RULES FOR APPLICATION TO AND PARTICIPATION IN THE NATURALLY NEW YORK, LLC PITCH SLAM 2023 EVENT

Naturally New York LLC, a New York based non-profit corporation (“Naturally New York”) is proud to host its 1st Annual Pitch Slam (the “Event” or the “Contest”) on June 26, 2023, at the Jacob Javits Center in New York City. Eligible contestants may enter the Pitch Slam Contest commencing at 12:00 p.m. Eastern Time on Wednesday, April 26, 2023 until such entry period closes at 5:00 p.m. Eastern Time on Wednesday, May 17, 2023 (the “Entry Period”). Prior to 5:00 p.m. Eastern Time on Monday, May 22, 2023, five of the eligible Pitch Slam contestants (the “Finalists”) will be chosen based on the information provided in the application submitted via Google Forms. The Finalists will be invited to the Event, and provided with complimentary tickets, which will be hosted live on June 26, 2023, where a panel of judges will select one winner, and the votes from the audience will determine a People’s Choice winner. Subject to the Rules below, each Finalist will present at the Event and have an opportunity to win the first place prize (the “First Place Prize”) and/or the second-place prize (the “Second Place Prize”). Prizes will be determined based on all prizes received and will be distributed partially based on existing relationships between prize winners and the donor companies, to maximize value. This Event allows emerging growth companies in New York’s natural and organic products industries to gain exposure to potential investors, possible future collaborators, customer prospects, other interested business leaders, and the general public.

RULES FOR APPLYING FOR THE CONTEST 

1. APPLICATION: In order to be eligible to participate in the Contest, applicants should go to www.naturallynewyork.org/2023pitchslam (the “Contest Website”) during the Entry Period and complete and submit the required Contest registration information in accordance with the on-screen instructions (each, an “Entry”). All entries must be fully completed and successfully submitted by 5:00 p.m. Eastern Time on Wednesday, May 17, 2023. Each Entry must include: (i) the legal name of the entrant; (ii) a pitch video uploaded by the contestant (which can include a PowerPoint presentation with a recorded voice-over), and no longer than one (1) minute in length (the “Pitch Video”); (iii) a description of contestant’s business, product and/or service, which shall be in English; (iv) uploaded company logo and prospective Pitcher’s headshot; (v) a publicly accessible web link to the contestant’s primary business website; and (vi) the name, address, phone number, email address, of the individual entering contestant in the Contest. Additionally, a contestant must be an active member of Naturally New York, Inc. or Specialty Food Association, Inc. and agree to abide by the following rules (the “Rules”) in applying for the Contest and, if selected, at all times during the contestant’s participation in the Contest. By submitting an Entry to the Contest Website, contestant is agreeing to the terms and conditions of the Contest, as set forth in this document. If a contestant cannot agree to abide by these Rules, the contestant may not submit an application to participate in the Contest. 

2. ELIGIBILITY: To become an eligible contestant, such contestant must (i) be a legal entity organized or incorporated under the laws of one of the fifty (50) United States or the District of Columbia (e.g., a corporation, limited liability company, limited partnership, etc.); (ii) be duly organized and in good standing with the jurisdiction of its organization; (iii) have all requisite authorization and consents to enter and participate in the Contest; (iv) have a valid Federal Tax Employee Identification Number (“FEIN”); (v) (a) have its principal place of business in one of the fifty (50) United States or the District of Columbia, or (b) be registered to conduct business in one of the fifty (50) United States or the District of Columbia; (vi) Generated $100,000 - $2,000,000 gross revenues in 2022 across all sales channels; and (vii) have been in market for at least a year with demonstrated revenue (but fewer than 4 years) before the date of entry into the Contest. Additionally, the individual registering the contestant for the Contest must be: (i) a permanent legal resident of the United States; (ii) at least eighteen (18) years old; and (iii) an officer, director, shareholder, member, manager, partner or other representative or agent of the contestant who is duly authorized to register the contestant in the Contest. Naturally New York, Inc. employees, officers and directors and their immediate families (parents, children, siblings, and spouses) and members of their household (whether or not related) are not eligible to enter the Event. The Contest is void outside of the one of the fifty (50) United States or the District of Columbia (the “Contest Territory”) and where prohibited or restricted by law, and the Contest, along with any website pages and advertisements relating thereto, are intended for viewing only within the Contest Territory. Contestants must be present at the Event and key prep sessions in order to be eligible to win any of the prizes awarded at the Event. This Contest is subject to all applicable federal, state, and local laws and regulations. Entries that are not in accordance with the Entry Requirements (as defined below) or are not received by the close of the Entry Period will be ineligible. Naturally New York, Inc. reserves the right, in its sole discretion, during or upon completion of the Entry Period, to request that any applicant resubmit his/her entry which fails to comply with the Entry Requirements. Any waiver of any obligation hereunder by Naturally New York Inc. does not constitute a general waiver of any obligation to participants. Naturally New York Inc. reserves the right to waive any of the Entry Requirements in its sole discretion and will have the Selection Committee make the final eligibility determination, based on the above criteria. 

3. LICENSE TO USE ENTRY: By entering the Contest, each contestant hereby grants Naturally New York Inc. an irrevocable, transferable, and royalty-free license, and Naturally New York Inc. shall have full right and power to, copy, publish, broadcast, display, distribute, use, edit, translate, alter, combine with other material, reuse and adapt any or all portions of the Entries in any way, at any time, now or in the future, in any media now known or hereafter devised throughout the world solely in connection with and for the purposes of administering and marketing the Contest, and the internal business and marketing of Naturally New York Inc. By entering, each contestant acknowledges that its Entry may be posted on the Naturally New York Website and/or the Contest Website, in Naturally New York Inc.’s sole discretion. Naturally New York has no obligation to use or post any Entry submitted. 

4. ENTRY GUIDELINES: By submitting an Entry, each contestant hereby represents and warrants that its Entry conforms to the entry requirements set forth below (“Entry Requirements”): ∙ Entry meets all of the application requirements set forth in Section 1 above; ∙ Contestant and the individual registering the contestant are both eligible to participate in the Contest as set forth in Section 2 above; ∙ Entry (including the Pitch Video) accurately communicates information about the contestant, its products and services, and why the contestant should win this Contest; ∙ Entry shall not infringe on the right of publicity of any person, living or dead, without permission, and any photographs, videos, recordings and other materials in the Pitch Video may only include officers, directors, managers, members, partners, owners, employees, agents and representatives of contestant, and other third parties directly associated with contestant, and contestant shall have obtained permission and authorization for use of such persons’ personal attributes in connection with submissions in this Contest; ∙ Entry is, in Naturally New York Inc.’s sole discretion, suitable for a public forum and in keeping with Naturally New York Inc.’s positive business- and community-friendly image; ∙ Entry shall not be obscene or offensive, sexually explicit or suggestive, unnecessarily violent or derogatory of any ethnic, racial, gender, religious, professional or age group, profane or pornographic or endorse any form of hate or hate group, or contain nudity or any materially dangerous activity; ∙ Entry shall not defame, misrepresent or contain disparaging remarks about Naturally New York Inc., the sponsors of the Event or their respective products or services, or other people, products, services or companies; ∙ Entry shall not contain copyrighted materials owned by others (including photographs, sculptures, paintings and other works of art or images published on or in websites, television, movies or other media) without permission from the copyright holder; Naturally New York Inc. does not permit the infringement of others’ rights; ∙ Entry shall not infringe on trademarks, logos, or trade dress owned by others; ∙ Entry shall not advertise or promote any brand or product of any kind other than the contestant’s brand or product, without permission; and ∙ Pitch Video cannot depict, and cannot itself, be in violation of any law. 

Any Entry that, in the sole opinion of Naturally New York Inc., is deemed to be inappropriate for publication, incomplete, false, deceptive, or otherwise fails to satisfy the Entry Requirements is ineligible. Notwithstanding anything herein to the contrary, Naturally New York Inc. shall not have any duty to inquire into or investigate whether the Entry Requirements have been met nor shall Naturally New York Inc. be responsible or liable for the contents of any Entry or any claims arising therefrom. There is a limit of one (1) entry per contestant in the Contest. Naturally New York Inc. does not have any obligation to maintain any of the entries or submissions, or any information or ideas contained therein, as confidential or proprietary. ENTRY MATERIALS WILL NOT BE ACKNOWLEDGED OR RETURNED, AND, IN FACT, MAY BE DESTROYED. DO NOT SUBMIT ANY IRREPLACEABLE OR ONE-OF-A-KIND MATERIALS. Proof of submission of any entry materials will not be deemed to be proof of receipt by Naturally New York Inc. Naturally New York Inc. assumes no liability or responsibility for a contestant’s failure to receive an email notification associated with the Event, including emails regarding participation criteria and/or changes to the Contest or the Rules. All contestants and Entries may be subject to verification prior to the awarding of a prize, as are the eligibility and information provided by a contestant. Contestants will cooperate with Naturally New York Inc. and their respective representatives in connection with any and all verification activities. 

5. SELECTION OF FINALISTS: The five (5) Finalists will be selected out of the eligible contestants.  During the selection of Finalists, Naturally New York Inc.’s Selection Committee will evaluate each eligible contestant based on the following: the contestant’s name, Pitch Video, business description, and other information provided to Naturally New York’s Google Form application (collectively, the “Evaluation Materials”). Naturally New York Inc. Selection Committee will, in their discretion, determine five Finalists. In the event of a tie in vote tallies for the fifth Finalist, a Naturally New York Inc. appointed designate, will decide the fifth Finalist among the tied contestants at his or her sole and absolute discretion. The Finalists will be announced on the Contest Website on or before 11:59 p.m. Eastern Time on May 22, 2023. 

6. SELECTION OF WINNERS: On Monday, June 26, 2023,  each of the Finalists will present a timed three (3) minute or less presentation at the Finals, utilizing a short PowerPoint presentation, and will be subject to up to another five (5) minutes of questions from the Judges. Finalists will only have one opportunity to pitch. The registered attendees of the Event (the “Event Voters”) will have an opportunity to vote electronically for the People’s Choice winner. During the Event, the Event Voters will receive voting instructions on how to submit their votes. Each Event Voter will be limited to one (1) vote. The Finalist that receives the most votes from the judges will receive the First Place Prize and the Finalist that receives the second most votes from the audience will receive the Second Place Prize. In the event of a tie vote for any Finalist position, the Judges will make a final decision based on their sole and absolute discretion. Only the First Place and Second Place winners will share the Prize Pack. Naturally New York Inc. will recognize the winner of the People’s Choice vote on stage. The announcement of winners shall occur at the Event on Monday, June 26, 2023. If Naturally New York Inc. determines, in its sole and absolute discretion, that any of the selected Finalists do not or will not meet the Prize Conditions (as defined below), then Naturally New York Inc. may, in its sole and absolute discretion, select another applicant to compete in the Event as a Finalist. 

7. PRIZE DETAILS: The aggregate approximate retail value of all prizes to be awarded in this Contest is to be determined, based on the total number of donations received. The prizes in the Prize Pack will be announced on the Contest Website once confirmed and may be subject to change without notice. Any prize is awarded “AS IS” with no warranty, representation, or guarantee, express or implied, in fact or in law, made by Naturally New York Inc., or for which Naturally New York Inc. shall be liable, including, without limitation, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. No prize substitutions, except by Naturally New York Inc., who reserves the right (but has no obligation) to substitute a prize (or a component thereof) with another prize of equal or greater value (including cash) if the prize (or a component thereof) is not available for any reason as determined by Naturally New York Inc. in its sole discretion. Unused components of the prize shall be forfeited and have no redeemable cash value. The recipient of the prize is solely and fully responsible for any and all costs, fees, taxes, assessments and expenses associated with prize award, redemption, receipt and use, including, without limitation, all federal, state and local taxes on the prize. Each recipient of a prize hereby waives the right to assert as a cost of winning a prize any and all costs of verification and redemption or travel to redeem the prize. Non-compliance with any of the foregoing and any other condition of this Contest may result in disqualification and forfeiture of prize, in which case, no consideration will be awarded. 

8. ELIGIBILITY TO RECEIVE PRIZES: In order to be eligible to participate in the Event as a Finalist and/or to receive the First Place Prize or Second Place Prize, the following conditions must be met with respect to each Finalist (the “Prize Conditions”): (i) a Finalist or a designated representative of the Finalist (the “Finalist Representative”) must be present at the Event and present when the prize is announced; (ii) the Finalist and the Finalist Representative agree and comply with all terms and conditions of the Rules set forth by Naturally New York Inc. and Specialty Food Association and fulfilled all requirements herein (iii) the Finalist must comply with the provisions set forth in paragraph 7 above. If any of the foregoing conditions are not met, then such Finalist may be disqualified and, in the sole and absolute discretion of Naturally New York Inc., the Finalist with the next most votes from Event Voters will receive the prize of the disqualified Finalist. Naturally New York Inc. is not responsible for the failure of any Finalist to receive in email and/or in any other form, any notification or the required documents for any reason, or for the inability of such Finalist to return the required documents for any reason. 

9. CONTEST JUDGING; TIE-BREAKERS; TIMING: Naturally New York Inc. and Specialty Food Association shall, in its sole and absolute direction select the Final Judges (each, a “Judge” and collectively, the “Judges”) who will select the winners. The Judges cannot be employees or agents of Naturally New York Inc. (excluding its Young Professionals Board) or Specialty Food Association, Inc. and their respective agents, or advertising and promotion agencies. Naturally New York Inc. will not discriminate based on race, ethnicity, sex, gender, age, or any other protected classification in selecting the Judges. Naturally New York Inc. will inform the Judges that each Judge has an affirmative obligation to inform Naturally New York Inc. if such Judge has any prior relationship or any other business or personal dealing with any of the contestants. In the event of a tie in the Judges’ scoring process, the Judges will vote between the tied contestants. If still tied, a Naturally New York Inc. designate will determine the winner. Naturally New York Inc. shall serve as the official timekeeper of the Contest. 

10. PERSONAL DATA: Contestants provide personal information to the Naturally New York Inc., Specialty Food Association, and its designees when they enter and participate in the Contest. Naturally New York Inc. and its designates collect this information and use it (i) to administer this Contest and (ii) for market research and for other marketing purposes. Naturally New York Inc. and its designees may share this information with third parties who need access to this information to perform services on Naturally New York Inc.’s behalf. Naturally New York Inc. may also share this information with select marketing partners, who may use it to contact you with information and offers they believe will be of interest to you. 

For more information about the ways Naturally New York Inc. uses and shares personal information collected online through the Contest Website, please see our Privacy Policy and Terms of Use at www.naturallynewyork.org. 

GENERAL 

11. NO TAMPERING; RIGHT TO CANCEL, MODIFY: Naturally New York Inc., any Event sponsors and each of their parents, subsidiaries and affiliated companies, advertising and promotion agencies, and all of their respective officers, directors, employees, representatives and agents (“Contest Parties”) shall not have any obligation or responsibility with regard to: (a) Entries that contain inaccurate information or do not comply with or violate the Rules; (b) Entries, prize claims or Affidavits/Releases that are lost, late, incomplete, illegible, unintelligible, damaged or otherwise not received by the intended recipient, in whole or in part, due to computer, human or technical error of any kind; (c) contestants who have committed fraud or deception in entering or participating in the Contest or claiming a prize; (d) telephone, electronic, hardware, software, network, internet or computer malfunctions, failures or difficulties; (e) any inability of the winner to accept a prize for any reason; or (f) a prize that cannot be awarded due to delays or interruptions due to Acts of God, natural disasters, terrorism, weather or any other similar event beyond Naturally New York Inc.‘s reasonable control. Naturally New York Inc. reserves the right, at its sole discretion, to disqualify any contestant it finds to be tampering with the entry process or operation of the Contest or to be acting in a non-sportsmanlike or disruptive manner, or with intent to threaten, abuse or harass any other person or to otherwise disrupt the Contest in any manner. If Naturally New York Inc. determines, in its sole discretion, that technical difficulties or unforeseen events compromise the integrity or viability of the Contest, Naturally New York Inc. reserves the right to terminate the relevant portion of the Contest and/or the entire Contest. If the Contest is terminated or modified due to technical difficulties or unforeseen events, notice will be emailed to each participating contestant at the email address provided to Naturally New York Inc.

12. INDEMNIFICATION: Each contestant agrees to indemnify and hold harmless Naturally New York Inc. and any Contest Parties (collectively, the “Indemnitees”), from and against any expense, cost, damage, loss, fine, penalty, liability or judgment, including reasonable attorneys’ fees, suffered or incurred by the Indemnitees as a result of any claim, demand, action, arbitration, suit or similar proceeding (“Claim”) arising from or in connection with: (i) a breach of the representations and warranties, covenants or obligations contained herein or in the Affidavit/Release, (ii) any contestant’s failure to perform his/her responsibilities as contained herein, and (iii) any contestant’s negligence or willful or intentional misconduct. 

13. LIMITATION OF LIABILITY: THE AGGREGATE LIABILITY OF NATURALLY NEW YORK INC. ARISING AT ANY TIME UNDER THESE RULES OR THE CONSENT SHALL NOT EXCEED $1,000. IN NO EVENT SHALL NATURALLY NEW YORK BE LIABLE WITH RESPECT TO ITS OBLIGATIONS UNDER OR ARISING OUT OF THESE RULES OR THE AFFIDAVIT/RELEASE FOR CONSEQUENTIAL, EXEMPLARY, PUNITIVE, SPECIAL, OR INCIDENTAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA/PROGRAMS, COMPUTER FAILURE, LOSS OF WORK PRODUCT OR ANY AND ALL OTHER DAMAGES OR LOSSES WHETHER DIRECTLY OR INDIRECTLY CAUSED, EVEN IF NATURALLY NEW YORK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 

14. MISCELLANEOUS: All matters arising out of or relating to these Rules shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction). In addition, any dispute relating to the Contest (including these Rules) shall be brought in the appropriate state or federal court having jurisdiction over the subject matter located in New York. New York. Participants hereby irrevocably consent to the personal jurisdiction of said courts and waive any claim of forum non convenient or lack of personal jurisdiction they may have. 

15. CHANGES TO THESE RULES: These Rules are subject to occasional revision, and if Naturally New York Inc. makes any material changes to these Rules, Naturally New York Inc. will notify each contestant of any material changes by posting notice of the changes on the Naturally New York Inc. Website, the Contest Website, and/or, in Naturally New York Inc.’s sole discretion, by email.

CONTACT INFORMATION

For questions about Naturally New York, the Pitch Slam Event, or Partnership Opportunities, please contact hello@naturallynewyork.org.

For questions about SFA membership or the Fancy Food Show, please contact education@specialtyfood.com.