Effective Date: November 10, 2025

NO PURCHASE NECESSARY TO PLAY OR WIN.  PURCHASE WILL NOT INCREASE YOUR ODDS OF WINNING.

The Trade Refer-A-Friend Sweepstakes (the “Promotion”) is sponsored and operated by Seed Leaf Inc. d/b/a Trade (“Sponsor”).  By entering the Promotion, you agree to comply with and be bound by these Trade Refer-A-Friend Sweepstakes Rules (the “Contest Rules”).  Please review the Contest Rules carefully.  If you do not agree to the terms and conditions of the Contest Rules in their entirety, you are not permitted to enter the Promotion.  

ELIGIBILITY:

The Promotion is open only to individuals who are citizens or lawful permanent residents of, and living in, the United States, who are eighteen (18) years of age or older and that can enter into legally binding contracts under applicable law.  The Promotion is expressly void in Puerto Rico, Guam and where otherwise prohibited by law. 

Employees, officers and directors of Sponsor, its parent, subsidiaries and affiliated companies, and each of their legal representatives, advertising, promotional, fulfillment and marketing agencies, and their immediate families (and those living in their respective households), are not eligible to participate or claim the Prize (as defined below) in the Promotion.  Entrants wishing to obtain a copy of these Contest Rules may request a printed copy by writing to: Trade Coffee, Attn: Refer-A-Friend Sweepstakes Rules, 9 E 40^th St., Fl 11, New York, NY 10016.  Participation constitutes each entrant’s full and unconditional agreement to Sponsor’s decisions, which are final and binding in all matters related to the Promotion. Winning the Prize is contingent upon fulfilling all requirements set forth herein.

LIMITED TIME ONLY: 

The Promotion period (“Promotion Period”) begins at 12:00:00 A.M. Eastern Standard Time (“EST”) on December 1, 2025, and ends at 11:59:59 P.M. EST on December 31, 2025.  Entries must be received prior to the expiration of the Promotion Period to be eligible to win the Prize.  

HOW TO ENTER:

            (a) Referral Entries.  A prospective entrant (each, a "Referrer") who wishes to earn a Referral Entry (as defined below) must have an active Sponsor account, and an active monthly subscription to Sponsor’s products.  In order to open a Sponsor account and purchase a subscription to Sponsor’s products, you must go to www.drinktrade.com (the “Main Site”) and complete the account registration process. In order to complete the account registration process and purchase a subscription for Sponsor products, each prospective entrant must submit the entrant’s: (i) full name; (ii) mailing/billing address; (iii) e-mail address; (iv) credit/debit card information, bank account information for ACH payments, or other payment method information; and (v) any other information requested on the Promotion entry form (collectively, “Site Registration Data”). 

Upon obtaining an account and purchasing a subscription for Sponsor Products, you can enter the Promotion by obtaining a referral link from the Refer-A-Friend web page located at: www.drinktrade.com/pages/refer-a-friend (the “Refer-A-Friend Page,” and together with the Main Site, the “Site”), and obtain a referral code and a referral link (collectively, “Referral Link”) that can be utilized to refer prospective new Sponsor customers via e-mail, Social Media Websites (as defined below) or other methods permitted by applicable law.  Each Referrer will receive an entry (each, a “Referral Entry”) for the first unique person ("Referral") who clicks on that Referrer’s Referral Link and completes a purchase of Sponsor products during the Promotion Period, which purchase is not subsequently canceled prior to the initial billing for same, or refunded thereafter.  Already-existing Sponsor customers, and/or individuals that had previously purchased Sponsor products at any time, will not count as Referrals.  Limit: Each entrant may receive only one (1) Referral Entry, and any Referral Entry(ies) generated by the same individual in excess of the one (1) Referral Entry limit will be discarded.

IMPORTANT: REFERRALS MUST CLICK THROUGH THE REFERRAL LINK IN ORDER FOR THE REFERRER TO EARN A REFERRAL ENTRY.  IF A PROSPECTIVE REFERRAL DOES NOT ACCESS THE SITE VIA THE REFERRAL LINK IN CONNECTION WITH THAT PROSPECTIVE REFERRAL’S SPONSOR PRODUCT PURCHASE, THAT PROSPECTIVE REFERRAL SHALL NOT BE CONSIDERED A REFERRAL AND THE PROSPECTIVE REFERRER WILL NOT RECEIVE A REFERRAL ENTRY.   

NO ENTRANT IS PERMITTED TO OPEN ANY ADDITIONAL, SEPARATE EMAIL ACCOUNTS, OR OTHERWISE GENERATE ENTRIES, UNDER ALIASES IN ORDER TO EARN ADDITIONAL REFERRAL ENTRIES IN CONNECTION WITH THOSE ADDITIONAL EMAIL ACCOUNTS (“INVALID REFERRAL”).

SPONSOR RESERVES THE RIGHT TO INVALIDATE ANY PROSPECTIVE REFERRAL AND/OR ANY ASSOCIATED REFERRAL ENTRIES WHERE SPONSOR DETERMINES, IN ITS SOLE AND ABSOLUTE DISCRETION, THAT THE REFERRAL IS AN INVALID REFERRAL, WAS GENERATED USING ANY FRAUDULENT OR DECEPTIVE METHOD, WAS GENERATED IN BAD FAITH OR WAS OTHERWISE GENERATED IN VIOLATION OF THESE CONTEST RULES.

In addition to, and without limiting, any and all obligations and restrictions set forth in these Contest Rules, you agree to the following “Referrer Requirements” in connection with your attempt to generate Referrals:

              (i)  Your activities in connection with generating Referrals (“Referral Activities”), and the text, images, content and other materials used by you in connection with same (“Creative”), must: (A) comply with the  Trade Coffee™ Referral Program Rules, in their entirety; (B) comply with all applicable federal and state laws, rules and regulations including, without limitation, the CAN-SPAM Act of 2003, as amended, and the Federal Trade Commission’s report entitled, “Protecting Consumer Privacy in an Era of Rapid Change: Recommendations for Businesses and Policymakers,” as amended; (C) not infringe upon any third party intellectual property or other proprietary rights; and (D) comply with the Federal Trade Commission Guidelines Concerning the Use of Endorsements and Testimonials and Native Advertising: A Guide for Businesses by including any necessary caveats and disclaimers including prominent disclosures that you stand to gain Entry in the Promotion where a prospective Referral purchases Sponsor products.

           (ii)  Sponsor reserves the right to terminate your participation in the Promotion and invalidate any Entry and/or Prize awarded to you for any Prohibited Conduct.  For purposes of these Contest Rules, “Prohibited Conduct” is defined as those instances where you engage in any of the following: (A) any Referral Activities via facsimile or telemarketing; (B) violations of the terms of service of, or Abusing, social media websites, such as Facebook®, Instagram®, LinkedIn®, Pinterest® or X® (collectively, “Social Media Websites”) in connection with your Referral Activities (for purposes of these Contest Rules, “Abuse” shall mean spamming, sending any unsolicited mass mailing or instant messaging, using Social Media Websites for commercial purposes, making any automated use of systems, such as using scripts to send bulletins or other communications, or any other activity that violates the applicable terms of service); (C) any unlawful activity; (D) any fraudulent or deceptive activity; and/or (E) any conduct that Sponsor reasonably objects to.

           (iii)  You shall not place any Creative in, on or through any e-mail messages or online venue that contains, promotes, references or has links to: (A) web pages with no content; (B) profanity, sexually explicit material, hate material, material that promotes violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation, age or family status, or any other material deemed unsuitable or harmful to the reputation of Sponsor; (C) piracy (of software, videos, audio/music, books, video games, etc.) hacking/cracking/phreaking, emulators/ROMs, or distribution of copyrighted materials; (D) illegal activities or advice; (E) deceptive acts or practices; (F) violations of the rights of others, such as intellectual property or privacy rights; (G) personal web pages, free hosted pages or venues under construction; or (H) activities generally understood as Internet abuse including, but not limited to, the sending of unsolicited bulk electronic mail.

  

           (b) Alternative Means of Entry.  As an alternative means of entry in the Promotion, prospective entrants may submit an electronic mail (“e-mail”) entry that contains the AMOE Registration Data, as defined below (each, an “AMOE Entry E-mail”).  Where an entrant properly submits an AMOE Entry E-Mail, that entrant shall receive one (1) entry in the Promotion (each, an “AMOE Entry,” and together with the Referral Entries, the “Entries”).  To complete an AMOE Entry E-mail, entrants must include “Trade Refer-A-Friend Sweepstakes” within the subject line of the email, as well as their full name and date of birth (collectively, “AMOE Registration Data”).  Subject to any limitations, terms and conditions set forth in these Contest Rules, upon submitting a valid AMOE Entry E-mail, entrants will each receive one (1) entry in the Promotion (each, an “AMOE Entry,” and together with the Referral Entries, the “Entries”).  Entrants must send their AMOE email to: support@drinktrade.com Entries must be received by Sponsor no later than 11:59:59 p.m. EST on December 31, 2025 to be entered in the Prize drawing.  Any improperly submitted AMOE Entry E-mails (i.e., any potential AMOE Entry E-mail having invalid or incomplete AMOE Registration Data) will be VOID.  Limit: Each entrant may receive only one (1) AMOE Entry in the Promotion, and any AMOE Entry(ies) submitted by the same individual in excess of that AMOE Entry limit will be discarded.

           (c) Entry Limits/General Provisions.  Entrants who are potential Prize winners may be required to provide some or all of the following: (a) Social Security Number; (b) picture proof of identification, which may include a driver’s license, passport, voting card or similar government issued identification; and (c) any other information requested by Sponsor in connection with the Prize verification/award process (“Prize Winner Data,” and together with the Site Registration Data and AMOE Registration Data, the “Registration Data”).  Entrants must update their Registration Data, as necessary, to remain eligible to receive the Prize. You may submit either one (1) Referral Entry or one (1) AMOE Entry during the Promotion Period, but not both, or more than one (1) of either category.  Any Entries submitted in excess of this limitation will be discarded.  Multiple individuals are not permitted to share the same email address.  Any attempt by any individual to obtain more than the permitted number of Entries by using multiple/different e-mail addresses, mobile devices, identities, registrations, user-names, or any other method, will void all of that individual’s Entries and that individual will be disqualified from participating in the Promotion. Without limiting the foregoing, any attempt by any individual to obtain Entries via any automated system (including bots, computer scripts, software-based methods, programmed methods, script, macro or other automated means) is prohibited and will result in disqualification.  Sponsor reserves the right to reject any Entry that it believes, in its sole discretion, is fraudulent, incomplete or otherwise invalid.  None of the Covered Parties (as defined below) are responsible for Entries, Promotion-related e-mail, Promotion-related push notifications, claims or notices that are lost, late, illegible, misdirected, damaged, incomplete or incorrect.  By entering the Promotion, and where you have otherwise provided the requisite consent, you agree to receive e-mail and direct mail marketing messages from Sponsor and its marketing partners, subject to the Sponsor Privacy Policy.  For a copy of the Sponsor privacy policy, please Click Here. 

IDENTIFICATION OF ENTRANTS:  

Each Entry will be identified by the applicable entrant’s e-mail address, as collected and stored in the Promotion Database.  For purposes of these Contest Rules, the “Promotion Database” is defined as the entire list of valid Entries generated during the Promotion Period.  Sponsor will stop accepting Subscription Entries at 11:59:59 P.M. EST on December 31, 2025, and stop accepting AMOE Entries at 11:59:59 P.M. EST on December 31, 2025.

HOW TO WIN A PRIZE:

Within seven (7) days of the end of the Sweepstakes Period, Sponsor will randomly select one (1) winner from the database of Entries (collectively, “Winner Selection”).  The potential Prize winner will be notified via e-mail within five (5) days after Winner Selection.

PRIZE WINNER VERIFICATION AND ELIGIBILITY:

The potential Prize winner shall be subject to eligibility verification.  The potential Prize winner must comply with these Contest Rules.  Failure to do so may result in forfeiture of the Prize, in its entirety. The potential Prize winner will be required to provide Prize Winner Data and execute a notarized Affidavit of Eligibility and Liability/Publicity Release (“Affidavit”), and return such Affidavit within five (5) days following attempted notification.  In addition, the potential Prize winner may be required to provide picture proof of identification, which may include a driver’s license, passport, voting card or similar government issued identification, and proof that she/he/they is the entrant that submitted the applicable winning Entry.  

Non-compliance by a potential Prize winner within this time period may result in forfeiture of the Prize, with an alternative potential Prize winner selected.  The return of a Prize notification as undeliverable may result in forfeiture of the Prize.  In no case shall Sponsor be liable in any manner where a potential Prize winner has not received notification sent from Sponsor or where Sponsor fails to receive a response from a potential Prize winner within the required response period.  The winning Entry, as well as the associated information of the potential Prize winner, must identically match the records maintained by Sponsor in order for the Prize to be awarded.  In the event of a dispute, the information maintained by Sponsor will govern.  Entries will be deemed made by the person under whose e-mail address the Entry was submitted, regardless of who actually submitted the Entry.

PRIZE DESCRIPTION:

           (a) Prize.  The Prize winner will receive Five Hundred Dollars ($500.00) worth of credit that can be used, exclusively, to purchase Sponsor products on the Site (collectively, the “Prize”).

           (b) Prize Approximate Retail Value.  The approximate retail value (“ARV”) of the Prize is Five Hundred Dollars ($500.00).  

           (c) Prize Terms and Conditions.  The specific elements of the Prize shall be determined in the sole and exclusive discretion of Sponsor.  The Prize has no independent monetary value other than for purchases of Sponsor products by and through the Site, and may not be redeemed for cash. The Sponsor credit that comprises the Prize is not transferable and may not be auctioned, traded, bartered or sold.  Some additional restrictions may apply.     

           (d) Force Majeure.  The Covered Parties are not responsible or liable to any entrant or potential Prize winner (or any person claiming through such entrant or potential Prize winner) for failure to supply the Prize or any part thereof, by reason of any acts of God, any action, regulation, order or request by any governmental or quasi-governmental entity (whether or not the action, regulation, order or request proves to be invalid), equipment failure, threatened terrorist acts, terrorist acts, air raid, blackout, act of public enemy, earthquake, volcanic eruption, war (declared or undeclared), fire, flood, COVID-19 or any virus, disease and/or pandemic, as well as any private sector or governmental response thereto, explosion, unusually severe weather, hurricane, embargo, labor dispute or strike (whether legal or illegal), labor or material shortage, transportation interruption of any kind, work slow-down, civil disturbance, insurrection, riot, or any other cause beyond the sole control of Sponsor.

ODDS OF WINNING A PRIZE: 

The odds of winning the Prize depend on the number of entrants in the Promotion Database at the conclusion of the Promotion Period. The odds of winning the Prize can be calculated by dividing one (1) by the number of entrants in the Promotion Database.

PRIVACY STATEMENT: 

For a thorough recital of the Sponsor Privacy Policy, please Click Here.  To the extent that the Sponsor Privacy Policy is in conflict or inconsistent with these Contest Rules as they pertain to the Promotion, these Contest Rules shall take precedence.

WINNER LIST: 

To request written confirmation of the Prize winner, send a self-addressed stamped envelope to: Trade Refer-A-Friend Sweepstakes Winner List, 9 E 40^th St., Fl 11, New York, NY 10016. 

TAX INFORMATION: 

Federal, state and local taxes, and all similar fees and assessments, are the responsibility of the Prize winner.  Sponsor reserves the right to withhold taxes from the winning Prize, as appropriate.  

NO SUBSTITUTION OF WINNER: 

The Prize is non-transferable, and no substitution or transfer of the Prize will be accommodated or permitted other than as expressly set forth herein or in the sole discretion of Sponsor.  Sponsor reserves the right to substitute the Prize, or any portion thereof, for a substitute of equal or greater value for any reason.  

PUBLICITY: 

Other than for residents of the State of Tennessee and where otherwise prohibited by law, Promotion entry constitutes permission for Sponsor to reproduce, display, perform, distribute and otherwise use each entrant’s name and/or likeness in connection with promoting Sponsor and/or its products, services and offerings in any and all forms of marketing and promotional material including, without limitation, email marketing, online ads, social media ads/announcements, as well as printed extracts and reproductions of any portion thereof. 

RELEASE: 

By entering the Promotion, each entrant agrees to release and hold harmless Sponsor, its representatives, affiliates, subsidiaries, parents, agents, and their respective shareholders, officers, directors, employees and agents (collectively, “Covered Parties”) from and against any and all liability for any injuries, loss or damage of any kind arising from, or in connection with, the Promotion (including the Prize) including, but not limited to, liability arising from copyright infringement, improper use of likeness, damages or monetary loss.  Restrictions, conditions and limitations apply.  By entering, each entrant further agrees that, in the event that there is any conflict or other inconsistency between the Contest Rules and any advertisements, promotional or marketing materials, e-mails or announcements relevant to the Promotion, these Contest Rules will govern.

CHOICE OF LAW/DISPUTE RESOLUTION/CLASS ACTION:

These Contest Rules shall be treated as though they were executed and performed in New York, New York and shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflict of law principles) and any proceeding arising in connection with the Agreement may only be brought under the statutes and common law of the State of New York.  The parties (and Covered Parties) hereby agree to arbitrate all claims that may arise under and/or relate to the Promotion and/or these Contest Rules.  Without limiting the foregoing, should a dispute arise between the parties/any Covered Parties including, without limitation, any matter concerning the Promotion, the Prize, the terms and conditions of these Promotion Rules or the breach of same by any party hereto: (a) the parties/Covered Parties agree to submit their dispute for resolution by arbitration before JAMS (“JAMS”) in New York, NY, in accordance with the then current General Arbitration Rules & Procedures of JAMS; provided, however, that Sponsor reserves the right to require that any and all claims be combined and conducted under the JAMS Mass Arbitration Procedures and Guidelines where there are seventy-five (75) or more arbitration demands pending against Sponsor and/or any Covered Party that are similar to the demand for arbitration submitted by you; and (b) you agree to first commence a formal dispute proceeding by completing and submitting an Initial Dispute Notice which can be found here.  The Covered Party(ies) named in your Initial Dispute Notice (collectively, the “Named Parties”) may choose to provide you with a final written settlement offer after receiving your Initial Dispute Notice (“Final Settlement Offer”).  If the applicable Named Party(ies) provide(s) you with a Final Settlement Offer and you do not accept it, or such Named Party(ies) cannot otherwise satisfactorily resolve your dispute and you wish to proceed, you must submit your dispute for resolution by arbitration before JAMS, in your county of residence, by filing a separate Demand for Arbitration, which is available here.  For claims of Ten Thousand Dollars ($10,000.00) or less, you can choose whether the arbitration proceeds in person, by telephone or based only on submissions.  If the arbitrator awards you relief that is greater than the applicable Final Settlement Offer, then the Named Party(ies) will pay all filing, administration and arbitrator fees associated with the arbitration and, if you retained an attorney to represent you in connection with the arbitration, the Named Party(ies) will reimburse any reasonable attorneys' fees that your attorney accrued for investigating, preparing and pursuing the claim in arbitration. Any award rendered shall be final and conclusive to the parties and a judgment thereon may be entered in any court of competent jurisdiction.  Although the Named Party(ies) may have a right to an award of attorneys' fees and expenses if Named Party(ies) prevail(s) in arbitration, the Named Party(ies) will not seek such an award from you unless the arbitrator determines that your claim was frivolous. 

To the extent permitted by law, and other than where compelled to do so by Sponsor as set forth above, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against any of the Covered Parties.  You agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. You agree to pay the attorney's fees and court costs that any Covered Party incurs in seeking such relief. This provision preventing you from bringing, joining or participating in class action lawsuits: (i) does not constitute a waiver of any of your rights or remedies to pursue a claim individually and not as a class action in binding arbitration as provided above; and (ii) is an independent agreement. You may opt-out of these dispute resolution provisions by providing written notice of your decision within thirty (30) days of the date that you first enter the Promotion.

   

DISQUALIFICATION:

The Covered Parties are not responsible for lost, interrupted or unavailable network server or other connections, miscommunications, failed telephone or computer transmissions or technical failure, lost Entries, jumbled, scrambled or misdirected transmissions, or other error of any kind, whether human, mechanical or electronic.  Persons found tampering with or abusing any aspect of the Promotion, as solely determined by Sponsor, will be disqualified.  If disqualified for any of the above reasons, Sponsor reserves the right to terminate entrant’s eligibility to participate in the Promotion.  In the event that any portion of the Promotion is compromised by technical error, virus, bugs, non-authorized human intervention or other causes beyond the control of Sponsor which, in the sole opinion of Sponsor, corrupts or impairs the administration, security, fairness or proper determination of the Promotion, Sponsor reserves the right, in its sole discretion, to suspend or terminate the Promotion or any part of the Promotion, or any combination of the above.  The Covered Parties are not responsible for any problem with Entries generated by computer hardware or software malfunction, error or failure, whatever the cause.  

INDEMNIFICATION: 

You agree to release, indemnify and hold the Covered Parties harmless from and against any and all claims, expenses (including reasonable attorneys' fees, costs and settlement costs), damages, suits, costs, demands and/or judgments whatsoever, made by any third party due to or arising out of: (a) your improper and/or unauthorized participation in the Promotion; (b) your breach of these Contest Rules; and/or (c) your violation of any rights of another individual and/or entity.  The provisions of this paragraph are for the benefit of the Covered Parties.  Each of these individuals and entities shall have the right to assert and enforce these provisions directly against you on its own behalf.

LEGAL WARNING: 

Any attempt by any individual, whether or not an entrant, to damage, destroy, tamper with or vandalize the Site and/or associated technology, or otherwise interfere with the operation of the Promotion, is a violation of criminal and civil law and Sponsor will diligently pursue any and all remedies in this regard against any offending individual or entity to the fullest extent permissible by law and in equity.