of the Company and its products, services, brands and all other commercial business purposes. You waive the right to inspect or approve any such use.

Potential winners will be notified by email and must sign and return any required forms, including but not limited to a release and a completed IRS Form 1099, within seven days of the date notice is sent. Failure to respond within the applicable time will result in forfeiture of the award and the Company shall have the option to make the award to an alternate winner. The return of any award notification or award as undeliverable may result in disqualification and an alternate winner may be selected. All income taxes resulting from acceptance of the award are the responsibility of the winner.

You agree to hold harmless and release the Company, its officers, directors, agents, and employees, from all claims, demands, and liabilities of any kind arising out of or in connection with the Competition or the Company’s use of your entry, name, image, likeness, or related information, including without limitation, claims based upon invasion of privacy, defamation, or right of publicity. You expressly agree you will not make any claim against Company for its use of such information, or your name, image, or likeness.

You agree to indemnify and hold harmless the Company against all losses, damages, liabilities, claims, actions, judgments, settlements, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorney fees and the costs of enforcing any right to indemnification, incurred by the Company, arising out of, or resulting from, any claim of a third party related to your entry.

You agree that all matters arising out of or relating to the Competition and these terms and conditions are governed by, and construed in accordance with, the laws of the State of Texas, without giving effect to any of its conflict of laws provisions that would require the application of any other state’s laws. You further agree that any legal suit, action, or proceeding arising out of or relating to the Competition or these terms and conditions shall be brought exclusively in the applicable federal or state courts located in Dallas, Texas.