UNWRAP GIFTS OF GRUBHUB SWEEPSTAKES OFFICIAL RULES

1. Eligibility. The Unwrap Gifts of Grubhub Sweepstakes (the “Sweepstakes”) is open only to  current US residents who are (a) 18 years or older, (b) owners of a merchant business eligible to join the Grubhub platform but not currently on the Grubhub platform as of the start of the Promotion Period (as defined below) and (c) the intended recipient of an email directly from Grubhub marketing the Sweepstakes. Grubhub Holdings Inc. (“Grubhub” or “Sponsor”) and its affiliates, and each of their respective staff and their immediate family members (parents, children, spouses, siblings) and members of the same household are not eligible to enter the Sweepstakes. The Sweepstakes and Entrants’ participation is subject to Sponsor’s Terms of Use (http://www.grubhub.com/legal/terms-of-use) and Privacy Policy (http://www.grubhub.com/legal/privacy-policy), which are incorporated as part of these official rules (the “Official Rules”).  The Sweepstakes is subject to all applicable federal, state, and local laws and regulations. Participation constitutes entrant’s (“Entrant”) full and unconditional agreement to these Official Rules and Sponsor’s decisions, which are final and binding in all matters related to the Sweepstakes. Winning a Prize is contingent upon fulfilling all requirements set forth herein and Sponsor verification. 

2. Data Collection. By entering the Sweepstakes, Entrant consents to all the necessary rights for the data collection, sharing and use resulting from Entrant’s participation in the Sweepstakes, and as provided in Sponsor’s Privacy Policy as well as the sharing Entries (as defined below) and results of the Sweepstakes campaign. If you do not wish to receive information from Sponsor in the future, please click ‘unsubscribe’ from future emails or contact Grubhub customer care directly. By entering, each Entrant acknowledges that Sponsor has the right at all times to disclose information as necessary to satisfy any law, regulation or valid governmental request.  

3. Promotion Period. The Sweepstakes begins on December  6, 2023, at 9 a.m. Central Time (CT) and ends on December 31, 2023, at 11:59 p.m. CT (the “Promotion Period”). Sponsor’s computer is the official time-keeping device for the Sweepstakes.

4. How to Enter. To enter the Sweepstakes during the Promotion Period, Entrant must promptly cause its applicable, eligible business to join the Grubhub platform, including, without limitation, by executing a Restaurant Agreement (or other similarly titled document) with Sponsor to join the Grubhub platform (hereinafter, the “Entry”). All Entries must be completed prior to the end of the Promotion Period. If, in the opinion and sole and absolute discretion of Sponsor, any entry violates any law, rule or regulation or infringes upon the rights of any third party, is inaccurate, illegible, incomplete or irregular in any way, or otherwise does not comply with these Official Rules, Sponsor may disqualify the entry. This Sweepstakes may be canceled in the event that, in the sole discretion of Sponsor, an insufficient number of eligible entries are received. Entry is limited to one (1) entry per Grubhub merchant account during the Promotion Period. 

5. Prizes, Drawings and Notification of Winners. At the conclusion of the Promotion Period, 15 winners (each a “Winner” and collectively, “Winners”) will be randomly selected from among all eligible Entries, and awarded credit to be used towards the funding of marketing promotions (e.g. free items, discounts, $0 delivery fees, etc.) for diners that place orders at Entrant’s applicable, eligible business that joined the Grubhub platform as part of the Sweepstakes (each a “Prize” and collectively, “Prizes”). Entrants need not be present at the drawing to win. Winners will be notified by email. Winners shall be announced no later than January 31, 2024. Entrants may only win one Prize during the Promotion Period.

Winning a Prize is subject to validation and verification of eligibility and compliance with all the terms and conditions set forth in these Rules. Except where prohibited by law, each Winner who accepts a Prize may be required to sign and return an Affidavit of Eligibility and Liability and Publicity Release and provide any additional information that may be required by Sponsor. If required, Winners must return all such required documents via email (or as otherwise instructed) within forty-eight (48) hours with originals being sent via U.S. Mail within seven (7) days following attempted notification or such potential winner will be deemed to have forfeited the Prize and another Winner may be selected. If any Winner is considered a minor in his/her jurisdiction of residence, such documents must be signed by his/her parent or legal guardian and the Prize will be awarded in the name of and delivered to the minor’s parent/legal guardian. If a potential winner does not meet the eligibility requirements and/or is ineligible for any other reason (including noncompliance with these Official Rules) or a potential winner does not execute an affidavit within the seven (7) day notice, he/she may be disqualified, his/her Prize will be forfeited and an alternate winner may be selected at random from all remaining eligible Entries. All notification requirements, as well as other requirements within these Rules, will be strictly enforced.

No transfer, substitution or cash equivalent for a Prize is allowed, except at Sponsor’s sole discretion. Sponsor reserves the right to substitute a Prize for one of equal or greater value if the designated Prize should become unavailable for any reason. Winners are solely responsible for any local, state or federal taxes, and any other taxes, fees and costs connected with winning the Prize. Where applicable, U.S. federal regulations require the issuance of a 1099 Form to the Winner of any Prize with a value in excess of $600. 

The Chart below describes the Prizes and the odds of winning the Sweepstakes. The total ARV of the Prizes is $4500. 

6. Delivery of Prizes.  Prizes will be added to the Grubhub For Restaurants accounts of Winners and will be visible on account balance statements. 

7. Publicity.  Except where prohibited, participation in the Sweepstakes constitutes Entrant’s and Winner’s consent to Sponsor’s and its agents’ use of the Entrant’s and Winner’s name, likeness, photograph, voice, opinions, biographical information, testimonials, statements, Prize information, and/or hometown and state for promotional purposes in any media, worldwide, without further payment or consideration. By entering this Sweepstakes and/or accepting a Prize, each Entrant and Winner agrees to participate in any and all publicity and promotional activities (except where prohibited) in connection with this Sweepstakes as reasonably designated by Sponsor. Submission of an Entry grants Sponsor and its agents the right in perpetuity to reproduce, publish, use, edit, adapt and/or modify such entry information, in any way, in any and all media, without limitation and without compensation to Entrant. Sponsor is not responsible for human error, theft, destruction, or damage to entries, or other factors beyond its reasonable control.

8. Release. BY PARTICIPATING OR ACCEPTING A PRIZE, ENTRANTS RELEASE AND AGREE TO HOLD HARMLESS THE SPONSOR, SWEEPSTAKES PARTNERS, PRIZE SUPPLIERS, AND THEIR RESPECTIVE PARENTS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND CONTRACTORS (“RELEASED PARTIES”) FROM ANY AND ALL EXISTING OR FUTURE ACTUAL OR ALLEGED ACTIONS, CLAIMS AND/OR LIABILITIES OF WHATEVER NATURE INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, BODILY INJURY (INCLUDING WITHOUT LIMITATION WRONGFUL DEATH AND DISABILITY), PROPERTY DAMAGE, AND LOSS OR DAMAGE OF ANY OTHER KIND, ARISING IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, FROM ACCEPTANCE, POSSESSION, USE OR MISUSE OF THE PRIZE, PARTICIPATION IN THIS, AND/OR PARTICIPATION  IN ANY CONTEST OR PRIZE RELATED ACTIVITIES.  

9. Limitations of Liability. The Released Parties are not responsible for: (1) any incorrect or inaccurate information, whether caused by Entrants, printing errors or by any of the equipment or programming associated with or utilized in the Sweepstakes; (2) technical failures of any kind, including, but not limited to malfunctions, interruptions, or disconnections in phone lines or network hardware or software; (3) unauthorized human intervention in any part of the entry process or the Sweepstakes; (4) technical or human error which may occur in the administration of the Sweepstakes or the processing of entries; (5) late, lost, undeliverable, damaged or stolen mail. No more than the stated number of Prizes will be awarded. In the event that production, technical, seeding, programming or any other reasons cause more than the stated number of Prizes as set forth in these Official Rules to be available and/or claimed, Sponsor reserves the right to award only the stated number of Prizes by a random drawing from among all eligible Prize claims.  
10. Cancellation, Suspension or Modification. Sponsor reserves the right to cancel, suspend and/or modify the Sweepstakes, or any part of it, if any fraud, technical failures or any other factor beyond Sponsor’s reasonable control impairs the integrity or proper functioning of the Sweepstakes, as determined by Sponsor in its sole discretion, and in such event, Sponsor may select the Winner(s) from the Eligible Entries received prior to cancellation or suspension, in its sole discretion. Sponsor reserves the right, in its sole discretion, to disqualify any individual it finds to be tampering with the entry process or the operation of the Sweepstakes or to be acting in violation of these Official Rules or any other promotion or in an unsportsmanlike or disruptive manner, and to prosecute or cooperate in the prosecution of any such individual, to the fullest extent permitted by law.  The use of automated or third party software or website to play the Sweepstakes is prohibited.  Electronically or mechanically reproduced entries shall be disqualified.  In the event of a dispute, all Entries will be deemed to have been submitted by the owner of the email account used to submit the Entry. For these purposes, the email account holder shall mean the natural person assigned to the email address by the Internet access provider, online service provider or other organization responsible for assigning email addresses for the domain associated with such email account.  Disqualified or ineligible Entrants shall forfeit any awarded Prizes.  Any attempt to submit an Entry using multiple or different email addresses will disqualify such Entry and the Entrant may be disqualified and any awarded Prizes may be forfeited.  Forfeited Prizes may be re-awarded to alternate winners in Sponsor’s sole discretion. All properly claimed Prizes will be awarded provided a sufficient number of Eligible Entries are received. Sponsor’s failure to enforce any term of these Official Rules shall not constitute a waiver of that provision. Notice of suspension/modification will be posted on this page. 

11. Disputes. Except where prohibited, Entrant agrees to waive all rights to trial in any action or proceeding instituted in connection with these Official Rules, including without limitation the Sweepstakes. Any controversy or claim arising out of or relating to these Official Rules and/or the Sweepstakes shall be first negotiated informally and in good faith. For any dispute that Entrant initiates, Entrant agrees to first send a written description of any dispute to disputeresolution@grubhub.com. For any dispute that Sponsor initiates, Sponsor will send a written description to the email address associated with Entrant. This informal dispute resolution process is a prerequisite and condition precedent to commencing any formal dispute resolution proceeding. If Entrant and Sponsor are unsuccessful in resolving any dispute within sixty (60) days, Entrant and Sponsor agree that the dispute will be settled by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). In the event that the AAA is not available to arbitrate, Entrant and Sponsor will select an alternative arbitration provider. Arbitration means that an arbitrator and not a judge or jury will decide the claim. By entering the Sweepstakes, Entrant hereby acknowledges and agrees that Entrant and Sponsor are each waiving the right to a trial by jury to the maximum extent permitted by law.
    
    Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. Entrant acknowledges and agrees that, to the maximum extent allowed by law, there shall be no right or authority for any dispute to be arbitrated on a class, join, collective or consolidated basis or in a purported representative capacity on behalf of the general public. Unless both Entrant and Sponsor otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims.

Unless Entrant and Sponsor otherwise agree in writing, the arbitration shall be conducted in the county in which Entrant resides. If the arbitrator finds that either the substance of Entrant’s claim or the relief sought in Entrant’s demand for arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rules of Civil Procedure 11(b)), Sponsor will have the right to recover attorneys’ fees and expenses. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the Entrant and Sponsor in connection with the Sweepstakes shall be governed by, and construed in accordance with, the laws of the State of New York without giving effect to any choice of law or conflict of law rules (whether of the State of New York or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of New York. Sponsor reserves the right to change this “Disputes” section, but any such changes will not apply to any individual claim(s) for which Entrant has already provided notice to Sponsor. If Entrant does not agree to a change, Entrant may reject any such change by providing Sponsor written notice of such rejection by mail or hand delivery to: Grubhub, Attn: Dispute Resolutions, 111 West Washington Street, Suite 2100, Chicago, Illinois 60602, or by email from the email address associated with Entrant’s account to: disputeresolution@grubhub.com, within 30 days of the date such change became effective. Notice must clearly state Entrant’s full name and clearly indicate the intent to reject changes to this “Disputes” section. 

12. Winners List. For the names of the Prize Winners, send a self-addressed, stamped, #10 envelope to: Unwrap Gifts of Grubhub Winners List Request, Grubhub Holdings Inc., Unwrap Gifts of Grubhub Sweepstakes, 111 W. Washington St, Suite 2100, Chicago, Illinois 60602.  Winners Lists will be sent when the Promotion Period is over. Requests for Winners Lists must be received by January 30, 2024.

13. Sponsor. Grubhub Holdings Inc., 111 W. Washington St., Suite 2100, Chicago, Illinois 60602.