Villa One Tequila – Villa One Experience Contest – Win consisting of a 4-day/3-night trip for winner and one (1) travel companion to Los Cabos Mexico

1. ELIGIBILITY: The Villa One Experience Contest (the “Contest” or “Promotion”) is open only to legal residents of the 50 United States and the District of Columbia who are at least 21 years of age or older at time of entry, except where prohibited or restricted by law. Entries from the following states will be accepted upon approval of the Promotion by state ABC agencies: AL, IN, MD, ME, MI, MN, NC, UT, VT, WI and WV. Void where prohibited or restricted by law. Employees of VILLA ONE TEQUILA S.P.I. Spirits (Cyprus) Limited (the “Sponsor”), NOISE, Inc., prize providers, advertising and promotional agencies involved in the promotion, including Marden-Kane Inc. (the “Administrator”), and each of their respective parent companies, subsidiaries, affiliates, advertising and promotion agencies collectively (the “Promotion Entities”), and each of their immediate family members (e.g. spouse, parents, children and siblings, and their respective spouses regardless of where they live) and persons living in the same household of each, whether related or not, as well as alcoholic beverage manufacturers, distributors, and retailers and employees of state or local alcohol beverage agencies are not eligible to participate. By entering, you agree to these Official Rules and the decisions of the Sponsor and their Administrator, which are final and binding in all respects. All applicable federal, state, and local laws and regulations apply.2. TIMING: The Contest begins on 11/3/2021 and ends at 11:59:59 PM ET on November 18, 2021 (the “Promotion Period”). Sponsor’s computer will serve as the official time keeping device for this Promotion.3. HERE’S HOW IT WORKS: During the Promotion Period follow @VillaOne on Instagram. Look for the Win the Villa One Villa Experience promotional post with Nick Jonas and click on the link in the bio to access the Promotion website, www.TheVillaOneExperience.com (the “Website”) to register for the Contest. To Register complete the required information on the Entry Form which includes: your complete name, address, email address, phone number and acknowledgement that you are 21 years of age or older. Then, follow the on-screen instructions to submit your answers to these two questions: (1) What does “life as it should be” mean to you? and (2) tell us “why should you win this contest and how would a chance to reconnect with your loved one[s] do for you?” You will also have the option to upload an original video to your private YouTube or Vimeo account to further share why you and your guest will live up to the “life as it should be” mantra during this trip. If including a video, insert the link in the field provide on you Entry Form; then hit “Submit”. Your written answers to the two questions are required for entry; the video is optional but encouraged (collectively an “Entry” or “Submission”). Limit one Entry per person. All Entries (including the video link) must be submitted via the Website and must comply with all applicable Entry Submission Requirements and Restrictions stated below. All entries become the exclusive property of the Sponsor and will not be acknowledged or returned. Proof of sending or submitting an Entry will not be deemed to be proof of receipt by the Sponsor. Entries must be received by 11:59:59 PM ET on 11/18/2021.Entry Submission Requirements and Restrictions: Determination of compliance with these Official Rules will be in the sole discretion of the Sponsor/Judges, whose decisions are final.The Entry must be in English and be an original creation of the Entrant.Entry must adhere to the creative theme.Entry must be Entrant’s own original work, created solely by Entrant or content that incorporates materials from the public domain; must not have previously published, released or distributed in any form; must not have won any award.Entries received that are illegible or incomplete, will be disqualified.Entry must not infringe or violate any copyrights or other rights of any third party, including but not limited to privacy, publicity, trademark or other intellectual property rights. Sponsor reserves the right to reject any Submission containing infringing use of third-party rights, including copyrights or trademarks.Entry must not contain content that depicts/promotes any dangerous or unlawful behavior or activity that may result in injury to oneself or others.Entry must not promote or endorse a political agenda regardless of the political affiliation.Entry must not in any way disparage Sponsor or any persons or entities.If any persons (other than Entrant) appear on the video or are referred to in the Entry, Entrant is solely responsible for obtaining, prior to submitting the Entry, any and all releases and consents necessary to permit the exhibition. Entrant agrees to provide Sponsor with written confirmation of those permissions and rights upon request.Entry must not contain offensive words, statements or content (including words or symbols that are widely considered offensive to individuals of a certain race, ethnicity, religion, sexual orientation, or socioeconomic group).Entry must not in any way violate applicable federal, state, or local laws and regulations; must not contain illegal content; and must be suitable for presentation in a public forum.Sponsor is under no obligation to correspond with Entrant and Entries will not be acknowledged.Video SpecificationsVideo can be up to one (1) minute in length. Video may be in color or black & white.Video must not contain any personally identifiable information of any person other than the Entrant’s first name and reference to the Villa One Experience Contest. Should Entrant include personally identifiable information about Entrant or any persons featured on the video, Entrant acknowledges and agrees that such information may be disclosed publicly and Entrant is solely responsible for any consequences thereof.Video uploads to YouTube and Vimeo must adhere to their specific Guidelines and Terms of Use.By entering,  Entrant represents and warrants that (i) the Submission he/she submitted is his/her own original work and he/she has obtained all of the necessary rights, licenses, and permissions from any person who may have helped or participated in the creation of the Entry; (ii) that the Entrant has the right to agree to and hereby agrees to be bound by these Official Rules and to grant the rights referred to in these Official Rules (free from any encumbrances and/or third-party rights); (iii) that the Entry conforms to these Official Rules, the requirements of the Website and is not subject to any third party agreement(s); and (iv) Entrant hereby grants Sponsor the right to post Submission on the Website for public viewing during the Promotion Period, at its discretion. Posting of a Submission in an online gallery on the Website will have no bearing on winner determination.Sponsor/Judges reserve the right to disqualify any Entry that they determine has violated the spirit of the Contest or breached a representation or warranty at any time. The Entry Submission Requirements outlined above do not intend to be exhaustive; Entries that do not comply with the Official Rules, including, without limitation, the above Entry Submission Requirements, including any Entry that refers, depicts or in any way reflects negatively upon the Sponsor, the Contest or any other person or entity (in Sponsor’s sole discretion) will be disqualified. Entries that do not comply with the Official Rules may be withdrawn without notice from the Contest at any time at the sole discretion of the Sponsor and/or its agent. Each Entrant acknowledges that other Entrants may have created ideas and concepts contained in their Submission that may have familiarities or similarities to his/her own Submission, and that he/she will not be entitled to any compensation or right to negotiate with the Promotion Entities because of these familiarities or similarities. The decisions of the Sponsor are final and binding in all matters relating to this Promotion, including interpretation and application of these Official Rules. Sponsor reserves the right to request from Entrant at any time proof that Entrant maintains all necessary rights in their Submission in order to grant Sponsor the rights required herein in a form acceptable to Sponsor. Failure to provide such proof may lead to, among other things, the Entrant being disqualified from the Promotion.Once an Entry is submitted, the Entry is final and may not be modified by Entrant. Information collected from Entrant will only be used in a manner consistent with these Official Rules.4. JUDGING: All eligible Entries received will be judged to determine one (1) Grand Prize winner by representatives of the Sponsor whose decisions are final. All judging will be based on the following criteria: Relevance to the Contest theme—(50%); Most impactful story/ability to inspire others—(25%); and Sincerity—(25%). In the event of a tie, from among those tied, the Winner will be the Entry receiving the highest score in the [Most impactful story/ability to inspire others] category. In the event of a tie in [Sincerity] judging criteria, the Entries will be re-judged by a different panel of judges. Judging scores will not be revealed. The decisions of the panel are final. Judging will be completed on or before January 17, 2022.5. WINNER VERIFICATION AND NOTIFICATION: The potential Winner will be the Entrant who submitted the Entry that received the highest score, as determined by the panel in its sole discretion. An Entrant is not deemed a winner of any prize, even if the winning notification should so indicate, unless and until (i) the Entrant’s eligibility has been verified, (ii) all requirements determined by the Sponsor in order to claim his/her prize have been fulfilled and (iii) the Entrant has been notified that the verification process is complete. Potential winner will be notified via the email/phone number provided at time of registration and will be required to (i) sign and return an Affidavit of Eligibility/Release of Liability/Prize Acceptance Form, a W9 tax form, and where legally permissible, a Publicity Release and a Background Check Authorization Form as a condition to receiving a prize (collectively referred to as “Documents”). Potential winner must possess all required travel documents (i.e., valid government-issued passport) in order to qualify for the Grand Prize and will be required to complete a Travel Release and Travel Questionnaire. Completed Documents must be returned within 5 days (including Saturday, Sunday and holidays) of attempted notification. Any false statement made by a potential Winner will result in automatic disqualification. Noncompliance within this time period may result in disqualification and in the event of disqualification Sponsor shall have no further obligation to that Potential Winner, and an alternate Winner will be notified (time permitting). Winner’s traveling companion must be a U.S. resident, 21 years of age or older, possess a valid passport, and will be required to complete and return a Release and Travel Questionnaire. Sponsor reserves the right to conduct a background check on the potential Grand Prize Winner and traveling companion, and potential Grand Prize Winner must cooperate with Sponsor as a condition of prize award. Any false statement made by a potential Winner in connection with the Contest will result in automatic disqualification. If a potential Winner cannot be contacted via the email/phone number provided at time of registration, or if any notification/Document is returned as undeliverable, or if a potential winner is found to be ineligible or not in compliance with these Official Rules, the potential winning Entry may be disqualified and the Entry with the next highest score will be notified, time permitting, at the sole discretion of the Sponsor. In the event that not enough eligible entries are received prize may not be awarded.6. PRIZE AND APPROXIMATE RETAIL VALUE (in USD): One (1) Grand Prize will be awarded, consisting of a 4-day/3-night trip for winner and one (1) travel companion to Los Cabos Mexico. Grand Prize trip includes roundtrip coach air transportation from a major airport nearest winner’s home to Los Cabos, Mexico; 3 nights’ accommodations (one ocean front junior suite room) at the One&Only Palmilla Resort, ground transportation to/from airport/resort in Los Cabos, cabana rental, select meals (as determined by Sponsor), and a virtual Meet & Greet with Nick Jonas and John Varvatos. The approximate retail value of the Grand Prize is $10,000. The actual value of the Grand Prize may vary based on airfare and hotel fluctuations, timing of trip, and routing between departure and destination. Winner is not entitled to any difference between the ARV stated herein and the actual value of the prize at the time the prize is awarded. Trip must be booked (but not redeemed) by December 31, 2022.PRIZE CONDITIONS:  Complete terms and conditions of trip will be furnished with notification. Winner may be required to present a valid credit card at the hotel at the time of check-in. Specifics of this travel package are subject to availability and remain solely at the discretion of the Sponsor. Travel must be made through the Sponsor’s agent on a carrier of Sponsor’s choice and is subject to availability. Travel restrictions and blackout dates may apply. Winner and travel companion must travel on the same itinerary. Prize is not transferable, assignable or redeemable for cash except at Sponsor’s sole discretion. Sponsor reserves the right to substitute a prize of equal or greater value if entire prize or a portion of the advertised prize is unavailable for any reason. Winner is solely responsible for all other expenses including but not limited to luggage fees, travel documents, travel insurance, surcharges, incidentals, gratuities, and items of a personal nature. Alcoholic beverages are not included as part of the prize. All federal, state, local, and other tax liabilities (including income and withholding taxes) and any other costs and expenses associated with prize acceptance and use not specified herein are the sole responsibility of the winner. The winner will be issued an IRS Tax Form 1099 stating the total value of the prize for income tax filing purposes. The Meet & Greet portion of the prize is subject to availability and at the discretion of the Sponsor. There is no monetary value associated with the Meet & Greet portion of the prize. Sponsor will not be responsible for any portion of the prize that may not be available due to any event beyond Sponsor’s control. Sponsor is not responsible for lost, mutilated or stolen travel documents. Prize may be forfeited if: (a) proper travel documents for any and all travel are not obtained for any reason within the time required by the Sponsor; or (b) if any immigration or travel documentation complications or other events arise which prohibit the Grand Prize winner from travelling to or from the stated destination. In the latter event, the Grand Prize winner will be solely responsible for arranging and paying for travel back to his/ her point of origin. Sponsor and its agencies are not liable for any expenses incurred as a consequence of flight cancellation/delay.  The Grand Prize winner is solely responsible for determining and complying with all applicable international/domestic travel procedures and restrictions. If the Grand Prize winner is unable to travel after it is booked for any reason, no compensation or substitution will be provided in lieu thereof and Sponsor will have no further obligation to such Grand Prize Winner, and that portion of the Prize will be revoked and cancelled.7. GENERAL: By entering, Entrants agree to be bound by these Official Rules, including all eligibility requirements and the decisions of the Sponsor and its agents, which are final and binding. If an Entrant submits more than the stated number of entries permitted, and/or if the Sponsor suspects that an entrant attempted to obtain additional entries by using multiple email addresses, registrations, identities or any other method, all entries submitted by the Entrant may be declared null and void. In the event there is a discrepancy or inconsistency between disclosures or other statements contained in any Promotion materials and these Official Rules, the Official Rules shall prevail, govern and control. Sponsor is not responsible for any typographical or other error in the printing of the offer, administration of the Promotion or in the announcement of the prize. All third-party names and trademarks are the property of their respective owners.8. RELEASE: Entrants/winner agree to release, discharge and hold harmless the Sponsor, its parent, subsidiaries and affiliated companies, prize suppliers, and any other organizations responsible for, fulfilling, administering, advertising or promoting this Promotion, Instagram, and all of their respective past and present officers, directors, employees, agents and representatives (collectively, the “Releasees”) from any and all liability, claims, actions, injury, loss, or damage of any kind, including but not limited to, personal injury or death, resulting, directly or indirectly, in whole or in part, from participating in this Promotion or from the acceptance, possession, or use or misuse of a prize (including any travel/activity related thereto). This limitation of liability is a comprehensive limitation of liability that applies to all damages of any kind, including (without limitation) compensatory, direct, indirect, or consequential damages; loss of data, income or profit; loss or damage to property; and claims of third parties. Entrants agree that Releasees have not made nor are in any manner responsible or liable for any warranty, representation, or guarantee, statutory, express or implied (including but not limited to, the implied warranties of merchantability, title, and fitness for a particular purpose), in fact or in law, relative to this Promotion. Claims may not be resolved through any form of class action.9. PUBLICITY: Except where prohibited, participation in this Promotion constitutes entrant’s and their guest’s (“Granting Person”) consent for the Sponsor, prize providers and their designees to use, for promotional purposes in any type of media without further payment or consideration, Granting Person’s name, likeness, any written or oral comments or testimonials to, or other feedback on, any prize or experience, including, without limitation, audio, photographs and still images, and video content.10. NOTICE: ANY ATTEMPT BY AN INDIVIDUAL TO DELIBERATELY DAMAGE ANY WEBSITE OR UNDERMINE THE LEGITIMATE OPERATION OF THIS PROMOTION IS A VIOLATION OF CRIMINAL AND CIVIL LAWS, AND SHOULD SUCH AN ATTEMPT BE MADE, SPONSOR RESERVES THE RIGHT TO SEEK DAMAGES FROM ANY SUCH INDIVIDUAL TO THE FULLEST EXTENT PERMITTED BY LAW. Sponsor is not responsible for faulty, incorrect, undeliverable or mistranscribed e-mail transmissions, incorrect announcements of any kind, technical hardware or software failures of any kind including any injury or damage to any person’s computer related to or resulting from participating in or experiencing any materials in connection with the promotion, lost or unavailable network connections, or failed, incomplete, garbled or delayed computer transmission that may limit a user’s ability to participate in the promotion. Sponsor assumes no responsibility for undeliverable e-mails resulting from any form of active or passive e-mail filtering by a user’s Internet service provider and/or e-mail client or for insufficient space in user’s e-mail account to receive e-mail. Sponsor reserves the right to cancel or modify the promotion if fraud, misconduct or technical failures destroy the integrity of the program; or if a computer virus, bug, or other technical problem corrupts the administration or security of the Promotion as determined by Sponsor in its sole discretion. In the event of termination, Sponsor, in its sole discretion, may elect to judge all entries received up to the date of discontinuance to determine a winner. In the event of a dispute as to the identity of an Entrant, the authorized account holder of the email account provided at time of entry, will be deemed to be the Entrant. “Authorized account holder” of the email account is defined as the natural person who is assigned to the email account by an internet service provider, or other organization (e.g., business, educational institution, etc.) that is responsible for assigning email addresses. Any damage made to the Website by an Entrant will be the responsibility of the Entrant and/or the authorized e-mail account holder of the e-mail address submitted at the time of entry. Proof of submitting entries will not be deemed to be proof of receipt by Sponsor. Any entries which are suspected of being fraudulent (including those using robotic, automatic, programmed or similar methods of participation) will be disqualified, based on determinations made solely by Sponsor. Sponsor reserves the right to prohibit the participation of an individual if fraud or tampering is suspected or if the individual fails to comply with any requirement of participation as stated herein or with any provision in these Official Rules. Sponsor reserves the right to cancel, suspend and/or modify this Promotion if it cannot be executed as planned for any reason or event beyond Sponsor’s control, including but not limited to a Force Majeure event or occurrence, an “act of God” (e.g., natural disaster, etc.) or an unforeseeable health event (e.g., pandemic) making it inadvisable, impractical, impossible or illegal, or which materially affects a parties ability to perform its obligations under this agreement in whole or in part, or if fraud, technical failures, human error or any other causes beyond the reasonable control of the Sponsor impairs the integrity or proper functioning of the promotion, as determined by Sponsor in its sole discretion.11. GOVERNING LAW: Except where prohibited by law, this promotion is governed by US law and is subject to all applicable federal, state and local laws and regulations. Void where prohibited or restricted by law. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of Entrant and Sponsor in connection with this promotion, shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to the conflict of laws rules thereof, and any matters or proceedings which are not subject to arbitration as set forth in Arbitration Section of these Official Rules and/or for entering any judgment on an arbitration award, shall take place in the New York.12. DISPUTES: Except where prohibited by law: (a) As a condition of participating in this Promotion, Entrant agrees that any and all disputes which cannot be resolved between the parties, claims and causes of action arising out of or connected with this promotion, or any prize awarded, or the determination of winners shall be resolved individually, without resort to any form of class action exclusively by arbitration pursuant to the commercial arbitration rules of the American Arbitration Association, then effective; (b) Further, in any such dispute, under no circumstances will entrant be permitted to obtain awards for, and hereby waives all rights to claim punitive, incidental or consequential damages, or any other damages, including attorneys’ fees, other than entrant’s actual out-of-pocket expenses (e.g., costs associated with entering this promotion), and Entrant further waives all rights to have damages multiplied or increased; and (c) The arbitration shall be conducted in the State of New York, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Some jurisdictions may not allow the limitations or exclusions of liability for incidental or consequential damages, so the above may not apply to you. The invalidity or unenforceability of any provision herein shall not affect in any way the validity and enforceability of any other provision in these Official Rules.13. PRIVACY: The Sponsor is committed to maintaining your trust by protecting personal information we collect about you. Information collected from Entrants is subject to Sponsor’s Privacy Policy at http://villaonetequila.com/privacy/. By entering and participating in this Promotion, entrants agree that the Sponsor will, subject to local data privacy laws, collect and process such Entrants’ personal information for purposes of administering this Promotion.14. WINNER: The winner will be announced/posted on/about January 24, 2022 (or after the winner’s eligibility has been verified) at www.TheVillaOneExperience.com.SPONSOR:  VILLA ONE TEQUILA  S.P.I. Spirits (Cyprus) Limited, 196 Arch. Makarios III Ave, Limassol, 3030 Cyprus.  All Promotion queries can be directed to Maria@Noise.com.ADMINISTRATOR:  The Promotion Administrator is Marden-Kane, Inc., 575 Underhill Blvd. Suite 222, Syosset, NY 11791SIP  RESPONSIBLY. Stoli Group USA, LLC, New York, NY. © 2020. All rights reserved. ™ – trademarks of SPI Group S.à.r.l. This Promotion is in no way sponsored, endorsed or administered by, or associated with Instagram, YouTube or Vimeo.Copyright 2021 Marden-Kane Inc.  All rights reserved.  Entrants are hereby authorized to copy these Official Rules on the condition that it will be for the Entrant’s personal use only.