TERMS OF SERVICE

Last Updated: 16th of April, 2025.

OVERVIEW

This website is operated by BIOptimizers. Throughout the site, the terms “we”, “us” and “our” refer to BIOptimizers. BIOptimizers offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our site and/or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/or contributors of content.

Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.

Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.

SECTION 1 – ONLINE STORE TERMS

By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.

You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

You must not transmit any worms or viruses or any code of a destructive nature.

A breach or violation of any of the Terms will result in an immediate termination of your Services.

No Resale. This product is provided for your use only (unless otherwise specifically stated or agreed upon) and you agree not to reproduce, duplicate, copy, sell, transfer, trade, resell, re-provision, redistribute on any platform (including examples of Amazon, Walmart.com, etc) the product, or any portion of the product.

Products purchased directly from BIOptimizers or an authorized retailer are provided with a 100% satisfaction guarantee. Unfortunately, we cannot guarantee products that have been handled by distributors outside of our carefully selected network of partners. You may contact our help desk at +1 (800) 719-2467 Mon - Fri 10 AM to 8 PM EST or [email protected] within 365 days of the original order date for 100% refund of the product purchase price (excluding any shipping and handling charges) and obtain an RMA (Return Mailing Authorization) number and shipping instructions to return any unopened product. RMAs (Return Mailing Authorization) are only available to customers returning items within the 48 contiguous United States, Alaska, and Hawaii.

SECTION 2 – GENERAL CONDITIONS

We reserve the right to refuse service to anyone for any reason at any time.

You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.

The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

SECTION 3 – ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION

We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.

This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.

SECTION 4 – MODIFICATIONS TO THE SERVICE AND PRICES

Prices for our products are subject to change without notice.

We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.

We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.

SECTION 5 – PRODUCTS OR SERVICES (if applicable)

Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy.

We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor’s display of any color will be accurate.

We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited.

We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.

SECTION 6 – ACCURACY OF BILLING AND ACCOUNT INFORMATION

We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.

You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.

For more detail, please review our Returns Policy.

SECTION 7 – OPTIONAL TOOLS

We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.

You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.

Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).

We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.

SECTION 8 – THIRD-PARTY LINKS

Certain content, products and services available via our Service may include materials from third-parties.

Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.

We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

SECTION 9 – USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS

If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, ‘comments’), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.

We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.

You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.

SECTION 10 – PERSONAL INFORMATION

Your submission of personal information through the store is governed by our Privacy Policy. To view our Privacy Policy.

SECTION 11 – ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).

We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

SECTION 12 – PROHIBITED USES

In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

SECTION 13 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.

We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.

You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.

You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.

In no case shall BIOptimizers, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.

SECTION 14 – INDEMNIFICATION

You agree to indemnify, defend and hold harmless BIOptimizers and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.

SECTION 15 – SEVERABILITY

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

SECTION 16 – TERMINATION

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.

These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.

If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

SECTION 17 – ENTIRE AGREEMENT

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).

Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

SECTION 18 – GOVERNING LAW

These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the state of Nevada, USA.

SECTION 19 – CHANGES TO TERMS OF SERVICE

You can review the most current version of the Terms of Service at any time at this page.

We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

SECTION 20 – CONTACT INFORMATION

Questions about the Terms of Service should be sent to us at [email protected].

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BIOptimizers Loyalty Program Terms & Conditions

PLEASE CAREFULLY REVIEW THESE TERMS AND CONDITIONS, AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, INCLUDING THE REQUIREMENT FOR MANDATORY ARBITRATION, THE PROHIBITION OF CLASS ACTION, AND THE WAIVER OF THE RIGHT TO A JURY TRIAL.

The BIOptimizers Loyalty Program (the "Program") is a loyalty program sponsored by and operated by BIOptimizers USA, Inc., a Nevada corporation (“BIOptimizers”, “we”, “our”, or “us”). The following terms and conditions (these “T&C”) govern your membership in the Program.

We may periodically update or amend these T&C in our sole discretion. It is your responsibility to regularly check this webpage (https://bioptimizers.com/terms-and-conditions/) for any updates to the Program or the T&C. Any modifications to these T&C will supersede and replace prior versions. If these T&C are updated, any changes will apply to all members of the Program (“Members”), including Members who enrolled in the Program before we post such update, except as may be prohibited by law. No changes to these T&C will apply retroactively unless specified.

BIOPTIMIZERS RESERVES THE RIGHT TO CHANGE THESE T&C, IN WHOLE OR IN PART, AT ANY TIME WITHOUT NOTICE, EVEN THOUGH CHANGES MAY AFFECT THE BENEFITS AVAILABLE TO MEMBERS AND/OR THE VALUE OF THE BIOBUCKS (DEFINED BELOW) ALREADY ACCUMULATED BY A MEMBER. YOUR MEMBERSHIP REGISTRATION, ACCOUNT LOGIN, BIOBUCKS USAGE, OR ANY FORM OF PARTICIPATION IN THIS PROGRAM CONSTITUTES YOUR AGREEMENT TO THESE T&C AND OUR PRIVACY POLICY AT https://bioptimizers.com/privacy-policy-2/.

1. Membership Eligibility

The Program is a loyalty rewards program available exclusively to individuals who are BIOptimizers customers residing in the United States of America and who are at least 18 years old or the age of majority in their jurisdiction of residence in the United States of America. Membership in the Program (“Membership”) is limited to one account per individual. Employees, officers, directors, managers, agents, and representatives of BIOptimizers and its affiliates are eligible for Membership, though some promotions may not be available to them in our sole discretion. The Program is currently offered in the English language only.

2. Program Enrollment

Program enrollment is available only online at www.bioptimizers.com (the “Website”).

Each applicant will be required to provide their first name, last name, and e-mail address. BIOptimizers may require additional information or verification in connection with your application. In order for us to provide you with a more personalized Program, you may also be asked to provide other information about yourself, but please note that any information other than first name, last name, and email address is entirely optional.

BIOptimizers may enroll you automatically in the Program if you previously provided BIOptimizers with your email address. If at any time you do not wish to remain enrolled in the Program, you can easily un-enroll by contacting BIOptimizers Customer Support (“Customer Support”) by email at [email protected], by mail at 5470 Kietzke Lane, Suite 300 Reno, NV 89511, or by telephone toll-free at +1 (800) 719-BIOP or +1 (800) 719-2467 (collectively, the “Contact Methods”). Please note that unenrolling from the Program does not by itself constitute a request for account deletion or data deletion under applicable data privacy laws.

NO PURCHASE IS NECESSARY FOR MEMBERSHIP IN THE PROGRAM. The Program is void where prohibited by law. Similar customer loyalty programs or initiatives may be offered by affiliates, partners, or distributors of BIOptimizers. Please note that Membership in our Program does not make you a member of or confer any rights or benefits in the program of any other such affiliate, partner, or distributor of BIOptimizers.

It is the duty of each Member to maintain current and correct personal information regarding their account under the Program (“Account”). For details on the Program, to review Account activity, or to update profile preferences and contact information, Members should login to their Account. Additionally, information on the Program and your Account can be obtained by contacting BIOptimizers Customer Support through any of the Contact Methods listed in this section above.

As part of your Membership setup, you will be required to select a password to access your Account online. You are solely responsible for maintaining the confidentiality of these login credentials, and you are solely responsible for all use of your login credentials to access your Account, whether authorized by you or not. We strongly recommend that you log out of your Account when not in use. You agree to notify us immediately of any unauthorized use of your password or any other breach of Account security. Any attempt by individuals, including Members, to access any restricted areas of the Program without authorization may be subject to prosecution or other legal action. The collection and use of any information you provide to us during registration or participation in the Program will be governed by our Privacy Policy at https://bioptimizers.com/privacy-policy-2/, as may be revised or amended by us at any time.

3. Communications

When you enroll in the Program, you consent to receive (a) transactional emails about your Account and the Program; and (b) marketing and promotional emails from BIOptimizers and/or its affiliates or partners. Members may not unsubscribe from receiving transactional emails regarding the Program. Members have the option to withdraw their consent and unsubscribe from BIOptimizers and/or affiliate or partner marketing and promotional emails at any time via the unsubscribe link in that email. Members can also unsubscribe from marketing and promotional email by contacting BIOptimizers Customer Support through any of the Contact Methods listed above.

4. Offers

You may receive various offers during your Membership. These offers may include discounts, opportunities to earn additional BIObucks, special birthday rewards, and reduced shipping costs, among other promotions. Please note these offers will be subject to additional details, exclusions, and terms. In addition, as a Member, you may receive other opportunities, such as early notification about upcoming events and sales, notification of new products, and personalized recommendations.

5. Earning BIObucks

Members may earn BIObucks on eligible purchases made through the Website under their Account. Subject to these T&C, for recurring subscription purchases, also referred to as Subscribe N’ Save purchases, Members will receive BIObucks equal to one and one-half percent (1.5%) of the total dollar amount spent, and for all other eligible purchases, Members will receive BIObucks equal to one percent (1%) of the total dollar amount spent. For example, if a Member spends $200 on an eligible purchase transacted through the Website under their Account, if such purchase is a recurring subscription, the Member would earn three (3) BIObucks, and if such purchase is not a recurring subscription, the Member would earn two (2) BIObucks. Notwithstanding the foregoing, the allocation and value of BIObucks: (a) are at the sole discretion of BIOptimizers; (b) are subject to change without notice; and (c) can differ based on various activities and promotional efforts. BIObucks cannot be earned on purchases (i) made before a Member enrolls in the Program, or (ii) completed under “guest” checkout on the Website, or (iii) conducted by any method or means not through the Website under the Member’s Account, including but not limited to purchases made via third-party retailers or distributors.

Members may also earn BIObucks by referring certain new customers who make an eligible purchase through the Website using the Member’s unique referral link. New customers are defined as individuals who have (a) never made a purchase through the Website at any time prior to using the Member’s unique referral link, or (b) not placed an order through the Website since January 1, 2023. Referrals must be genuine referrals to new customers who are separate individuals from the referring Member. Self-referrals or attempts to earn BIObucks by creating multiple accounts are strictly prohibited. For a successful referral, if the new customer makes a recurring subscription purchase using the unique referral link, the Member will receive fifteen (15) BIObucks, and if the new customer makes a one-time purchase, the Member will receive ten (10) BIObucks. Referral links are valid for thirty (30) days. Referrals of anyone who does not qualify as a new customer as set forth above is not eligible for referral-based BIObucks. There is no limit to the number of new customers Members can refer, but BIObucks earned through qualifying referrals are limited solely to the referred customer’s first eligible purchase through the Website using the Member’s unique referral link. Any misuse of the referral program or process, including fraudulent referrals or attempts to manipulate referral earnings, may result in immediate termination of the Member’s account and forfeiture of all accumulated BIObucks.

The dollar amount for the purpose of calculating the total BIObucks earned from a purchase – whether made through the Website under the Member’s Account or by new customers using the Member’s unique referral link – is on the actual dollars spent at checkout, less all taxes, fees, delivery charges, rebates, or other excluded charges. Members do not earn BIObucks for the amount of any BIObucks or coupons used or discounts applied to a purchase. Other exclusions and limitations may apply.

BIObucks earned will be credited to a Member’s Account within approximately 48 hours after the corresponding order has been shipped, subject to potential delays caused by system or technical issues. BIOptimizers is not responsible for such delays, but will use reasonable efforts to resolve any issues as soon as practicable. BIOptimizers is the final authority on accrual and crediting of BIObucks, and reserves the right to deny or revoke BIObucks at any time if BIOptimizers determines they were improperly or mistakenly obtained, accrued, or credited. BIOptimizers has the right, in its full and final discretion, to cap the total number of BIObucks a Member can accumulate on a given periodic basis, such as per month or year.

6. BIObucks Expiration, and Non-Transferability

If you return any product, the BIObucks earned from the purchase of that product may be adjusted or forfeited at the discretion of BIOptimizers. Adjustments will be determined on a case-by-case basis, taking into account the nature and reason for the return. In the event of an adjustment that results in a negative BIObucks balance, Members can earn additional BIObucks through eligible purchases or other authorized activities to restore a positive balance.

Unless prohibited by law, all BIObucks will be automatically forfeited upon termination of the Program or cancellation or termination of either the Member’s Account or Member’s participation in the Program. BIObucks cannot be earned by a Member after the Program is terminated or the Member’s participation in the Program has been terminated, regardless of whether such termination is by such Member or by BIOptimizers. Unless prohibited by law, BIOptimizers may at any time establish an automatic expiration period for BIObucks, such that all unused BIObucks expire within a certain period of time after their date of issuance.

Membership, Accounts, BIObucks, and offers are non-transferable, have no cash value, may not be purchased, and are not redeemable for cash under any circumstances except as required by law. Accumulated BIObucks and offers do not constitute property of the Member. Accumulated BIObucks and offers are not transferable by the Member upon death, as part of a domestic relations matter, or otherwise. BIObucks and other benefits might be subject to taxation where required by applicable law. Accrual and redemption of BIObucks are void where prohibited by applicable laws or regulations and are subject to change as may be necessary to comply with such laws or regulations. Individuals or entities using the Program for profit or seeking to profit are not eligible to become Members or to accumulate BIObucks.

7. BIObucks Usage and Exclusions

BIObucks can be used only at www.bioptimizers.com. BIObucks may not be used with any affiliates or partners of BIOptimizers, or with any third-party stores, wholesalers, distributors, or retailers that may sell BIOptimizers products, whether brick-and-mortar or online.

To use your BIObucks, you must login to your Account and apply them during the checkout process through the Website to reduce the amount payable at checkout. If the price of the product(s) you wish to purchase at checkout is more than the total BIObucks in your account permitted to be applied toward such purchase, you will need to pay for the remaining cost of such product(s).

Unless prohibited by law, BIOptimizers may at any time establish an automatic expiration period for BIObucks, such that all BIObucks expire within a certain period of time after their date of issuance. Members may be notified of additional eligible and ineligible products at the point of checkout. BIOptimizers reserves the right to impose further exclusions and limitations related to BIObucks as it deems necessary or advisable.

8. No Resale of Products Obtained Under the Program

Products purchased or obtained under the Program are solely for personal use of Members. Members are prohibited from reselling any product purchased or obtained under the Program, whether those items were purchased with BIObucks or to earn BIObucks. In the event a Member engages in the resale of any product purchased or otherwise obtained through the Program, BIOptimizers reserves its rights to take any and all actions it deems necessary to address such violation, including, but not limited to, terminating the Member’s Membership and forfeiture of the Member’s BIObucks accrued in the Program.

9. Cancellation

Members can terminate their Membership by notifying BIOptimizers Customer Support through any of the Contact Methods listed above. BIOptimizers, in its sole discretion, reserves the right to cancel any Membership at any time, with or without notice. Cancellation of Membership will result in forfeiture of all BIObucks you’ve accumulated. Members who cancel voluntarily may not re-activate their previous Account but are eligible to open a new Account, without the benefit of the previously accumulated BIObucks.

You may not earn BIObucks after cancellation, nor use BIObucks after cancellation. Please be aware that, in some cases, you may continue receiving messages, including messages that were scheduled for delivery prior to cancellation, for a brief period of time after you cancel your Membership.

10. Changes, Termination, Removal from Program

BIOptimizers may, in its sole discretion, alter, limit, or modify any aspect of the Program, including its rules, benefits, Membership eligibility, or any other feature of the Program (including assigning any of its obligations to customers under the Program at any time to another person or entity, without recourse), or may terminate the Program any time at its sole discretion, by posting any such changes on the Website.

BIOptimizers reserves the right to exclude any individual from participation in the Program at any time and for any reason without incurring liability. Any abuse of the Program, non-compliance with these T&C or any other terms of the Program, any misrepresentation or any conduct detrimental to the interests of BIOptimizers, including without limitation any attempt by you to earn BIObucks or use BIObucks fraudulently or through other than legitimate channels or tamper with the BIObucks earning or usage process, or your violation of applicable law, may in each case result in revocation of your Membership and future disqualification from participation and forfeiture of all BIObucks earned under the Program. If your Membership is revoked or otherwise canceled, any BIObucks in your account will be automatically forfeited and expire. In connection with the enforcement of any of these T&C governing the Program, BIOptimizers reserves the right to take appropriate legal action, as it deems necessary, and to recover damages, attorneys' fees, and court costs. The failure to exercise or enforce any right hereunder or any other provision of this T&C shall not constitute a waiver of such right or provision unless acknowledged and agreed to by BIOptimizers in writing.

11. Legal Terms

11.1 Entire Agreement. These T&C, and any other documents and policies referenced herein, constitute the complete and exclusive understanding between BIOptimizers and Member relating to the subject matter hereof and supersedes any prior versions of these T&C as well as all prior or contemporaneous understandings, agreements, communications, and/or advertising with respect to such subject matter.

11.2 Proprietary Rights. You acknowledge that Program content (including but not limited to text, sound, photographs, graphics, button icons, digital downloads, data compilations (including Member and BIOptimizers information), logos, or other material contained in any BIOptimizers communication, advertisement, or message, whether by BIOptimizers or its advertisers), information about BIOptimizers and its products and services, copyrights, trademarks, service marks, trade names, and software are protected by copyright, trademark, service marks, patents, and/or other proprietary rights and laws; therefore, any such content may be displayed solely for your personal, non-commercial use. You agree not to modify, reproduce, retransmit, distribute, disseminate, sell, publish, broadcast, or circulate any such material without the written permission of BIOptimizers or its appropriate affiliate or licensor. BIOptimizers does not license any sponsor, advertiser, partner, Member, or user to use any portion, or all, of the Program without our express prior written consent.

11.3 Notices. Notices given by BIOptimizers will be transmitted, in our sole discretion, by e-mail or postal mail to the physical addresses (if any) on file with your Account, or by general posting on the Website.

11.4 Waiver of Claims. Participation in the Program and any of its associated benefits is at the Member’s sole risk. The Program benefits are provided only on an “as is” and “as available” and “with all faults” basis. The Member hereby releases and waives any and all claims against BIOptimizers and its parents, subsidiaries, and affiliates, and each of their employees, directors, officers, managers, members, shareholders, agents, representatives, vendors, and contractors (collectively, the “Program Providers”) arising out of, or in connection with, the Member’s enrollment or participation in the Program, the availability or usage of BIObucks, the information available thereon, the modification or termination of this Program or any aspect of the Program.

11.5 Severability. If any provision of these T&C or portion of a provision is held to be unlawful, void, or for any reason unenforceable, that provision (or portion of the provision), to the extent required, will be severed from these T&C but such severance will not affect the validity and enforceability of the remaining provisions of these T&C.

11.6 Limitation of Liability. The Program Providers shall not be liable to Member or anyone else for any loss or injury, or any direct, indirect, incidental, consequential, special, punitive, or similar damages, including, but not limited to, loss of profits, goodwill, use, data, or other intangible losses, arising out of the Member’s (i) access or use of, or inability to access or use, the Program or the BIObucks, (ii) unauthorized access to or alteration of Member’s Program account data, including BIObucks, (iii) access or use of, or inability to access or use, information made available through the Program or arising out of any action taken in response to or as a result of any information available through the Program, or (iv) any other matter relating to the Program. In addition, BIOptimizers is not responsible, and assumes no liability, for any changes or discontinuances of goods or services from our suppliers, which may affect the availability of options for the accrual or usage of BIObucks. In no event will the Program Providers’ collective total liability to you for all damages, losses, or causes of action exceed $50 USD or the value of any used BIObucks that is subject to such damage, loss, or cause of action, whichever is greater.

11.7 Disclaimer of Warranties. The Program Providers expressly disclaim all warranties of any kind, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, or non-infringement, warranties related to the availability and use of BIObucks, and any warranties that the Program will be uninterrupted, timely, or error free, or that defects will be corrected. No advice or information, whether oral or written, obtained by a Member from or through the Program or BIOptimizers shall create any warranty not expressly made herein. BIOptimizers shall not be liable or responsible for any guarantees, warranties, or representations, if any, offered by advertisers, manufacturers of products, or suppliers of services. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental, consequential, or other damages. Accordingly, some of the above limitations and exclusions may not apply to you.

11.8 Indemnification. You agree to indemnify and hold the Program Providers harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of: (i) your participation in the Program, (ii) your use of any BIObucks, or (iii) your violation of these T&C, except to the extent such claims arise from BIOptimizers' own gross negligence or intentional misconduct. You understand, acknowledge, and agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Program or T&C must be filed within one (1) year after such claim or cause of action arose, or be forever barred.

11.9 Choice of Law; Jurisdiction. These T&C will be governed by and construed in accordance with the laws of the State of Nevada, without giving effect to any principles of conflicts of laws. A printed version of these T&C will be admissible in judicial and administrative proceedings based upon or relating to these T&C to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

11.10 General. Our failure to exercise or enforce any right or provision of these T&C shall not constitute a waiver of such right or provision by us. If any provision of these T&C is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of our T&C remain in full force and effect. By participating in the Program, you affirm that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these T&C, and to abide by and comply with these T&C.

11.11 Arbitration. PLEASE READ THIS SECTION REGARDING ARBITRATION VERY CAREFULLY. IT AFFECTS YOUR RIGHTS AND HOW CLAIMS THAT YOU AND BIOPTIMIZERS HAVE AGAINST EACH OTHER ARE RESOLVED.

This arbitration section of these T&C is deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act. You and BIOptimizers agree that we intend that this section satisfies the “writing” requirement of the Federal Arbitration Act. This section can only be amended by mutual agreement.

We believe that arbitration is a faster, more convenient, and less expensive way to resolve any disputes or disagreements that you may have with us. Therefore, pursuant to these T&C, if you have any dispute or disagreement with us regarding (i) your use of or interaction with the Program, (ii) any purchases or other transactions or relationships with BIOptimizers, or (iii) any data or information you may provide to BIOptimizers or that BIOptimizers may gather in connection with such use, interaction or transaction (collectively, “BIOptimizers Transactions or Relationships”), you will not have the right to pursue a claim in court, or have a jury decide the claim and you will not have the right to bring or participate in any class action or similar proceeding in court or in arbitration. You agree to resolve any disputes or claims arising out of or relating to your participation in the Program exclusively through binding arbitration, except where prohibited by law. However, this agreement does not limit your right to pursue claims through small claims court where applicable or to opt out of arbitration within thirty (30) days of enrollment in the Program by written notice to Customer Support by mail at the address set forth in above. By using or interacting with the Program, or engaging in any other BIOptimizers Transactions or Relationships with us, you agree to binding arbitration as provided below.

We will make every reasonable effort to informally resolve any complaints, disputes, or disagreements that you may have with us. If those efforts fail, by using our Program, you agree that any complaint, dispute, or disagreement you may have against BIOptimizers, and any claim that BIOptimizers may have against you, arising out of, relating to, or connected in any way with these T&C or any BIOptimizers Transactions or Relationships shall be resolved exclusively by final and binding arbitration (“Arbitration”) administered by JAMS or its successor (“JAMS”) and conducted in accordance with the JAMS Streamlined Arbitration Rules And Procedures in effect at the time the Arbitration is initiated or, if the amount in controversy exceeds $100,000, in accordance with the JAMS Comprehensive Arbitration Rules And Procedures then in effect (respectively, the “Applicable Rules”). The Applicable Rules can be found at www.jamsadr.com. If JAMS is no longer in existence, the Arbitration shall be administered by the American Arbitration Association or its successor (the “AAA”) instead, and conducted in accordance with the AAA Commercial Arbitration Rules in effect at that time (which shall be the “Applicable Rules” in such circumstances). If JAMS (or, if applicable, AAA) at the time the arbitration is filed has Minimum Standards of Procedural Fairness for Consumer Arbitrations in effect which would be applicable to the matter in dispute, BIOptimizers agrees to provide the benefit of such Minimum Standards to you to the extent they are more favorable than the comparable arbitration provisions set forth in this section, provided, however, that in no event may such Minimum Standards contravene or restrict the application of subpart (e) or (i) below. Furthermore, this section shall not prevent any party from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. You further agree that:

(a) Single Arbitrator. The Arbitration shall be conducted before a single arbitrator selected in accordance with the Applicable Rules or by mutual agreement between you and BIOptimizers (the “Arbitrator”).

(b) Arbitrator will Interpret this Agreement. The Arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute arising under or relating to the validity, interpretation, applicability, enforceability, or formation of these T&C and/or these arbitration provisions in this Section hereof, including but not limited to any claim that all or any part of these T&C is void or voidable.

(c) Location of Arbitration. The Arbitration shall be held either: (i) at a location determined by JAMS (or, if applicable, AAA) pursuant to the Applicable Rules (provided that such location is reasonably convenient for you and does not require travel in excess of 100 miles from your home or place of business); or (ii) at such other location as may be mutually agreed upon by you and BIOptimizers; or (iii) at your election, if the only claims in the arbitration are asserted by you and are for less than $10,000 in aggregate, by telephone or video conference or by written submission.

(d) Governing Law. The Arbitrator (i) shall apply internal laws of the State of Nevada consistent with the Federal Arbitration Act and applicable statutes of limitations, or, to the extent (if any) that federal law prevails, shall apply the law of the U.S., irrespective of any conflict of law principles; (ii) shall entertain any motion to dismiss, motion to strike, motion for judgment on the pleadings, motion for complete or partial summary judgment, motion for summary adjudication, or any other dispositive motion consistent with Nevada or federal rules of procedure, as applicable; (iii) shall honor claims of privilege recognized at law; and (iv) shall have authority to award any form of legal or equitable relief.

(e) No Class Relief. The Arbitration can resolve only your and/or BIOptimizers’ individual claims, and the Arbitrator shall have no authority to entertain or arbitrate any claims on a class or representative basis, or to consolidate or join the claims of other persons or parties who may be similarly situated.

(f) Written Award. The Arbitrator shall issue a written award supported by a statement of decision setting forth the Arbitrator’s complete determination of the dispute and the factual findings and legal conclusions relevant to it (an “Award”). Judgment upon the Award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets.

(g) Arbitration Costs. In the event that you are able to demonstrate that the costs of Arbitration will be prohibitive as compared to the costs of litigation, BIOptimizers will pay as much of your filing and hearing fees in connection with the Arbitration as the Arbitrator deems necessary to prevent the arbitration from being cost-prohibitive, regardless of the outcome of the Arbitration, unless the Arbitrator determines that your claim(s) were frivolous or asserted in bad faith.

(h) Reasonable Attorney’s Fees. In the event you recover an Award greater than BIOptimizers’s last written settlement offer, the Arbitrator shall also have the right to include in the Award BIOptimizers’s reimbursement of your reasonable and actual out-of-pocket attorneys’ fees associated with the Arbitration, but BIOptimizers shall in all events bear its own attorneys’ fees.

(i) Interpretation and Enforcement of Arbitration Clause. With the exception of subpart (e) above, if any part of this arbitration provision is deemed to be invalid, unenforceable, illegal, or otherwise conflicts with the Applicable Rules, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal, or conflicting provision were not contained herein. If, however, subpart (e) is found to be invalid, unenforceable, or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor BIOptimizers shall be entitled to arbitrate their dispute, and must instead bring any claims in a court of competent jurisdiction.

(j) Modification of Arbitration Clause with Notice. BIOptimizers may modify these arbitration provisions, but such modifications shall only become effective thirty (30) days after BIOptimizers has given notice of such modifications and only on a prospective basis for claims arising from BIOptimizers Transactions and Relationships occurring after the effective date of such notification.

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BIOptimizers SMS Short Code

Terms of Service

1. When you opt-in to the service, we will send you a message to confirm your signup to receive text alerts from BIOptimizers. Message and data rates may apply. Message frequency will vary based on your use. Text "HELP" for help. Text "STOP" to cancel.

2. You can cancel this service at any time. Just text "STOP". After you send the message "STOP" to us, we will send you a reply message to confirm that you have been unsubscribed. After this, you will no longer receive messages from us.

   If you want to join again, just sign up as you did the first time and we will start sending messages to you again.

3. If at any time you forget what keywords are supported, just text "HELP". After you send the message "HELP" to us, we will respond with instructions on how to use our service as well as how to unsubscribe.

4. T-Mobile is not liable for delayed or undelivered messages.

5. As always, message and data rates may apply for any messages sent to you from us and to us from you. If you have any questions about your text plan or data plan, it is best to contact your wireless provider.

For all questions about the services provided by this short code, you can send an email to [email protected].

If you have any questions regarding privacy, please read our privacy policy.

OFFICIAL RULES FOR BIOBUCKS REFERRAL CONTEST

THIS CONTEST IS OPEN ONLY TO LEGAL RESIDENTS IN THE 50 UNITED STATES AND THE DISTRICT OF COLUMBIA WHO ARE AT LEAST 18 YEARS OF AGE OR OLDER AND THE AGE OF MAJORITY IN THEIR LOCAL JURISDICTION AT THE TIME OF PARTICIPATION.

VOID WHERE PROHIBITED BY LAW.

PARTICIPATION IN THIS CONTEST CONSTITUTES YOUR FULL AND UNCONDITIONAL AGREEMENT TO AND ACCEPTANCE OF THESE OFFICIAL RULES. THESE RULES FORM A LEGALLY BINDING CONTRACT, SO PLEASE REVIEW THEM THOROUGHLY BEFORE PARTICIPATING.

BY ENTERING THIS CONTEST, YOU AGREE TO:

1. RELEASE BIOPTIMIZERS USA, INC., ITS AFFILIATES, AND ALL RELATED INDIVIDUALS AND ENTITIES FROM ANY AND ALL CLAIMS;

2. SUBMIT TO MANDATORY, BINDING ARBITRATION AND WAIVE YOUR RIGHT TO CLASS ACTION RELIEF; AND

3. ACCEPT LIMITATIONS ON YOUR LEGAL RIGHTS AND REMEDIES, INCLUDING RESTRICTIONS ON RECOVERABLE DAMAGES.

TO QUALIFY FOR ANY PRIZE, ENTRANTS MUST SATISFY A MINIMUM REFERRAL THRESHOLD (AS DEFINED BELOW) ASSOCIATED WITH THAT PRIZE.

BIOPTIMIZERS USA, INC. IS THE SOLE ARBITER IN ALL MATTERS RELATING TO CONTEST COMPLIANCE AND INTERPRETATION OF THESE OFFICIAL RULES.

Eligibility

The BIObucks Referral Contest (the “Contest”) is open only to legal residents in the 50 United States and the District of Columbia who are 18 years of age or older at the time of entry and are members of the BIOptimizers Member Loyalty Program (the “Loyalty Program”), available at https://bioptimizers.com/biobucks. Void where prohibited by law.

The following individuals are not eligible to participate in the Contest: (1) employees of BIOptimizers USA, Inc., its parent company, affiliates, subsidiaries, contractors, assigns, and suppliers (collectively the “Non-Eligible Parties”); (2) family members or those living in the same household (whether related or not) of employees of BIOptimizers USA, Inc. or any of the other Non-Eligible Parties; and (3) anyone whom BIOptimizers USA, Inc., in its sole discretion, considers to be a celebrity or influencer or have a significant media presence. For purposes of this Contest, the term “family members” includes spouses, partners, parents, legal guardians, in-laws, grandparents, children, or grandchildren and their respective spouses.

Sponsor

The Contest is sponsored and administered by BIOptimizers USA, Inc. (the “Sponsor”), located at 5470 Kietzke Lane, Suite 300 Reno, NV 89511.

Agreement to Official Rules

By participating, the entrant (“Entrant,” “you,” or “your”) agrees to be fully and unconditionally bound by these Official Rules for BIObucks Referral Contest (these “Official Rules”), and you represent and warrant that you meet the eligibility requirements. In addition, you agree to accept the decisions of the Sponsor as final and binding as they relate to this Contest.

In the event of any conflict or inconsistency between these Official Rules and any other documents, including but not limited to Sponsor's Terms of Service, available at https://bioptimizers.com/terms-and-conditions/, or Privacy Policy, available at https://bioptimizers.com/privacy-policy/, these Official Rules shall govern and control with respect to all matters related to this Contest.

Contest Period

The Contest begins on April 15th 2025, at 12:00 AM EST and ends on May 15th 2025, at 11:59 PM EST (the “Contest Period”).

Referral Process

Each eligible Entrant will be assigned a unique referral link (“Referral Link”), which can be located by logging into the Entrant's account at www.bioptimizers.com (the “Website”), and then clicking on the "Referrals" section.

To participate in the Contest, each eligible Entrant will copy their unique Referral Link and share it with New Customers. “New Customers” are individuals who have (a) never made a purchase through the Website at any time prior to using the Entrant’s Referral Link, or (b) not placed an order through the Website since January 1, 2023. A “Successful Referral” in the Contest occurs only when a New Customer completes a purchase on the Website within the Contest Period using the Entrant’s Referral Link. Any orders in physical stores or websites other than the Website, or orders placed outside the Contest Period, will not be counted as a Successful Referral in the Contest.

Referrals must be made to genuine New Customers who are distinct individuals with no prior financial relationship to the Entrant. Self-referrals, fraudulent accounts, bot-generated activity, bidding on Sponsor’s keywords that include BIOptimizers' brand names or trademarks, or any artificial inflation of referrals will result in disqualification and revocation of any prize.

When sharing your Referral Link, you must provide any and all disclosures required by applicable law that make it clear that you may earn a prize based on Successful Referrals. Referral Links may not be sold, transferred, traded, or publicly posted on coupon websites.

Referral Tracking and Validation

Only the first eligible purchase using a Referral Link by a New Customer will count toward an Entrant’s total number of Successful Referrals in the Contest. Referrals are tracked by Sponsor. Sponsor reserves the right to audit referrals. Standard internet access, phone, and usage fees from your online or phone service provider may apply.

Refunds

Final calculation of Successful Referrals will be subject to a 14-day review period following the end of the Contest Period. During this review period and the active Contest Period, any refunds processed for orders associated with Successful Referrals will result in the deduction of those referrals from the Entrant's total number of Successful Referrals. A Successful Referral will only be deducted if all items in the associated order are refunded. Partial refunds of an order will not affect the Successful Referral count. Sponsor reserves the right to adjust final standings based on full order refund activity during this period. The final determination of winners will occur after the completion of this 14-day review period.

Minimum Referral Requirement

To qualify for any prize in this Contest, Entrants must achieve a minimum number of Successful Referrals during the Contest Period for their respective prize position (the “Minimum Referral Threshold”). The Minimum Referral Threshold for each position is as follows:

• 1st Place: at least 50 Successful Referrals

• 2nd Place: at least 45 Successful Referrals

• 3rd Place: at least 35 Successful Referrals

• 4th Place: at least 30 Successful Referrals

• 5th Place: at least 25 Successful Referrals

• 6th Place: at least 20 Successful Referrals

• 7th Place: at least 15 Successful Referrals

• 8th Place: at least 10 Successful Referrals

• 9th Place: at least 5 Successful Referrals

• 10th Place: at least 1 Successful Referral

Entrants whose Successful Referral count does not meet the Minimum Referral Threshold for a given position will not be eligible for that prize position, even if their Successful Referral count ranks among the top ten (10) of all Entrants.

If no Entrant meets the Minimum Referral Threshold for a given position, that prize will not be awarded, and the prize structure will adjust accordingly. For example, if no Entrant achieves at least 50 Successful Referrals, there will be no first place prize awarded. As another example, if the highest number of Successful Referrals achieved by any Entrant is five, only the ninth and tenth place prizes will be awarded.

Leaderboard Display

By participating in the Contest, Entrants agree that their first name, last initial, state of residence, and total Successful Referral count at any given time may be displayed on a publicly accessible leaderboard during and after the Contest Period.

Contest Prizes

The top ten (10) Entrants with the highest number of Successful Referrals at the end of the Contest Period will be awarded BIObucks as follows, provided that they have satisfied the Minimum Referral Threshold for their respective prize position and have fully complied with these Official Rules:

• 1st Place: $10,000 of BIObucks credit (requires at least 50 Successful Referrals)

• 2nd Place: $5,000 of BIObucks credit (requires at least 45 Successful Referrals)

• 3rd Place: $3,000 of BIObucks credit (requires at least 35 Successful Referrals)

• 4th Place: $2,000 of BIObucks credit (requires at least 30 Successful Referrals)

• 5th Place: $1,500 of BIObucks credit (requires at least 25 Successful Referrals)

• 6th Place: $1,000 of BIObucks credit (requires at least 20 Successful Referrals)

• 7th Place: $900 of BIObucks credit (requires at least 15 Successful Referrals)

• 8th Place: $800 of BIObucks credit (requires at least 10 Successful Referrals)

• 9th Place: $600 of BIObucks credit (requires at least 5 Successful Referrals)

• 10th Place: $250 of BIObucks credit (requires at least 1 Successful Referral)

If no Entrant meets the Minimum Referral Threshold for a given prize position, the prize for that position will not be awarded. If multiple positions remain unqualified, fewer than ten (10) prizes may be awarded in the Contest.

Referral Process

Prizes will be awarded in the form of BIObucks credits. BIObucks are subject to the terms and conditions of the BIObucks Loyalty Program (the “BIObucks Loyalty T&C”), which can be found at https://bioptimizers.com/terms-and-conditions/.

Referral Process

No cash or other prize substitution shall be permitted except at Sponsor’s sole discretion. Sponsor reserves the right to substitute the prize or portions thereof with a prize of equal or greater approximate retail value for any reason. The prize is non-transferable. Any and all prize-related expenses, not specified as paid by Sponsor herein, including without limitation any and all federal, state, and/or local taxes, shall be the sole responsibility of the winner.

Referral Process

In the event of a tie for any prize position among the top ten (10) Entrants, Sponsor will allocate the combined monetary value of the BIObucks credits designated for the tied position(s) and divide the combined value equally amongst the tied Entrants, provided that each Entrant has met the Minimum Referral Threshold. For example, in the event of a tie among two Entrants for second place, Sponsor would split the combination of the second and third-place prizes equally among those two Entrants tied for second place. The use of this tiebreaker methodology will not expand the total number of prizes. Further, subsequent Entrants and their corresponding prizes remain in their original positions (e.g., a tie for 2nd place means the tied Entrants occupy 2nd and 3rd place, the next Entrant remains in 4th place and receives the 4th place prize, and so on). If a tie occurs and neither Entrant has met the Minimum Referral Threshold, the tied position will not be awarded, and the next prize tier will remain unaffected.

Winner Notification and Prize Delivery

Winners will be notified via the email address associated with their BIObucks account within thirty (30) days of the Contest end date. BIObucks credits will be applied to winners' accounts within fourteen (14) days of winner verification. Sponsor shall have no liability for winner's failure to receive notices due to unavailability, spam, junk e-mail, or other security settings or for winner's provision of incorrect or otherwise non-functioning contact information.

Forfeited Prizes

If a potential winner cannot be contacted, is ineligible, or fails to timely return a completed and executed declaration and release and any other documents as required within the time frame provided, the prize may be forfeited and awarded to the next highest-ranking Entrant. Receipt by winner of the prize is conditioned upon compliance with any and all federal, state, and local laws and regulations.

Winners will not be required to provide credit card information, bank account details, or any form of payment as a condition of receiving the prize. Any request for financial information or payment in connection with this Contest should be considered fraudulent. If you receive such a request, please report it immediately to Sponsor.

Rights Granted by You

By entering this Contest, you understand and agree that Sponsor, anyone acting on behalf of Sponsor, and Sponsor's licensees, successors, and assigns shall have the right, where permitted by law, to print, publish, broadcast, distribute, and use in any media now known or hereafter developed, in perpetuity and throughout the world, without limitation, your entry, name, portrait, picture, voice, likeness, image, statements about the Contest, and biographical information for news, publicity, information, trade, advertising, public relations, and promotional purposes without any further compensation, notice, review, or consent. If required by law in certain jurisdictions, Sponsor will seek Entrant's explicit written consent prior to such use.

Contest Integrity

Sponsor reserves the right, in its sole discretion, to cancel, terminate, modify, or suspend the Contest if any factor beyond Sponsor's reasonable control corrupts or affects the administration, security, fairness, or proper conduct of the Contest. Such factors may include, but are not limited to, technical failures, unauthorized human intervention, fraud, or violations of applicable laws or regulations.

In the event of such action: (a) Sponsor may select the winners from all eligible Successful Referrals recorded prior to and/or after (if appropriate) the action taken by Sponsor, and (b) if the Contest is terminated early, Sponsor may award prizes based on the Successful Referrals recorded up to the time of termination.

Sponsor reserves the right, in its sole discretion, to disqualify any Entrant who: (1) tampers or attempts to tamper with the entry process, referral system, or the operation of the Contest or Website; (2) violates these Official Rules; (3) engages in fraudulent activity, including but not limited to: (a) self-referrals, (b) creating multiple accounts to generate artificial referral, (c) using automated systems or bots to generate referrals, (d) sharing referral codes on coupon or discount websites, (e) any other activity designed to artificially inflate referral numbers. Sponsor may void any referrals it deems, in its sole discretion, to be fraudulent or in violation of these Official Rules.

Sponsor's decisions regarding all matters related to the administration of the Contest, including but not limited to eligibility of referrals, winner determination, and disqualification of Entrants, are final and binding.

Intellectual Property Rights and Restrictions

All trademarks, service marks, logos, slogans, domain names, and trade names are the exclusive property of Sponsor or their respective third-party owners. Nothing contained herein shall be construed to grant any Entrant or winner any right, title, or interest in or to any trademark, service mark, logo, slogan, domain name, or trade name of Sponsor or any third party. Entrants may not copy, reproduce, distribute, publish, display, perform, modify, create derivative works, transmit, or in any way exploit any content containing the trademarks, copyrights, or other intellectual property of Sponsor or any third party, without the prior written consent of the respective owners.

Disclaimer of Warranties

The Contest and all associated elements, including but not limited to BIObucks credits, are provided “AS IS” and “AS AVAILABLE,” without warranty of any kind, either express or implied. Sponsor makes no warranties, representations, or guarantees, express or implied, in fact, or in law, regarding the Contest, participation in the Contest, or any prizes (including BIObucks credits) beyond those explicitly stated in these Official Rules and the BIObucks Loyalty T&C.

Sponsor expressly disclaims all other warranties, including but not limited to warranties of merchantability, fitness for a particular purpose, suitability, availability, non-infringement, or continuous operation of the Contest or associated websites. Sponsor does not guarantee: (1) the continuous availability or error-free operation of the Contest or any associated websites or platforms; (2) the accuracy of referral tracking or winner selection processes; (3) the specific redemption options or future value of BIObucks credits; or (4) the continuous availability or uninterrupted operation of the BIObucks program.

The redemption and use of awarded BIObucks are governed solely by the BIObucks Loyalty T&C, which may be modified by BiOptimizers at any time. Once BIObucks credits are credited to a winner's account, the winner is solely responsible for the security and use of those credits, subject to the BIObucks Loyalty T&C. Sponsor is not liable for any unauthorized access, loss, or misuse of BIObucks credits after they have been awarded.

Participation in the Contest is at the Entrant's own risk. Sponsor is not responsible for any technical, hardware, software, or other failures of any kind, lost or unavailable network connections, or failed, incomplete, garbled, or delayed computer transmissions which may limit or prevent an Entrant's ability to participate in the Contest.

This disclaimer is intended to be as broad and inclusive as is permitted by the law of your jurisdiction. If any portion of this disclaimer is held to be invalid or unenforceable, then that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of Sponsor, and the remaining portions shall remain in full force and effect.

Force Majeure

Sponsor shall not be liable for any failure to perform its obligations under these Official Rules where such failure is due to any cause beyond Sponsor's reasonable control, including but not limited to natural disasters, civil unrest, pandemics, government actions, or technological failures. In such events, Sponsor may modify, suspend, or terminate the Contest, extend deadlines, substitute prizes, or take other appropriate actions at its discretion. Sponsor shall not be held responsible for any losses or damages resulting from such force majeure events. Entrants agree to release Sponsor from liability for any disruption, cancellation, modification, or rescheduling of the Contest due to events outside of Sponsor's control.

Limitation of Liability and Release

By participating in this Contest, Entrants agree to: (1) release and hold harmless the Sponsor, its parent companies, subsidiaries, affiliates, partners, representatives, agents, successors, assigns, employees, officers, and directors (collectively, the “Released Parties”) from any and all liability, claims, losses, injuries, demands, damages, actions, and/or causes of action whatsoever which may occur, directly or indirectly, in whole or in part, arising out of or relating to the Contest, including but not limited to: (a) participation in any Contest-related activity; (b) the acceptance, possession, use, or misuse of any BIObucks credits awarded; (c) technical failures of any kind; (d) the unavailability or inaccessibility of any transmissions or Internet service; (e) unauthorized human intervention in any part of the entry process or the Contest; (f) electronic or human error in the administration of the Contest or the processing of referrals; (g) any injury or damage to persons or property which may be caused by participation in the Contest; (h) any activity related to the receipt or use of any BIObucks credits; and (2) indemnify the Released Parties for damages or losses caused by the Entrant's misconduct or negligence in connection with the Contest.

To the fullest extent permitted by law, the Released Parties assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction, or unauthorized access to or alteration of referrals or entries.

IN NO EVENT WILL THE RELEASED PARTIES BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES OR LOSSES OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF ACCESS TO AND USE OF ANY WEBSITE ASSOCIATED WITH THIS CONTEST OR THE DOWNLOADING FROM AND/OR PRINTING MATERIAL DOWNLOADED FROM SUCH SITE.

WITHOUT LIMITING THE FOREGOING, EVERYTHING REGARDING THIS CONTEST, INCLUDING ALL BIOBUCKS CREDITS, IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

Some jurisdictions may not allow the limitations or exclusion of liability for incidental or consequential damages or the exclusion of implied warranties, so some of the above limitations or exclusions may not apply.

By entering the Contest, each Entrant agrees that: (1) any and all disputes, claims, and causes of action arising out of or connected with the Contest, or any BIObucks credits awarded, shall be resolved individually, without resort to any form of class action; (2) any and all claims, judgments, and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with entering the Contest, but in no event attorneys' fees; and (3) under no circumstances will any Entrant be permitted to obtain any award for, and Entrant hereby waives all rights to claim punitive, incidental or consequential damages and any and all rights to have damages multiplied or otherwise increased and any other damages, other than for actual out-of-pocket expenses.

Entrant acknowledges that they have read these Official Rules and, as such, hereby have been advised of the existence of Section 1542 of the California Civil Code, which provides: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.” Entrant expressly waives any and all rights under California Civil Code Section 1542 and under any other federal or state statute or law of similar effect.

Disputes

Pre-Arbitration Dispute Resolution

Before initiating arbitration as described in the ARBITRATION AGREEMENT section of these Official Rules, you and the Sponsor agree to follow these pre-arbitration dispute resolution procedures for any controversy or claim arising out of or relating to this Contest (a “Dispute”):

1. Notification: You must first notify the Sponsor in writing of the Dispute. Send your written notification to Sponsor at 5470 Kietzke Lane, Suite 300 Reno, NV 89511 within thirty (30) days of the event giving rise to the Dispute. Your notification must include: (a) your name, (b) your address, (c) a written description of your claim, and (d) a description of the specific relief you seek.

2. Good Faith Negotiation: Within thirty (30) days of receiving your notification, Sponsor will contact you to arrange a good faith negotiation. You and Sponsor agree to meet (via phone, video conference, or in person) and confer in good faith to attempt to resolve the Dispute.

If the Dispute is not resolved through these pre-arbitration procedures, either party may then proceed to arbitration as outlined in the ARBITRATION AGREEMENT section of these Official Rules.

This pre-arbitration dispute resolution process does not alter or affect any of the terms, conditions, or requirements set forth in the ARBITRATION AGREEMENT, including but not limited to the use of JAMS for arbitration, the class action waiver, and the governing law provisions.

ARBITRATION AGREEMENT

PLEASE READ CAREFULLY

By participating in this Contest, you agree that these Official Rules will be governed by and construed under the laws of the State of Nevada, without regard to its principles of conflicts of law, regardless of your location.

EXCEPT FOR DISPUTES THAT QUALIFY FOR SMALL CLAIMS COURT, ALL DISPUTES ARISING OUT OF OR RELATED TO THESE OFFICIAL RULES OR THE CONTEST, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY. YOU AGREE THAT SPONSOR, AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY. YOU AGREE THAT ANY ARBITRATION UNDER THESE OFFICIAL RULES WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED, AND YOU ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION.

The arbitration will be administered by JAMS under its Comprehensive Arbitration Rules and Procedures (“Comprehensive Rules”). The Comprehensive Rules are available online at https://www.jamsadr.com/rules-comprehensive-arbitration/. Any in-person appearances will be held at a location that is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination will be made by JAMS or by the arbitrator.

The arbitrator's decision will follow the terms and conditions of these Official Rules and will be final and binding. The arbitrator will have the authority to award temporary, interim, or permanent injunctive relief or relief providing for specific performance of these Official Rules, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The arbitrator will not provide a statement of reasons for their award unless requested to do so by all parties. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof.

Notwithstanding any terms to the contrary in these Official Rules, nothing in these Official Rules will preclude you from bringing issues to the attention of federal, state, or local agencies, and if the law allows, they can seek relief against us for you.

You can opt out of this agreement to arbitrate by contacting Sponsor at 5470 Kietzke Lane, Suite 300 Reno, NV 89511 stating that you (include your first and last name) decline this arbitration agreement.

If you opt out of the arbitration agreement, any disputes arising out of or relating to this Contest will be subject to Nevada law, and you agree to submit to the exclusive jurisdiction of the state and federal courts located in the State of Nevada, for the resolution of any such disputes.

BY PARTICIPATING IN THE CONTEST, YOU UNDERSTAND AND AGREE THAT YOU ARE WAIVING YOUR RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.

Privacy Policy

Information submitted with an entry is subject to our Privacy Policy, which can be viewed at https://bioptimizers.com/privacy-policy/. By taking any of the steps set out in the “Referral Process” section set forth above or otherwise participating in the Contest, you confirm that you have obtained the consent of third parties where required.

Copy of Official Rules or Winner List

To obtain a copy of the winner's name or a copy of these Official Rules if it is no longer online, please contact us at 5470 Kietzke Lane, Suite 300 Reno, NV 89511. Requests must be received within sixty (60) days after the Contest end date unless a more extended period for such requests is legally required.

Social Media Platforms

The Contest is in no way sponsored, endorsed, administered by, or associated with any social media platforms that may be used to promote the Contest.

Severability and No Waiver

If any provision of these Official Rules is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Official Rules and shall not affect the validity and enforceability of any remaining provisions. In the event that any provision is determined to be invalid or otherwise unenforceable or illegal, these Official Rules shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein. Sponsor's failure to enforce any term of these Official Rules shall not constitute a waiver of that provision.

Modification of Contest Rules

Sponsor reserves the right to modify these Official Rules at any time during the Contest Period for any reason, including to ensure the fair administration of the Contest or to comply with applicable laws. Any changes will be posted on the Website, and the revised Official Rules will become effective immediately upon posting. Continued participation in the Contest after changes are posted constitutes acceptance of the modified Official Rules. Entrants are responsible for checking the Website periodically for updates to the Official Rules.

In the event of a material change that significantly affects Entrants' rights or obligations, Sponsor will make reasonable efforts to notify registered Entrants via email.

Contact Information

If you have any questions regarding the Contest or these Official Rules, you can contact Sponsor at 5470 Kietzke Lane, Suite 300 Reno, NV 89511 or [email protected].