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A&Eats: Terms and Conditions

This User Agreement (“Agreement”) is between WhereBy.Us Enterprises Inc (doing business as “The New Tropic”) and the person or entity that submits to this contest. This Agreement describes the terms under which you may use this website (“Website”). By clicking on the “AGREE” box you are agreeing to comply with and be bound by all the terms of this Agreement, and of the Terms of Service and Privacy Policy for this Website located at (http://thenewtropic.wpengine.com/privacy/).

I. Proposals.

You may use this Website to submit Proposals. By submitting a Proposal you hereby represent that:

A. The Proposal is an original work of yours or your employees or agents.

B. The Proposal does not infringe on the rights of anyone else.

C. You hereby agree to indemnify, defend and hold harmless WhereBy.Us Enterprsies Inc, NR MAXMIAMI LLC and its partners, investors, officers, employees, parents, subsidiaries and/or other affiliates, and FSL DEVELOPMENT LLC and its partners, investors, officers, employees, parents, subsidiaries and/or other affiliates, against any losses or liabilities arising from or in connection with any claim of infringement of the rights of others.

D. WhereBy.Us Enterprises Inc, its partners, and subsidisiaries, are under no obligation to fund or otherwise have a future relationship with you.

E. Being selected as a “finalist,” or as a “winner” in the contest does not entitle you to any award, money, or other relationship with WhereBy.Us Enterprises or NR MAXMIAMI LLC and its partners, investors, officers, employees, parents, subsidiaries and/or other affiliates, or FSL DEVELOPMENT LLC and its partners, investors, officers, employees, parents, subsidiaries and/or other affiliates. The terms of any prizes awarded will be negotiated following the close of the contest and are subject to change at any time without notice on this page.

II. License.

By submitting any proposal or information to this contest (the “Submitted Materials”), you hereby grant to WhereBy.Us Enterprises, Inc, NR MAXMIAMI LLC and FSL DEVELOPMENT LLC a worldwide, non-exclusive, royalty-free, paid up, sublicensable, perpetual, irrevocable and transferable license to use, reproduce, distribute, prepare derivative works of, display and perform such Submitted Materials in connection with the Website and WhereBy.Us Enterprises, Inc’s, NR MAXMIAMI LLC’S and FSL DEVELOPMENT LLC’s (and its successors’ and affiliates’) businesses and marketing and promotional materials, including without limitation for promoting and redistributing part or all of the Website in any media formats and through any media channels. You understand and agree that WhereBy.Us Enterprises, Inc, NR MAXMIAMI LLC and FSL DEVELOPMENT LLC may retain indefinitely copies of Submitted Materials that have been removed from the Website.

III. Restrictions.

In connection with Submitted Materials, you agree that you will not submit material that is illegal, inaccurate, hateful, racist, offensive, vulgar, obscene, disgusting, indecent or objectionable. In connection with Submitted Materials, you also agree that you will not submit material that is copyrighted by, protected by trade secrets of or otherwise subject to the proprietary rights (including without limitation privacy and publicity rights) of, any third party, unless you have permission from that third party to do so and to grant WhereBy.Us Enterprsies, Inc, NR MAXMIAMI LLC and FSL DEVELOPMEN LLC all of the license rights granted herein. You agree that WhereBy.Us Enterprises, Inc, NR MAXMIAMI LLC and FSL DEVELOPMENT LLC shall be the sole arbiters of whether any Submitted Materials are in breach of any and all of the foregoing obligations. WhereBy.Us Enterprises, Inc, NR MAXMIAMI LLC and its partners, investors, officers, employees, parents, subsidiaries and/or other affiliates, and FSL DEVELOPMENT LLC and its partners, investors, officers, employees, parents, subsidiaries and/or other affiliates expressly disclaim any and all liability in connection with Submitted Materials.