#KOUNTCHALLENGE

OFFICIAL RULES for the #KOUNTCHALLENGE

NO PURCHASE NECESSARY TO ENTER OR WIN.

1. The co-sponsors of the #KOUNTCHALLENGE (the “Contest”) are Koal Harrison at Kount Labs Music Inc, 1032 Dovercourt Rd, Toronto, ON M6H 2X8 (“Harrison”) and Reverb.com LLC at 3345 North Lincoln Avenue, Chicago, IL 60657 (“Reverb”) in respect of all entrants. Harrison and Reverb are sometimes referred to collectively as “Sponsors.”

2. ELIGIBILITY: Open to legal residents of the fifty (50) United States, District of Columbia, Canada, France, Germany, and the United Kingdom, aged 18 years or older, or the age of majority in their country of residence, who have an Instagram, Twitter or TikTok account as of August 19, 2022 in good standing, in good standing, as determined by Harrison, in his sole discretion (each an “Entrant”). Employees, directors and officers of Reverb and Reverb’s affiliates, subsidiaries and divisions, Harrison, and their immediate families (spouse, parents, children, siblings, and their respective spouses, regardless of where they reside), and their respective household members (whether related or not), are not eligible to enter or win. Void where prohibited.

3. PROMOTION TIMING: The Contest begins at 00:01:00 AM Eastern Time ("ET") (05:00:00 AM Greenwich Mean Time + 1 ("GMT +1")) on August 19, 2022 and ends at 11:59:59 PM ET on August 31, 2022 (04:59:59 AM Greenwich Mean Time + 1 ("GMT +1") on September 1, 2022) (the "Contest Period"). Harrison’s designated computer is the official timekeeping device for all aspects of the Contest.

4. HOW TO ENTER THE PROMOTION: Download the free sample pack from Harrison (“Sample Pack”) which can be found at www.reverb.com/page/kountchallenge. Create a beat using the Sample Pack and make an audio or video recording, 60 seconds or less, of your creation (“Recording”). Videos are encouraged but are not required.

Instagram: During the Contest Period, to enter, post your Recording via your Instagram account and include #KOUNTCHALLENGE in your post (an “Entry”).

Twitter: During the Contest Period, to enter, post your Recording via your Twitter account and include #KOUNTCHALLENGE in your post (an “Entry”).

TikTok: During the Contest Period, to enter, post your Recording via your TikTok account and include #KOUNTCHALLENGE in your post (an “Entry”).

You must have an account on Instagram, Twitter or TikTok to enter and have your account privacy settings set to “Off.” You can modify your account settings after the winners have been announced. Potential winners may be required to show proof of being the authorized account holder of the social media account associated with the Entry. Establishing an account on Instagram, Twitter and TikTok is free. All terms of the applicable social media platform apply. All Entries must be posted by the end of the Contest Period. Only one Entry per person during the Contest Period, regardless of method of entry. Any attempt by any entrant to submit Entries by using multiple/different accounts, identities, registrations and logins, or any other methods will void that entrant's Entries and that entrant may be disqualified. Use of any automated system to participate is prohibited and will result in disqualification and all associated Entries will be void. All Entries become the property of Harrison and will not be acknowledged. In the event of a dispute over the identity of an entrant, Entry will be deemed submitted by the authorized account holder of the applicable account and they must comply with these Official Rules. “Authorized account holder” is defined as the natural person who is assigned the applicable account.

5. Entry Requirements: An Entry may not contain, as determined by Harrison, in his sole discretion, any content that: is sexually explicit or suggestive; unnecessarily violent or derogatory of any ethnic, racial, gender, religious, professional or age group; profane or pornographic; contains nudity; promotes alcohol, illegal drugs, tobacco, firearms/weapons (or the use of any of the foregoing); promotes any activities that may appear unsafe or dangerous; promotes any particular political agenda or message; is obscene or offensive; endorses any form of hate or hate group; appears to duplicate any other submitted Entries;
   defames, misrepresents or contains disparaging remarks about Sponsors or other people or companies; contains prominent use of trademarks, logos, or trade dress (such as distinctive packaging or building exteriors/interiors) owned by others, without permission, to the extent permission is deemed necessary; contains any personal identification, such as license plate numbers, personal names, e-mail addresses or street addresses; other than the Sample Pack contains prominent use of 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, to the extent permission to deemed necessary; contains materials embodying the names, likenesses, voices, or other indicia identifying any person, including, without limitation, celebrities and/or other public or private figures, living or dead, without permission; contains look-alikes of celebrities or other public or private figures, living or dead; communicates messages or images inconsistent with the positive images and/or good will to which Sponsors wish to associate; and/or violates any law.

Entry must be entrant’s own original work product, may not have been previously published, and may not have won previous awards.

By submitting your Entry, entrant agrees that Entry conforms to these Official Rules and that Harrison, in his sole discretion, may disqualify any Entry for any reason, including if he determines, in his sole discretion, that the Entry fails to conform to these Official Rules in any way or otherwise contains unacceptable content as determined by Harrison, in his sole discretion.

6. PRIZES (three (3)): First Prize: US$500 Reverb.com promo code (or the equivalent value at the time the winner is announced in the local currency where the winner resides) plus a Boss RE-202 effect pedal with an Approximate Retail Value (“ARV”) of $250; Second Prize: US$200 Reverb.com promo code (or the equivalent value at the time the winner is announced in the local currency where the winner resides); Third Prize: US$50 Reverb.com promo code (or the equivalent value at the time the winner is announced in the local currency where the winner resides). Approximate Retail Value (“ARV”): First Prize: US$750; Second Prize: US$200; Third Prize: US$50. Prizes cannot be redeemed for cash and may not be transferred or substituted, except in Sponsors’ sole discretion. Sponsors reserve the right to substitute a prize (or portion thereof) of comparable or greater value in the event the stated prize is unavailable. Each prize is awarded “as is” with no warranty or guarantee, either express or implied. All fees, federal, provincial, state, local taxes (including, without limitation, income and withholding taxes) or other costs and expenses relating to the use, acceptance and possession of a prize not specified herein as being provided are the sole responsibility of the winner. An IRS form 1099 will be awarded in the name of any winner who is a resident of the United States for the retail value of a prize if the prize is valued at US$600 or higher. Total ARV of the prize pool is valued at One Thousand US Dollars (US$1,000). Limit one (1) prize per person.

Terms and conditions apply to use of Reverb.com promo codes: Promo codes may only be used on reverb.com through the Reverb Payments system. Use is limited to items sold by sellers with Reverb Payments enabled on their account. For purchases exceeding the amount of credit associated with a promo code, the balance must be paid via credit card, or other acceptable forms of payment on the item. Use of promo codes is subject to all other applicable terms set forth on reverb.com. Reverb is not responsible for any lost or misplaced promo codes. The use of Reverb.com promo codes is void where prohibited by law.

7. DETERMINATION OF WINNERS: Following the conclusion of the Contest Period, all eligible Entries received will be judged by Harrison based on the following equally weighted criteria: (i) adherence to the qualifications for entry (see Sections 4 & 5 above); (ii) creativity and originality; and (iii) use of The Kount Sample Pack (the “Criteria”). The entries that receive the three highest scores will be deemed the potential winners. Harrison reserves the right to not award all prizes if, in his sole discretion, he does not receive a sufficient number of eligible and qualified Entries. All decisions of Harrison are final and binding. Harrison will not reveal the judging scores for any Entry.

8. WINNER NOTIFICATION: The potential winners will be notified via direct message to their social media account used for entry within 2 days of the decision. If a potential prize winner does not respond to the winner notification within seven (7) days of when the message is sent, or if said message is returned as undeliverable, or if an entrant is otherwise found to be ineligible, does not provide required information, or if a selected winner cannot accept or receive a prize for any reason, the potential prize winner will forfeit the prize and an alternate winner may, in the sole discretion of Harrison and time permitting, be notified. Harrison reserves the right to modify the notification procedures in connection with the selection of an alternate winner. Sponsors reserve the right to require a winner to sign an Affidavit of Eligibility (or, if a non-U.S. resident, a Declaration) and Liability and Publicity Release, to provide proof of identity at the nominated prize delivery address and/or proof of entry validity in a time period to be specified by Harrison in order to claim a prize. Proof of identification, residency, age and entry considered suitable for verification is at the discretion of Sponsors. In the event that the winner does not return all required documents within the specified time period or cannot provide suitable proof, the winner will forfeit the prize in whole and no substitute will be offered. All decisions and results of Sponsors are final and binding. If a winner is at least 18 but still considered a minor in his/her jurisdiction of residence, Harrison reserve the right to award the prize to their parent or legal guardian and/or require their parent or legal guardian sign all required paperwork and otherwise fulfill all requirements imposed on entrant set forth herein If the winner is an Australian resident, the prize will be posted (or sent electronically if a physical prize is not awarded) to the address provided by them upon acceptance of the prize within 28 days of the selection of the winners.

9. GENERAL CONDITIONS: By entering the Contest, entrant warrants that entrant has read and agrees to abide by these Official Rules, and, Reverb’s Terms of Use, Privacy Policy and other site policies, meets the eligibility requirements and that they are not prohibited from participating in the Contest and agrees to be bound by the decisions of Sponsors which will be final and binding in all respects. Entrant agrees that the conditions of submission set forth in these Official Rules, and all documents and agreements incorporated in these Official Rules by reference, solely govern the relationship between entrant and Sponsors in connection with this Contest. Sponsors reserve the right to amend these terms and conditions at any time.

10. LIABILITY: For all entrants except for French and German resident entrants: By participating in this Contest and/or by accepting any prize, save for cases of death or personal injury caused by negligence of any Released Party or cases of loss or damage caused by fraud of, or breach of these Official Rules by, a Released Party, entrant agrees for entrant and for Entrant’s heirs, executors, and administrators to release Reverb, Reverb’s affiliates, subsidiaries and divisions, and Harrison (“Contest Entities”), Instagram, LLC, Twitter, Inc. and TikTok Inc. and each of their affiliates, and all of the respective officers, directors, agents, representatives and employees of the foregoing (collectively, the "Released Parties") from any and all actions, claims, injury, loss or damage arising in any manner, directly or indirectly, from or in connection with participation in this Contest and/or acceptance or use of any awarded prize, and to indemnify Released Parties from any and all liability resulting or arising from the Contest. For German resident entrants: For German resident entrants the following liability rules apply: Contest Entities shall be liable for damages caused by culpable injury to life, body or health. By participating in this Contest and/or by accepting any prize, entrant agrees to release Contest Entities, Instagram, LLC, Twitter, Inc. and TikTok Inc. and each of their affiliates, and all of the respective officers, directors, agents, representatives and employees of each of the foregoing (collectively, the "Released Parties") from any and all liability whatsoever for any other losses or damages of any kind that result from acceptance, possession or use of any prize or from entry or attempted entry into the Contest unless the damage of the entrant is caused by gross negligence or willful intent of a Released Party. In an event of slight negligence, the Released Parties shall be liable only for breaches of a material contractual obligation (cardinal duty). A “cardinal duty” is an obligation whose fulfillment makes the implementation of this Contest possible in the first place and on the fulfillment of which the entrant may therefore generally rely upon. This liability shall be limited to the typical, foreseeable damages. The Released Parties are not liable for defect prizes and for follow-up damages resulting from the defect prizes.

11. PUBLICITY GRANT/USE OF ENTRIES: Entry constitutes permission (except where prohibited by law) for Harrison to use any winner’s name, likeness, avatar, social media handle and biographical information (all as made publicly-available on the social media account through which the winning Entry was submitted), as well as the prize won and any comments made by the winner about the Entry or the Contest, for purposes of publicity relating to the Contest and the #KOUNTCHALLENGE series generally on Instagram, Twitter and TikTok, and on Harrison’s website, throughout the world, for three (3) years from the date the winner was confirmed as a winner without additional compensation, notification, permission or approval.

By submitting an Entry and agreeing to these Official Rules, entrant hereby grants to Harrison, his designees, successors, licensees and assigns, a nonexclusive and sub-licensable license to use, reproduce, distribute, display, and publicly perform entrant’s Entry and all elements embodied therein, edited as Harrison sees fit, in whole or in part, on Harrison’s Instagram, Twitter and TikTok accounts and on Harrison’s website, throughout the world, for three (3) years from the date the winner was confirmed as a winner, for advertising and promotional purposes in relation to the Contest and the #KOUNTCHALLENGE series generally, without compensation or further notification or permission.

Harrison has no obligation to make use of the rights granted herein.

12. WAIVER: Released Parties are not responsible for any technical, mechanical, or other error of any kind resulting from force majeure circumstances beyond their reasonable control and relating to or in connection with the Contest, including, without limitation, errors which may occur in the administration of the Contest, the processing of Entries, the announcement of the prize or any Contest-related materials caused by such force majeure event. Participation to the Contest by internet implies the acknowledgement by the Entrants of internet and IT systems technical limits. As a consequence Released Parties shall not be liable for damage to any computer system resulting from participating in, or accessing or downloading information in connection with this Contest, incomplete, lost, late, stolen, damaged, inaccurate, misdirected, garbled, delayed or undelivered Entries, or for technical hardware or software malfunctions or failures of any kind, lost, unavailable network connections, or failed, incomplete, garbled or delayed computer transmission, which may limit an individual’s ability to participate and/or the failure of any third party to comply with the instructions and proper administration of this Contest. Harrison reserves the right in his sole discretion, to disqualify any entrant or Entry that is in violation of the Official Rules or to cancel, suspend or modify the Contest, and disqualify any implicated entrant(s), (and their Entries) if any fraud, virus, actions by entrants, technical or other error or problem of any kind, or any other occurrence corrupts or affects the administration, integrity, security, or proper play of the Contest.

In the event of cancellation, Harrison reserves the right, at his sole discretion, to select the potential winners using the judging procedure set forth above from among all eligible, non-suspect Entries received up to the time of the event or action warranting such cancellation or to take any other action he deems equitable to fairly award any prize. CAUTION: Any attempt by an entrant to deliberately damage any web site or undermine the legitimate operation of the Contest is a violation of criminal and civil laws, and should such an attempt be made, Sponsors reserve the right to seek damages from any such entrant to the fullest extent permitted by law, including criminal prosecution. Sponsors are not responsible in the event Sponsors are prevented from continuing with the Contest as contemplated herein by any event beyond their control, including but not limited to fire, flood, earthquake, explosion, labor dispute or strike (except in respect of French resident entrants), act of God or public enemy, satellite or equipment failure, riot or civil disturbance, terrorist threat or activity, war (declared or undeclared) or any federal, state, or local government law, order, or regulation, or order of any court or other cause not within Sponsors' control or concerns regarding the safety of any entrant or winner, or otherwise.

13. GOVERNING LAW/DISPUTES: All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of any participant, Sponsors or the Released Parties in connection with the Contest, shall be governed by and construed in accordance with the domestic laws of Ontario and the Federal laws of Canada for Canadian residents, the laws of Germany for German residents, the laws of France for French residents, the laws of England for United Kingdom residents, or the laws of New York, United States for United States residents. Except in respect of French residents: Any and all disputes, claims, and causes of action arising out of or in connection with the Contest, shall be resolved individually, without resort to any form of class action.

FOR UK AND CANADA RESIDENTS (NOT GERMANY OR FRANCE RESIDENTS): ANY CLAIMS, JUDGMENTS AND/OR AWARDS SHALL BE LIMITED TO ACTUAL OUT-OF-POCKET COSTS ASSOCIATED WITH ENTERING THIS CONTEST. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ENTRANT HEREBY WAIVES ANY RIGHTS OR CLAIMS TO ATTORNEY’S FEES, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ENTRANT, WHETHER FORESEEABLE OR NOT AND WHETHER BASED ON NEGLIGENCE OR OTHERWISE.

FOR UK, FRANCE AND CANADA RESIDENTS (NOT GERMANY RESIDENTS): CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE EITHER SPONSOR’S WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THE CONTEST MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS AND WILL RESULT IN DISQUALIFICATION FROM PARTICIPATION. SHOULD SUCH AN ATTEMPT BE MADE, SPONSORS RESERVE THE RIGHT TO SEEK REMEDIES AND DAMAGES (INCLUDING ATTORNEY FEES TO THE FULLEST EXTENT OF THE LAW, INCLUDING CRIMINAL PROSECUTION. Sponsors' failure to enforce any term of these rules shall not constitute a waiver of that provision.

14. COPY OF RULES AND WINNER’S LIST: For non-French residents: For the name of the winner (available within 30 days after the Contest ends) , mail a self-addressed, stamped envelope to Legal Department, Etsy, Inc., 117 Adams Street Brooklyn, NY 11201, no later than 60 days after the Contest Period ends. For French residents: These Official Rules can be sent free to anyone who makes a written request to here before the closing date of the Contest. The name of the winner will be communicated to anyone who makes a written request to here within 30 days after the Contest ends. For valid Entries from eligible entrants, the internet connection expenses to enter the Contest and/or to ask for a copy of these Official Rules and/or of the winner's list can be reimbursed on mere request to [email protected], except for people who have subscribed to unlimited internet through ADSL or cable, according to the following conditions: a flat reimbursement on the basis of the average duration of connection and of the average reduced tariff practiced by internet providers in the market, up to a maximum of €1 (including the cost of this request). To be reimbursed, entrants must also provide justifications that they personally bear the costs of such expenses.

15. PERSONAL INFORMATION: Reverb will collect personal data, in accordance with its privacy policy, if such data is provided by potential Contest entrants at the time they download the Sample Pack or otherwise visit reverb.com/page/kountchallenge. Please review Reverb’s privacy policy posted on reverb.com/legal/reverbcom-privacy-policy. Entrants are not required to provide their personal information to Reverb in order to enter the Contest. Harrison will post certain personal information of Contest winners, as made public by those individuals through their respective social media accounts, on Instagram, Twitter and TikTok and on his website upon the conclusion of the Contest. The personal information of the winners is likely to be disclosed to countries outside Australia including the United States of America and the UK. By participating in the Contest, entrants hereby agree to the collection and usage of entrant’s personal information as described herein. If you provide your personal information to Reverb, that will serve as your acknowledgment that you have read and accepted Reverb’s privacy policy. For residents of the EU: you have the right to access to your personal data held by Reverb, to request that it be updated, corrected, not used for marketing purposes, or deleted for legitimate reasons by emailing [email protected]

This Contest is not sponsored, endorsed or administered by Instagram, Twitter, or TikTok, nor is Instagram, Twitter, or TikTok associated with the Contest in any way. You understand that any information that you provide to Reverb in connection with the Contest is provided to Reverb and not to Instagram, Twitter, or TikTok. Any questions, comments or complaints regarding the Contest must be directed to Harrison and not to Instagram, Twitter, or TikTok.

No purchase is necessary. Open to legal residents of the 50 states of the United States and DC, Canada (excluding Quebec), France, Germany and the United Kingdom, 18 years of age or older, or age of majority in their country of residence, who have an Instagram/Twitter/TikTok account in good standing as of contest launch, as determined by Harrison, in his sole discretion. Contest ends August 31, 2022 at 11:59:59 p.m. EST (September 1, 2022 at 4:59:59 a.m. GMT +1). Void where prohibited by law. Subject to Official Rules, available at reverb.com/kountchallenge.