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REWARDS AND INCENTIVES PROGRAM TERMS AND CONDITIONS

Last Updated: December 7 2020

THIS DOCUMENT CONTAINS AN ARBITRATION AGREEMENT AND CLASS ACTION WAIVER, WHICH
AFFECT YOUR LEGAL RIGHTS. IT IS STRONGLY RECOMMENDED THAT YOU REVIEW THIS
DOCUMENT IN ITS ENTIRETY BEFORE PARTICIPATING IN THE RALLY REWARDS AND
INCENTIVES PROGRAM (THE "REWARDS PROGRAM" OR "PROGRAM")


GENERAL TERMS

Rally Health, Inc. offers qualified participants, as defined below
("Participants", individually, a "Participant" or "You") the opportunity to
participate in one or more of the following components of our Rewards Program on
the Rally Platform: Rally Sweepstakes, Charitable Donations, Auctions,
Marketplace, and/or the Direct Exchange, (The "Rewards Program Components" or
"Components"). You may not be eligible to participate in all of the Rewards
Program Components and not all of the Components may be visible to you, so terms
relating to those Components may not apply to you.

In connection with the Rewards Program, you may have the opportunity to
participate in various missions, challenges, or other activities, and to earn
virtual coins ("Coins") for participating in or completing certain activities.
You may bid or exchange the Coins in a variety of ways, including for a chance
to win products or services in sweepstakes (Sweepstakes); to participate in
Rally Charitable Donations (Charitable Donations); to enter bids to obtain
third-party products or services (Auctions); and/or to directly obtain coupons,
discounts, other benefits, services, or products (Marketplace and Direct
Exchange) (collectively, "Coin-Based Rewards"). In addition, you may earn
incentives and rewards offered by Rally or in connection with Third Party
Programs (as defined below) (including without limitation HSA, HRA, and FSA
contributions, changes to insurance premiums and deductibles, gift cards, and
other rewards)) (together, with Coin-Based Rewards, the "Rewards" or "rewards").

These terms and conditions (the "Program Rules") govern the Rewards Program,
each of its Components, and the Company's relationship with Participants in the
Program. Participation in the Program is subject to these Program Rules, which
apply universally unless specifically indicated otherwise, and supersede any and
all previous rules, terms, or conditions related to Rally Rewards (except the
Terms of Service). Participants' access to Rewards Program Components, specific
promotions, or other incentives are determined based on their health plan, among
other things, and may be subject to additional terms and conditions. References
in these Program Rules to "we", "us" or "our" are references to Rally Health,
Inc. We also refer to ourselves in these Program Rules as "Rally". Any
references to "you" or "your" in these Program Rules means an Eligible
Participant participating in the Program, including the person's heirs, assigns
or dependents, for any of the Services that are offered through the Program,
including without limitation individuals legally acting on behalf of others or
their dependents. Your participation in the Program is expressly conditioned on
your compliance with these Program Rules and with all present and future terms,
regulations, policies and procedures that the Company may, in its discretion,
adopt from time to time. Program terms and conditions are void where prohibited
by law

BY PARTICIPATING IN THE PROGRAM OR ANY RELATED PROMOTION OR INCENTIVE, YOU ARE
AGREEING FULLY AND UNCONDITIONALLY TO BE BOUND BY THESE PROGRAM RULES AND TO
RALLY'S DECISIONS, WHICH ARE FINAL AND BINDING IN ALL MATTERS RELATED TO THE
PROGRAM. IF YOU DO NOT WISH TO BE BOUND BY THESE PROGRAM RULES, INCLUDING
RALLY'S PRIVACY POLICY(opens in a new tab) AND RALLY'S TERMS OF SERVICE(opens in
a new tab), WHICH ARE INCORPORATED HEREIN BY REFERENCE, AND TO COMPLY WITH ALL
APPLICABLE U.S. LAWS AND REGULATIONS, YOU ARE NOT AUTHORIZED TO PARTICIPATE IN
THE PROGRAM OR USE THIS SITE IN ANY WAY

Rally has the sole discretion to interpret and apply these Program Rules, and
all questions or disputes regarding these Program Rules will be resolved by
Rally in its sole discretion. Neither the Program nor any Reward or benefit
offered by the Program creates, constitutes or gives rise to any legal or
contractual rights in Participants against Rally.


SPONSOR

Rally Health, Inc., 3000 K Street NW, Suite 350 Washington, DC 20007 ("Sponsor,"
"Rally," or "Company"). Certain Rewards Program Components and other promotions
or incentives may be co-sponsored by Rally Health, Inc. and other third parties.
Those parties will be listed where applicable. Unless expressly stated
otherwise, neither Google nor Apple is a sponsor of, or involved in any way in
any of our Rewards Program Components, or other promotions or incentives.


ELIGIBILITY

a. The Program is offered only to (a) legal residents in the 50 United States,
the District of Columbia, Puerto Rico, and any province or territory of Canada
other than Quebec (b) who are at least 18 years of age or older or have reached
the age of majority in their state, province, or territory at the time of entry
(each an "Eligible Participant" or "Participant" or "You"). If any person is an
Eligible Participant but is a minor in his/her state, province, or territory of
residence, a reward may be awarded in the name of such participant's
parent/legal guardian, who must complete and return to Sponsor any required
documentation. Employees of Rally or its advertising agencies, and each of their
officers, directors, and agents and their immediate family or household members
are not eligible to participate in the Rewards Program. All federal, state,
provincial, and local laws and regulations apply Sponsor reserves the right to
verify the eligibility of participants, including, without limitation, by
requiring individuals to provide valid proof of identification and a valid
taxpayer identification number or social security number to claim a reward. All
federal, state, provincial, and local taxes are the responsibility of the
participant Redeeming or winning a reward is contingent upon fulfilling all
requirements set forth herein.

b. The Program is available to you only while you have a Rally account that is
in good standing ("Rally Account" or "Account"). Should you terminate your Rally
Account or otherwise no longer be in good standing with Rally, you may no longer
participate in the Program and you will no longer be able to use your
accumulated Coins. Only individuals are eligible to participate in the Rewards
Program; each individual may participate in the Program with only one Rally
Account. Participants may not earn coins or participate in the Rewards Program
with a duplicate Account.,

c. You are responsible for protecting your log-in credentials. If your log-in
credentials or other activation codes you use with this Site or the Services are
compromised, you agree to immediately inform Rally. Participants must not
disclose log-in credentials to any third party for any reason. Each Participant
is solely responsible for all activities that occur under his/her Account. Rally
is not responsible for any actions taken by individuals with access to your
Account. Rally will not be liable for any loss or damage of any kind arising
from a Participant's failure to comply with the requirements of this paragraph
or any Participant responsibilities under the Program Rules.,

d. You must be legally competent to enter into contracts to register with the
Program.,


PARTICIPATION

The following terms and conditions apply to all Participants:

a. Earning Coins

As part of your participation in the Program, you may have the opportunity to
participate in various missions, challenges, or other activities ("Qualifying
Activity") and to earn a selected number of Coins for achieving certain goals,
completing certain challenges, or participating on the site. For each Qualifying
Activity completed, You will receive a specified number of Coins, as determined
by Rally. Rally may, in its sole discretion, amend the number of Coins awarded
per Qualifying Activity at any time. Coins will be accessible through
Participant's Account and may not be immediately available for use. The Coins
will be redeemable in the Rewards section of the Rally Website (the "Rewards
tab") provided that Participant has complied with these Program Rules. Rewards
and Participant's access to certain types of Rewards may vary depending on the
number of Coins available in Participant's Account and Participant's health
plan, the Program Rules at the time of redemption, and availability.

b. Coins

Coins have no cash value, are non-negotiable, and cannot be redeemed either in
whole or in part for cash. There is no cash surrender value for unused Coins,
and Participants have no property rights or other legal interests in Coins.
Coins accrued by a Rewards Program Participant are for the Participant's benefit
only and may not be transferred to another person for any reason, including
divorce or inheritance, except as expressly provided below. Coins may not be
combined with or transferred to any other type of Program offering or award.
Coins may not be pooled or combined with any other Participant's Coins. Coins
may not be brokered, bartered, attached, pledged, gifted, sold or otherwise
transferred for consideration. Any receipt or use of Coins in violation of these
Program Rules will void them completely.

When a Participant redeems Coins for a Coin-Based Reward, the appropriate number
of Coins will be automatically deducted from Participant's Account balance for
every Coin-Based Reward redeemed, Sweepstakes entered, or Donation made. Once
those Coins are deducted, they will not be returned and will be considered used
and deleted from the total Coin balance, except as specified in the Program
Rules or on the website. The number of Coins necessary to redeem a Coin-Based
Reward or participate in a Component of the Rewards Program is determined by
Rally in its sole discretion and may be changed without prior notice to
Participant at any time during the term of the Program. Participants may only
redeem Coins in accordance with these Program Rules.

c. Expiration

Participants must remain Rally members to retain the Coins that they accumulate.
Upon termination of your Rally account, you will forfeit all accumulated Coins.
Once Coins have been forfeited, the Coins cannot be reinstated, but a
Participant may earn new Coins.

d. Employer Consent

Participants are solely responsible for complying with their own company or
organization policies regarding eligibility for and participation in any Rewards
Program Component. Information regarding a Participant's accumulation of Coins
and activity in connection with Rewards is subject to disclosure to the
Participant's employer. Rally disclaims any and all liability or responsibility
for disputes arising between an employee and his or her employer related to this
matter.

e. Errors/Corrections/Reversal

Program Coin earnings and redemptions, as reflected in Rally records, shall be
deemed correct and Rally reserves the right to correct or modify the Coin amount
at any time based on Rally records and calculation of Account information. If
your Account does not reflect the correct amount of Coins that you should have
been awarded as determined by Rally, Rally reserves the right to adjust your
Coins balance. RALLY ALSO RESERVES THE RIGHT TO CORRECT, MODIFY, OR REVERSE – OR
CAUSE TO BE REVERSED (INCLUDING WITHOUT LIMITATION BY AN EMPLOYER, HEALTH PLAN,
THIRD PARTY PROGRAM, INSURER, VENDOR, OR OTHER PARTNER) – ANY REWARDS THAT ARE
MISTAKENLY OR IMPROPERLY AWARDED TO YOU.


SWEEPSTAKES

Rally offers two forms of Sweepstakes on the Website: Single Entry Sweepstakes
and Multiple Entry Sweepstakes. Unless otherwise specifically indicated, the
following terms and conditions apply to all sweepstakes sponsored by Rally on
the Website:

CONSUMER DISCLOSURE: NO PURCHASE OR PAYMENT OF ANY KIND IS NECESSARY TO ENTER OR
WIN THIS SWEEPSTAKES. SOME RESTRICTIONS APPLY. YOU HAVE NOT YET WON. ODDS OF
WINNING DEPEND UPON THE TOTAL NUMBER OF ELIGIBLE ENTRIES. A PURCHASE OR PAYMENT
WILL NOT INCREASE YOUR CHANCES OF WINNING. REWARDS ARE AS SPECIFIED IN CERTAIN
SWEEPSTAKES PROMOTIONS. OPEN TO ALL LEGAL RESIDENTS OF THE 50 UNITED STATES, THE
DISTRICT OF COLUMBIA, PUERTO RICO, ANY PROVINCE OR TERRITORY OF CANADA OTHER
THAN QUEBEC, THE BAHAMAS, AND CAYMAN ISLANDS WITH ACCESS TO THE RALLY PLATFORM,
PARTICIPATING THROUGH AUTHORIZED RALLY PROGRAMS, AND MEETING THE ELIGIBILITY
CRITERIA SET FORTH IN THESE RULES. VOID WHERE PROHIBITED OR RESTRICTED BY LAW.
YOU MUST HAVE ACCESS TO THE INTERNET TO ENTER.


SPONSOR

Rally Health, Inc., 3000 K Street NW, Suite 350 Washington, DC 20007 ("Sponsor,"
"Rally," or "Company"). Certain Sweepstakes may be co-sponsored by Rally Health,
Inc. and other third parties. Those parties will be listed where applicable.
Unless expressly stated otherwise, neither Google nor Apple is a sponsor of, or
involved in any way in, any of our sweepstakes or contests.


ELIGIBILITY

The Program is offered only to (a) legal residents in the 50 United States, the
District of Columbia, Puerto Rico, any province or territory of Canada other
than Quebec, the Bahamas, and the Cayman Islands (b) who are at least 18 years
of age or older or have reached the age of majority in their state, province, or
territory at the time of entry (each an "Eligible Entrant"). If any winner is an
Eligible Entrant but is a minor in his/her state, province, or territory of
residence, a reward may be awarded in the name of such winner's parent/legal
guardian, who must complete and return to Sponsor any required documentation.
Employees of Rally or its advertising agencies, and each of their officers,
directors, and agents and their immediate family or household members are not
eligible to participate in any Sweepstakes. All federal, state, provincial, and
local laws and regulations apply. Sponsor reserves the right to verify the
eligibility of winners, including, without limitation, by requiring individuals
to provide a valid identification and a valid taxpayer identification number or
social security number to claim a reward. Canadian residents may be required to
provide valid proof of identification to claim a reward. All federal, state,
provincial, and local taxes are the responsibility of the winner. Participation
constitutes entrant's full and unconditional agreement to these Official Rules
and to Sponsor's decisions, which are final and binding in all matters related
to the Sweepstakes. Winning a reward is contingent upon fulfilling all
requirements set forth herein.


PROMOTION PERIODS

From time to time, Sponsor will offer the opportunity to enter certain
Sweepstakes promotions ("Sweepstakes") at www.werally.com(opens in a new
tab) (the "Website"). The start and end date and time for each Sweepstakes shall
be clearly posted on the Website. Sponsor's clock is the official clock for each
Sweepstakes. This Sweepstakes timing information and any information provided on
the Website in connection with a particular Sweepstakes form a part of these
Official Rules for that Sweepstakes. Rally reserves the right to change the
start and end date and time of any Sweepstakes in its sole discretion.


HOW TO ENTER A SWEEPSTAKES

You may redeem Coins on the Rewards tab of the Website to Enter any posted
Sweepstakes. Just click on the Sweepstakes you wish to enter and follow the
instructions to do so. Alternative sweepstakes or promotions may also be offered
from time to time, and may be limited to employees of certain specified
organizations. Details of these alternative sweepstakes, including how to enter
and rewards, will be described on the Website, and/or other materials describing
that sweepstakes or promotion, and may differ from the details set forth in
these Program Rules. Other than to the extent that such details may differ,
these Program Rules apply to all alternative sweepstakes or promotions.


SWEEPSTAKES FORMATS

There are two forms of Sweepstakes offered on the Website: "Single Entry
Sweepstakes" limit the exchange of Coins for a single entry into the
Sweepstakes. Each participant is permitted only one entry regardless of their
total Coin balance. Rally may set minimum Coin amounts to participate. In other
words, a Sweepstakes may require a minimum amount of Coins (example: 25 Coins)
to enter. "Multiple Entry Sweepstakes" will permit the participant to exchange
Coins for multiple entries, provided the participant has enough Coins to
exchange for each published Entry. In some cases, a Multiple Entry Sweepstakes
will have a limit on the maximum number of entries permitted. Other variations
of the Multiple Entry Sweepstakes format may not set limits on entries, and the
maximum number of entries will depend solely on the user's number of available
Coins. Limits and other rules are defined and published for each Multiple Entry
Sweepstakes. For both Single Entry Sweepstakes and Multiple Entry Sweepstakes,
once a participant submits his or her Coins into a Sweepstakes, those Coins are
deducted from the participant's total Coins and are not returned, irrespective
of whether the participant wins any Reward. Coins cannot be transferred into a
subsequent Sweepstakes; once they are submitted, they are considered used and
deleted from the total Coin count. In some instances, Rally may also allow users
to enter specific Sweepstakes through means other than Coins for both Single
Entry Sweepstakes and Multiple Entry Sweepstakes. Details of these alternative
Sweepstakes, including how to enter and rewards, will be described on the
Website, and/or other materials describing that Sweepstakes. These Sweepstakes
may be limited to employees of specific organizations.


REWARDS, APPROXIMATE RETAIL VALUE ("<U>ARV</U>"), AND ODDS OF WINNING

Sweepstakes Rewards offered by Sponsor are visible on the "Rewards" tab of the
Website located under "Rally Rewards." The duration of the particular
Sweepstakes offering the Rewards and the number of Rewards shall be published
for each Sweepstakes format. The odds of winning any Sweepstakes will depend on
the number of Entries submitted for that Sweepstakes. Each Entry shall be
equally weighted and have the same chance of winning. For Approximate Retail
Value listings for Rewards, see the Rally Rewards FAQ. Each Sweepstakes shall be
administered separately and the total aggregate ARV of the Rewards for each
Sweepstakes shall be calculated based only on that particular Sweepstakes.
Rewards shall be selected by Sponsor in its sole discretion. If you have
questions regarding any Reward, please contact Sponsor
at rewards@werally.com(opens in a new tab).


RANDOM SWEEPSTAKES DRAWINGS

Within a reasonable period of time after the close of a Sweepstakes, Sponsor
shall randomly draw the stated number of potential winners from all eligible
Entries for that Sweepstakes. The drawing will take place at Sponsor's offices,
or when applicable, the co-sponsor's offices. If your Entry is drawn, you will
be deemed the potential winner of the Reward, pending confirmation and/or
verification of your eligibility and compliance with these Official Rules.


OFFICIAL RULES AND WINNER'S LIST

For a copy of the Official Rules,
visit https://www.werally.com/corporate/sweepstakes/(opens in a new tab) or send
a self-addressed, stamped envelope to: Rally Health, Inc., Legal Department,
3000 K Street NW, Suite 350, Washington, D.C. 20007. For the identity of a
reward winner, please send a self-addressed, stamped envelope to: Winners List,
Rally Health, Inc., 3000 K Street NW, Suite 350, Washington, D.C. 20007 with a
description of the Sweepstakes. Vermont residents may exclude return postage.
Sponsor will only respond to winner's list requests that it receives in the
thirty (30) days after the close of the applicable Sweepstakes. If you have
entered a Sweepstakes, you may be able to view the winners of that Sweepstakes
in the "Rewards Activity" Section of the Website.


CHARITABLE DONATIONS

You may be given the opportunity to donate your Coins to potentially benefit a
charity partner ("Charity Partner"). Participants may see a list of Charity
Partners on the donation section of the Rewards Page of the Rally Website
("Donation Section").

1. Participation.

To donate Coins, go to the Donation Section and select a Charity Partner's
donation page ("Charity Partner page"), then indicate the number of Coins You
would like to donate, and follow the instructions on the website to make a
donation. Donations will close on the date and time specified on the website (or
at 11:59 Eastern if no time is specified) ("Donation Close"), which Rally
reserves the right to change in its sole discretion. Coin donations for each
Charity Partner are tracked by a Rally Coin counter on the platform. ("Coin
Counter"). The Coin Counter contains milestones, set by Rally in its sole
discretion, that specify fixed dollar amounts that Rally and/or its partner(s)
will donate to that charity if the user base gives a specified number of Coins
toward that charity ("Milestones"). As Participants donate Coins, Rally will
update the Coin Counter to reflect the number of Coins donated to each Charity
Partner and the corresponding Milestones achieved.

Participants may not donate more Coins than they have available in their
respective Accounts at the time of donation. Each time Participant makes a
donation, the applicable number of Coins will be permanently and automatically
deducted from Participant's Account Coin balance. Once Coins are donated, the
donation cannot be cancelled or reversed. Coins have no cash value. Rally does
not plan, manage, advise, consult, prepare materials for or with respect to any
charitable solicitation, nor solicit donations for Charity Partners in any
manner.

A Coin donation is not considered a charitable contribution by the United States
Internal Revenue Service, and therefore is not deductible under United States
tax rules and regulations.

2. Donation Threshold

If Coin donations for a Charity Partner reach a donation threshold level
("Donation Threshold") prior to the Donation Close, as determined by Rally in
its sole discretion, that Charity Partner's donations page will close for the
remainder of the donation period. Users may choose to donate Coins to other
Charity Partners that have not reached their Donation Threshold prior to the
Donation Close.

3. Bonus Round

If all or any Charity Partners achieve their Donation Threshold prior to the
Donation Close, Rally may, in its sole discretion, launch a Bonus Round to
benefit specific or all Charity Partners ("Bonus Round"). For a specified period
of time, users may donate additional Coins, which will again be tracked against
Milestones with fixed dollar amounts for specific coin donation amounts. Rally
will make an additional financial donation or donations to the Charity
Partner(s), as applicable, corresponding to the dollar amount for the last
Milestone achieved as of 11:59 PM ET on the last day of the specified period of
time for the Bonus Round.

4. Financial Donation

Within a reasonable time after the Donation Close, Rally and/or its partner(s)
will make a financial donation to each Charity Partner that received donated
Coins in an amount that corresponds to the dollar amount for the last Milestone
achieved, as specified on the Charity Partner's Coin Counter, as of the Donation
Close.

5. Notification

Rally may notify a Participant via email when: (i) Participant makes a Coin
donation to a Charity Partner; (ii) the Charity Partner that Participant donated
to achieves a Milestone; (iii) the Charity Partner that Participant donated to
reaches its Donation Threshold; (iv) all Charity Partners have reached their
Donation Thresholds; (v) Rally launches a Bonus Round; (vi) a Round or Bonus
Round Milestone is achieved; (vii) a Round or Bonus Round is concluded; and
(viii) at other relevant points in time.


AUCTIONS


PARTICIPATION

Participants may be given the opportunity to participate in Auctions for a
chance to redeem coins for a variety of products and services, including from
third parties. Each product offering has a defined quantity available for
redemption and can be redeemed during the redemption period as determined by
Rally in its sole discretion ("Round"). The end date and time of each Round will
be specified on the Rewards Page, and may be changed by Rally in its sole
discretion. Participants may redeem their Coins for chances to obtain products
during a Round in one of the following two ways (although Rally reserves the
right to eliminate either redemption option for a particular Reward, for
example, by only making the reward available for auction):

a. Win Now

Certain third party products and services identified on the Rewards Page of the
Rally Website as "Win Now Rewards" may be redeemed during the Round in exchange
for a set number of Coins ("Win Now"). For each Reward offered during a Round in
which Win Now is offered, Rally shall establish a set number of coins for that
Reward's redemption. If You have the set number of Coins in your account and You
wish to redeem the Coins for the item, You may immediately do so by following
the instructions on the website to redeem the Reward. By choosing Win Now, You
agree that the set number of Coins will be automatically deducted from Your
Account. If the Reward is available, You will be notified and the Reward will be
sent to You; if it is no longer available (because the available Rewards were
previously redeemed by other Participants or the Auction is terminated by
Rally), You will be notified and the Coins will be returned to You. You may
obtain no more than one Reward per Round via Win Now.'

b. Bid in an Auction

You may also bid Coins ("Bid") in an auction for Rewards during a Round. By
choosing to submit a Bid, You agree that the Coins required for that Bid will be
deducted from your Account. In the event that another Participant places a Bid
that exceeds your Bid, your Bid will be deemed unsuccessful, and the Coins
associated with your Bid will be returned to your Account. Rally will not be
responsible for any delays in the return of Coins to a Participant's Account.
You must have sufficient Coins in your account to place a successful Bid. Once a
bid is placed, You may not cancel the Bid. Multiple bidders/bids are permitted.
If more than one user Bids the same number of Coins for a Reward during a Round,
the first to do so shall be deemed to have the higher bid. Rally reserves the
right, in its sole discretion, to allow multiple winners. Rally may, in its sole
discretion, set a minimum Bid amount for specific Rewards, and any Bids that do
not meet or exceed that minimum will be deemed unsuccessful. Rally may, in its
discretion, also specify increments in which You must submit any Bid.

The auction winner will be the Participant who has submitted an accepted Bid of
the largest number of Coins at the time the auction closes. The site may not
indicate the final Bid at the time the Auction closes, as there may be some
delay tabulating the final Bids before the site indicates that the Auction has
closed. The last Bid is determined according to Rally's records. Rally's
determination of the last bidder shall be final. All winning bids are subject to
confirmation and final review by Rally.


ELIGIBILITY TO BID AND UNAUTHORIZED ACTIVITY

By placing a bid on an auction, You declare that that You are legally capable of
entering into a valid and binding contract and that You are not a commercial
reseller. Rally reserves the right to reject bids from, or exclude, anyone who
violates any of these Program Rules or who engages in any abusive activity,
improper bidding, or unauthorized usage with respect to these auctions or the
Program. Examples of such unauthorized usage include, without limitation, use of
unauthorized third-party bidding or other software, use of a script or
computer-generated application to submit a bid, interfering with other bids, or
providing of false, inaccurate or misleading data of any type.


TERMINATION OF AUCTION IF A REWARD HAS BEEN "WON NOW"

Rally may terminate an Auction if, during the Round, Participants obtain the
available Reward by choosing the Win Now option. In that case, the highest
bidder in the Auction Round will not obtain the Reward, and all bidders' Coins
will be returned to them.


AUCTION CLOSURE

At the end of each Round, the existing product and services offerings will be
fulfilled as Rewards, the Auction and/or Win Now will be closed, and Rally may
add a new listing to the platform. Rally shall, in its sole discretion,
determine timing between Rounds. Rewards cannot be combined or transferred to
any other type of Rally promotional offering or reward except in Rally's sole
discretion.


MARKETPLACE AND DIRECT EXCHANGE

Participants may be given the opportunity to directly exchange Coins for Rewards
or for coupons, discounts, or other benefits ("Coupons" or "Discounts") for
products or services at participating establishments and/or for other products
or services. To view a list of available Rewards, Coupons, or Discounts,
Participants may go to the separate Marketplace or direct exchange sections of
the Rewards Page of the Rally Website.


PARTICIPATION

To exchange coins for a Reward, Coupon, or Discount, go to the Marketplace or
Direct Exchange portions of the Rally Website. For each available Reward,
Coupon, or Discount, there will be a specific number of Coins that you may
exchange to obtain the Reward, Coupon, or Discount. You may obtain the Reward,
Coupon, or Discount by following the instructions on the website and agreeing to
the redemption for that number of Coins, which will be automatically deducted
from Your Account.


REWARDS PROVIDED BY THIRD PARTY PROVIDERS

To use your Coupon or obtain your Discount or Reward, follow the instructions on
the Reward, Coupon, or Discount, on the Rally Website, or at the Third Party
Provider’s website. Each may be subject to additional terms and conditions
imposed by the participating Third Party Provider, which terms and conditions
shall govern in connection with that Third Party Provider’s Reward to the extent
that they differ from the Program Rules. Each Reward, Coupon, or Discount is
valid only through the applicable expiration date. Acceptance of the Coupon or
Discount is the sole responsibility and at the sole discretion of the
participating Third Party Provider, and Coupons or Discounts for particular
products, merchandise, or services are subject to availability and may be
substituted for discounts for equivalent or similar products, merchandise, or
services. Coupons and Discounts (i) have no cash value; (ii) may not be redeemed
for cash or its equivalent; (iii) if so specified, may be redeemable only once;
and (iv) if so specified, may not be combined with other manufacturer or
retailer coupons, discounts, or rebates for the same product.


WHILE SUPPLIES LAST

A limited number of Rewards, Coupons, or Discounts may be made available during
a specific promotion period. That promotion will end when supplies of the
reward, coupon, or discount are exhausted or at the end of the promotion period,
whichever occurs earlier. All Rewards will be awarded, unless the promotion
period ends without Rewards, Coupons, or Discounts being redeemed. Unless
otherwise specified, each Participant may redeem only one (1) reward during the
promotion period.


HEALTH PLAN, EMPLOYER, AND INSURANCE CARRIER REWARD PROGRAMS

Rally may post information concerning and help administer incentive and reward
programs associated with Your health plan, employer, or insurance carrier
("Third Party Programs"). For example, Third Party Programs may award Rewards
for completing healthy activities, including without limitation HSA, HRA, and
FSA contributions, changes to insurance premiums and deductibles, gift cards,
and more. There may be instances where your Rally or other account reflects a
Reward that was incorrectly or improperly awarded to you or otherwise contains
or involves an error of some kind. RALLY RESERVES THE RIGHT TO CORRECT, MODIFY,
OR REVERSE – OR CAUSE TO BE REVERSED (INCLUDING WITHOUT LIMITATION BY AN
EMPLOYER, HEALTH PLAN, THIRD PARTY PROGRAM, INSURER, VENDOR, OR OTHER PARTNER) –
ANY REWARDS THAT ARE MISTAKENLY OR IMPROPERLY AWARDED TO YOU, INCLUDING REWARDS
IN CONNECTION WITH A THIRD PARTY PROGRAM.

In addition, Third Party Programs, which are not sponsored by Rally, may be
governed by separate terms and conditions, which do not apply to these Program
Rules. Rally, its subsidiaries, and affiliates are not responsible for the act
or omission of any other party in connection with Third Party Programs; nor are
Rally, its subsidiaries, or affiliates liable for any losses or penalties in
connection with a Third Party Program, including, but not limited to, any loss
or penalty incurred if any Third Party Provider is sold, ceases to exist or
becomes inoperative.

Your Third Party Program may limit the total amount that you can earn on Rally.
If so, that cap could prevent you from earning the full amount of a Reward for a
particular activity, or earning additional Rewards beyond your cap. You can
check out your progress against that cap in the progress bar on the Program
Overview page on the Rewards tab. Some activities may take time to process.

Rally, its subsidiaries, and affiliates make no guarantees, warranties, or
representations of any kind concerning any Third Party Programs, and are not
responsible for Third Party Programs or obligated in any way in connection with
their operation or for any expense, loss, injury, damage, delay, accident or any
other matter whatsoever, however suffered or caused, directly or indirectly
arising out of participation in a Third Party Program, including without
limitation, (i) failure or delay to fulfill Rewards, for whatever reason; (ii)
loss or damage caused by Rewards supplied or requested in connection with a
Third Party Program; (iii) any changes to a Third Party Program with or without
notice; and/or (iv) termination of a Third Party Program, with or without
notice, for whatever reason. Please feel free to contact your employer or Rally
customer support if you have any questions.


ADDITIONAL TERMS AND CONDITIONS FOR ALL REWARDS

The following additional terms and conditions apply to all Components of the
Rewards Program and Third Party Programs:


GENERAL CONDITIONS

Rally and its parent companies, affiliates, subsidiaries, clients, customers,
partners, representatives, consultants, contractors, legal counsel, advertising,
public relations, promotional, fulfillment, and marketing, and their respective
officers, directors, employees, representatives, and agents ("Released Parties")
are not responsible for illegible, lost, late, incomplete, misdirected, or
undeliverable email; or for any computer, telephone, satellite, cable, network,
electronic or Internet hardware or software malfunctions, failures, connections,
or availability, or garbled, corrupt or jumbled transmissions, service
provider/Internet/web site/use net accessibility, availability, or traffic
congestion, or any technical, typographical, or other error, or unauthorized
human intervention, or the incorrect or inaccurate capture of registration
information, or the failure to capture, or loss of, any such information. Rally
and the Released Parties assume no responsibility for any error, omission,
interruption, deletion, defect, delay in operation or transmission,
communications line failure, or technical error. A Participant's sole and
exclusive remedy with respect to any claim whatsoever in connection with any
Component of the shall be a refund of the amount of Coins used to Enter a
Sweepstakes, make a Donation, obtain a Coupon, Bid in an Auction, or otherwise
participate in the Program.


REASONABLE ALTERNATIVES

We are committed to helping you achieve your best health. If you think you might
be unable to meet a goal or a challenge offered by Rally or in connection with
Third Party Programs, you might qualify for an opportunity to earn the same
reward or coins offered by the goal or challenge by different means. If so,
please email rewards@werally.com(opens in a new tab) with your username.
Recommendations from your personal physician may be accommodated if necessary.


AWARD OF REWARDS

If you are selected as a potential recipient of a Reward, you will be notified
online or by email, telephone, or mail.

a. How to Claim Your Reward

To claim your Reward, you may be required to reply to Sponsor as specified and
within the time period indicated in your notification, or Sponsor may, in its
sole discretion, select an alternative potential recipient.

b. Required Documentation

Before awarding a Reward, Sponsor may require you to furnish proof of
identification and other proof of eligibility under these Official Rules and to
execute and return any required documentation, including but not limited to, a
Declaration of Eligibility and Release, tax acknowledgment, and other forms. If
requested, you must execute and return any and all documents or provide
information requested by Sponsor completed in their entirety within fourteen
(14) business days from the date any such documents are sent to you or such
other time that Rally specifies, and participate in any other checks or
activities upon request, or your Reward may (in Sponsor's sole discretion) be
forfeited.

c. Forfeiture of Reward

If you are found to be ineligible or otherwise not in compliance with these
Program Rules, you fail to submit any required documentation, you decline to
accept the Reward, Sponsor is unable to contact you, or in the event that the
Reward or reward notification is returned undeliverable, you will forfeit the
Reward, and Sponsor may, in its sole discretion, select an alternative potential
Reward recipient from the pool of all Eligible Participants.

d. Delivery

Please allow 8-12 weeks for delivery of your Reward, which, if applicable, will
be mailed to the address you provided at registration.

e. Additional Terms

The right to receive a Reward is non-assignable and non-transferable, and no
reward substitution, exchange, transfer or cash equivalent will be allowed,
except by Sponsor who reserves the right to substitute a Reward of equal or
greater value in case of unavailability of Reward or force majeure. Sponsor will
not replace any lost or stolen Rewards or components of a Reward. Only the
number of Rewards stated in these Official Rules and on the Website in respect
of the applicable Sweepstakes will be available to be won in that Sweepstakes.
If, by reason of a print or other error, more Rewards are claimed than the
number set forth in these Official Rules and on the Website in respect of a
Sweepstakes, an alternate winner will be selected in accordance with the winner
selection method described above from among all eligible claimants making
purportedly valid claims to award the advertised number of rewards available.
Once a Reward is fulfilled, it cannot be cancelled or changed; it is completely
non-refundable. There are no refunds, exchanges, replacements, conversions for
currency, or credits.

f. Skill-Based Question(s)

To claim a Reward as part of a Sweepstakes, Sponsor reserves the right to
require you to correctly answer a skill-testing mathematical or other question
(which may be time-limited) posed during (a) a pre-arranged telephone interview;
(b) an email communication; and/or (c) another format that Sponsor or Rally
deems appropriate.

g. Verification

EACH POTENTIAL REWARD RECIPIENT IS SUBJECT TO VERIFICATION BY SPONSOR, WHOSE
DECISIONS ARE FINAL AND BINDING IN ALL MATTERS RELATED TO THE REWARDS PROGRAM.
AN ELIGIBLE PARTICIPANT IS NOT A WINNER OR RECIPIENT OF ANY REWARD UNLESS AND
UNTIL PARTICIPANT'S ELIGIBILITY HAS BEEN VERIFIED, AND PARTICIPANT HAS BEEN
NOTIFIED THAT VERIFICATION IS COMPLETE.


REWARDS ARE FINAL; TAXES ARE YOUR RESPONSIBILITY

Unless otherwise noted at the time of redemption, all Rewards are final, cannot
be returned, and will not be replaced by Rally.

TAXES AND FEES. YOU ARE RESPONSIBLE FOR TAXES IN CONNECTION WITH ANY REWARD,
COUPON, OR DISCOUNT. ANY AND ALL APPLICABLE FEDERAL, STATE, PROVINCIAL, AND
LOCAL TAXES AND ALL FEES AND EXPENSES RELATED TO ACCEPTANCE AND USE OF A REWARD
NOT SPECIFICALLY STATED HEREIN ARE THE RESPONSIBILITY SOLELY OF REWARD
RECIPIENTS.


CANCELLATION OF REWARDS

Rally may, in its sole discretion with or without notice and for whatever
reason, cancel any credits or unredeemed Rewards, Coupons, or Discounts upon the
occurrence of any of the following: (i) the failure to redeem such Rewards,
Coupons, or Discounts within (90) days after the close of the applicable plan
year, (ii) the termination or cancellation of your relevant insurance plan
(including without limitation the specific group or individual health plan in
which you are enrolled) or applicable online account with Rally, (iii) the
termination or cancellation of the Third Party Program that offers the relevant
credits or unredeemed Rewards, Coupons, or Discounts, and/or (iv) the expiration
or termination of this Agreement, at which point all unredeemed Rewards,
Coupons, or Discounts will expire.


THIRD PARTY PROVIDERS

Unless otherwise indicated, Rally Rewards are supplied by third parties, not
under the ownership or control of Rally ("Third Party Providers"). Rally is not
responsible for the act or omission of any such Third Party Provider, nor is
Rally liable for any losses or penalties incurred if any Third Party Provider is
sold, ceases to exist or becomes inoperative; or if a Reward or part of a Reward
is cancelled or modified; or for acts of nature that affect any Reward. Rally,
its subsidiaries, and affiliates make no guarantees, warranties, or
representations of any kind concerning any Reward, and are not responsible for
Third Party Provider products or programs or obligated in any way in connection
with their operation or for any expense, loss, injury, damage, delay, accident
or any other matter whatsoever, however suffered or caused, directly or
indirectly arising out of participation in a Third Party Provider product or
program, including without limitation, (i) failure or delay by the Third Party
Provider to redeem Rewards or to provide any specific Rewards, for whatever
reason; (ii) loss or damage caused by Rewards supplied or requested in
connection with the Third Party Provider product or program; (iii) any changes
to a Third Party Provider product or program with or without notice; (iv)
termination of a Third Party Provider product or program, with or without
notice, for whatever reason.

You agree not to make any claims against us for any matter connected in any way
with a Third Party Provider product or program. You agree that your sole
recourse for any and all liability in connection with a Third Party product or
program will be against the third party only. By redeeming Rewards, you release
Rally and its parent, subsidiaries and affiliates from any and all liability
regarding the redemption or use of Rewards or other participation in the
Program. Please allow 8-12 weeks for the delivery of your Reward unless
otherwise indicated.

a. Merchandise Rewards

All merchandise rewards fulfilled by or through Third Party Providers are
subject to product availability and may change without notice, including the
identity of the Third Party Provider. Participant will be notified if the item
Participant has ordered is not available and if and when it will become
available. Items shown on the website or in Program communications are the
latest models available at the time of publication. In the case of products that
are not available, Reward may be substituted with an item of equal or greater
value or, at Rally's option and discretion, Rally may deliver the Reward when
the product becomes available. Third Party Provider may ship the model pictured
or the most current comparable model available. If a product is received and
determined to be defective, it will be the user's responsibility to follow the
information for making a claim under any manufacturer's warranty provided with
each product and the user will have no recourse against Rally.

b. Gift Cards

Rally may offer gift cards ("Gift Cards") and gift certificates ("Gift
Certificates") that are issued by a Third Party Provider. Such Gift Cards/Gift
Certificates may be subject to additional terms and conditions, which are
entirely within the Third Party Provider's control. Rally is in no way
affiliated with the issuers of the Gift Cards/Gift Certificates, nor are they
considered sponsors or co-sponsors of Rally Rewards. Gift Cards/Gift
Certificates are valid at participating merchants only through the expiration
date printed on the front or back of the Gift Certificate or Gift Card, except
as otherwise provided by applicable law. Acceptance of the Gift Cards/Gift
Certificates is the sole responsibility of the participating merchant. No
photocopies of Gift Cards/Gift Certificates will be honored. Gift Cards/Gift
Certificates have no cash value and may not be redeemed for cash or its
equivalent. Any unused portion will not be returned as cash unless a Gift
Card/Gift Certificate states otherwise, or as required by law. Gift Cards/Gift
Certificates are transferable unless otherwise noted on the Gift Cards/Gift
Certificates. Gift Cards/Gift Certificates are void where prohibited by law.
Unless otherwise stated on the Gift Card/Gift Certificate, Gift Cards/Gift
Certificates for Rewards offered do not include any federal, state or local
taxes, which are the Participant's sole responsibility at time of redemption.
Rally, Third Party Providers and any other participating merchants are not
responsible for refunding or replacing lost, stolen or mutilated Gift Cards/Gift
Certificates or tickets. Some Gift Cards/Gift Certificates or other Rewards
require an additional charge for shipping and handling. If applicable, Gift
Cards/Gift Certificates or Rewards do not include gratuities.


POTENTIAL CONFLICT

If there is any conflict between the Terms of Service and these Program Rules,
the Program Rules take precedence, but only in relation to a Rewards Program. To
the extent that there is a conflict between the English language version and a
version of the rules in another language on this page, the English version takes
precedence and shall govern.


WAIVER

Rally may waive compliance with these Rewards Rules in its sole discretion and
may run promotions from time to time that provide enhanced benefits to select
Participants. Notwithstanding the foregoing, Rally's failure to exercise any of
its rights under these Program Rules or its delay in enforcing or exercising any
of those rights shall not constitute a waiver of such rights.


CHANGES

Rally reserves the right to change the Rewards Program, including any Component,
at any time and in Rally's sole discretion, without prior notice to Participant,
including but not limited to: (i) increasing or decreasing the number of Coins
required in connection with any Component or Reward; (ii) shortening or
extending a time period or changing a date in connection with any Component or
Reward offering; (iii) adding or removing functionality or the platform as a
whole; and (iv) any other change, without limitation.


TERMINATION/CANCELLATION

With the exception of individual auctions, sweepstakes, or other promotions,
which shall have start and/or end dates as set forth on the Website and/or in
the official rules for the individual sweepstakes, the Rewards Program has no
predetermined termination date. Rally reserves the right, in its sole
discretion, without notice and at any time, to terminate, cancel or expire the
Program, in whole or in part, or an individual Participant's Participation in
the Program, with or without cause. "Termination" shall be defined as ending the
Program, with no further ability to earn Coins and/or redeem Rewards by any
Participant in the Program; the Program has not been terminated if a
replacement/successor program is made available to the Program Participants that
offers the Participants a reasonable means to earn Coins and redeem Rewards.
"Cancellation" shall be defined as the expiration or revocation of an individual
Participant's eligibility to Participate, for any reason, with or without cause.
Termination and Cancellation may result from violation of any of the terms and
conditions of this Agreement and/or fraudulent or unauthorized use of the
Participant's Account. All accrued Coins will expire upon the date of
Termination, Cancellation or expiration of Participant's Account or the Rewards
Programs.


DISCLAIMER OF WARRANTIES

The Program and the Rally Platform are provided on an "as is" basis. Rally
disclaims any and all representations and warranties, express or implied, with
respect to any information, services and commercial offerings, including without
limitation any warranties of merchantability, fitness for a particular purpose,
title, non-infringement, and/or accuracy of information provided with respect to
any Rewards, the Program, and the Rally Platform. Rally further disclaims any
warranties that the Program or the Rally platform will be free from computer
viruses or without technical glitches, including without limitation for any
failure of performance, interruption, delay or defect. Rally does not offer any
warranty with respect to the results obtained from participating in the Program,
nor as to the accuracy, reliability or content of any information, service or
offerings provided through the Program or the Rally platform. Rally does not
warrant that the Program or Rally Platform will be uninterrupted or error free,
nor does Rally make any warranty with respect to the results obtained from
participating in the use of the Program or Rally Platform, or as to the
accuracy, reliability or content of any information, service or offerings
provided through either.


CAUTION AND WARNING

ANY ATTEMPT TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF ANY
COMPONENT OF THE REWARDS PROGRAM OR THE WEBSITE MAY BE A VIOLATION OF CRIMINAL
AND CIVIL LAWS. SHOULD SUCH AN ATTEMPT BE MADE, OR IN THE EVENT PARTICIPANT
FAILS TO FOLLOW ANY TERMS OF THE PROGRAM OR MAKES ANY MISREPRESENTATIONS IN
CONNECTION WITH THE PROGRAM, RALLY RESERVES THE RIGHT TO SEEK DAMAGES OR OTHER
REMEDIES TO THE FULLEST EXTENT PERMITTED BY LAW.

Rally reserves the right to revoke, cancel or suspend participation in the
Program, or any Component of the Program, or take any other action at its
discretion, at any time with immediate effect and without written notice or
liability to any Participant if Company believes the Participant has: (1)
violated any of the Program Rules; (2) acted in a manner inconsistent with
applicable law, regulations or ordinances; (3) engaged in any misconduct or
wrongdoing in connection with the Rewards Program; (4) engaged in abusive,
fraudulent, inappropriate, or hostile conduct in connection with the Rewards
Program, or Rally or its employees, or any other Participant; (5) if Company's
provision of the Rewards Program and/or any associated benefits (including but
not limited to Coins) is determined by Company to violate any applicable law to
which Company is subject; or (6) for any other reason at Rally's sole
discretion.


MODIFICATION OF PROGRAM RULES

From time to time, Rally may, in its sole discretion, change these Program Rules
or upgrade, enhance, change and/or modify the Program components, including by
discontinuing a Program or any aspect or feature thereof (collectively,
"Modifications"). You agree that a notice of any changes by email or by means of
notice on this Site is sufficient for the changes to become effective.
Participant acknowledges that Rally has the right to change, update, revise,
limit, supplement and otherwise modify the terms of this Agreement and impose
new or additional terms and conditions on Participant's use of the Account, at
any time, at its discretion, with or without notice, even though such changes
may affect the value of Coins or the ability to obtain Rewards. Rally may, among
other things: (i) increase or decrease the number of Coins required for a
Reward; (ii) withdraw, limit, modify or cancel any Reward; (iii) restrict the
continued availability of Rewards; (iv) change Program benefits, Rewards
partners, conditions of participation, rules for earning, redeeming, retaining
or forfeiting Coins, or rules governing the use of Rewards; and/or (v) change or
cancel its Rewards partners. In accumulating Coins, Participants may not rely
upon the continued availability of any Reward.

Changes to these Program Rules will be reflected in an updated version of these
Program Rules that will be posted on the Site, and You agree that all changes
will be effective upon such posting. You agree to regularly review these Program
Rules so that you will be apprised of all changes. You can determine when these
Program Rules were last revised by referring to the "LAST UPDATED" legend a part
of these Program Rules. By continuing to use the Site or any Program or Service
after any notice or posting of the Modifications, you are agreeing to be bound
by the Modifications and revised Program Rules.


LIMITATION OF LIABILITY AND RELEASE

BY PARTICIPATING IN THE PROGRAM, REDEEMING THE COINS, OR RECEIVING ANY REWARD,
YOU, AND ON BEHALF OF YOUR HEIRS, EXECUTORS, AND ADMINISTRATORS, AGREE:

(A) TO BE BOUND BY THESE PROGRAM RULES AND BY ALL APPLICABLE LAWS AND DECISIONS
OF SPONSOR, WHICH SHALL BE BINDING AND FINAL;

(B) TO WAIVE ANY RIGHTS TO CLAIM AMBIGUITY WITH RESPECT TO THESE TERMS AND
CONDITIONS;

(C) TO WAIVE ALL OF YOUR RIGHTS TO BRING ANY CLAIM, ACTION, OR PROCEEDING
AGAINST RALLY AND THE RELEASED PARTIES IN CONNECTION WITH THE WEBSITE, THE
REWARDS PROGRAM, OR ANY REWARDS PROGRAM COMPONENT, INCLUDING ANY REWARD; AND

(D) TO FOREVER AND IRREVOCABLY RELEASE, DEFEND, INDEMNIFY, AND HOLD HARMLESS THE
RELEASED PARTIES FROM ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, CAUSES OF ACTION,
PROCEEDINGS, DEMANDS, FINES, PENALTIES, LIABILITY COSTS AND EXPENSES (INCLUDING,
WITHOUT LIMITATION, OUTSIDE ATTORNEYS' OR LEGAL FEES) THAT MAY ARISE IN
CONNECTION WITH: (I) THE WEBSITE, THE REWARDS PROGRAM, ANY REWARDS PROGRAM
COMPONENT, OR ANY ACTIVITIES IN CONNECTION WITH THE WEBSITE OR REWARDS PROGRAM,
OR ANY REWARD, INCLUDING BUT NOT LIMITED TO YOUR PARTICIPATION OR INABILITY TO
PARTICIPATE IN THE REWARDS PROGRAM OR OTHER ACTIVITY, (II) TYPOGRAPHICAL,
PRINTING, AND OTHER ERRORS IN THESE PROGRAM RULES OR ANY REWARDS PROGRAM
MATERIALS, (III) ANY CHANGE IN ANY REWARD (OR ANY COMPONENTS THEREOF) DUE TO
UNAVAILABILITY, OR DUE TO REASONS BEYOND RALLY'S CONTROL, (IV) ANY INTERRUPTIONS
IN OR POSTPONEMENT, CANCELLATION, OR MODIFICATION OF THE REWARDS PROGRAM OR ANY
REWARDS PROGRAM COMPONENT, (V) HUMAN ERROR, (VI) INCORRECT OR INACCURATE
TRANSCRIPTION, RECEIPT OR TRANSMISSION OF ANY ENTRY, (VII) ANY TECHNICAL
MALFUNCTIONS OR UNAVAILABILITY OF THE WEBSITE OR ANY TELEPHONE NETWORK, COMPUTER
SYSTEM, COMPUTER ONLINE SYSTEM, COMPUTER TIMING AND/OR DATING MECHANISM,
COMPUTER EQUIPMENT, SOFTWARE, OR INTERNET SERVICE PROVIDER, OR MAIL SERVICE
UTILIZED BY RALLY, ANY OF THE RELEASED PARTIES OR BY YOU, (VIII) INTERRUPTION OR
INABILITY TO ACCESS THE WEBSITE OR ANY ONLINE SERVICE VIA THE INTERNET DUE TO
HARDWARE OR SOFTWARE COMPATIBILITY PROBLEMS, (IX) ANY LOST/DELAYED DATA
TRANSMISSIONS, OMISSIONS, INTERRUPTIONS, DEFECTS, AND/OR ANY OTHER ERRORS OR
MALFUNCTIONS, (X) ANY LATE, LOST, STOLEN, MUTILATED, MISDIRECTED, ILLEGIBLE,
DELAYED, GARBLED, CORRUPTED, DESTROYED, INCOMPLETE, UNDELIVERABLE OR DAMAGED
REWARDS PROGRAM SUBMISSIONS, (XI) ANY WRONGFUL, NEGLIGENT, OR UNAUTHORIZED ACT
OR OMISSION ON THE PART OF ANY OF THE RELEASED PARTIES OR OF ANY THIRD PARTY,
(XII) LOST, LATE, STOLEN, INCORRECT, MISDIRECTED, DAMAGED OR DESTROYED REWARDS
(OR ANY ELEMENT THEREOF), OR (XIII) THE NEGLIGENCE OR WILLFUL MISCONDUCT BY YOU
OR OF ANY THIRD PARTY.

RALLY AND RELEASED PARTIES ARE NOT RESPONSIBLE FOR ANY INJURY OR DAMAGE, WHETHER
TO YOU OR TO ANY OTHER PERSON OR TO ANY PROPERTY, RELATED TO OR RESULTING FROM
YOUR PARTICIPATION IN THE REWARDS PROGRAM, IN ANY ACTIVITY, MISSION OR CHALLENGE
AND/OR THE ACCEPTANCE OR USE OF ANY REWARD. BY PARTICIPATING IN ANY MISSION,
CHALLENGE, OR THE REWARDS PROGRAM, OR THE USE OF ANY REWARD, YOU EXPRESSLY
ASSUME ALL LIABILITY AND RESPONSIBILITY FOR YOUR PARTICIPATION AND AGREE THAT
PARTICIPATION IS SOLELY AT YOUR OWN RISK.

The exercises and health information provided on the Website are for educational
and entertainment purposes only, and are not to be interpreted as a
recommendation for a specific treatment plan, product, or course of action.
Exercise is not without its risks, and the Website's activities could result in
injury. To reduce the risk of injury, before beginning any exercise program,
please consult a healthcare provider for appropriate exercise prescription and
safety precautions. The exercise instruction and advice presented on the Website
are in no way intended as a substitute for medical consultation. Rally disclaims
any liability from and in connection with the Website.

You are using the tools and features of our Rally Wellness Application at your
own risk, and you agree that we are not liable for any injury you may sustain by
using the tools and features of the Application or participating in the Program.


DAMAGES EXCLUSION

IN NO EVENT WILL THE RELEASED PARTIES BE LIABLE TO ANY PARTICIPANT OR ANY THIRD
PARTY FOR ANY DIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL
DAMAGES (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) ARISING OUT OF OR IN
CONNECTION WITH THE REWARDS PROGRAM, OR YOUR RECEIPT OR USE OF A REWARD, WHETHER
SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT
(INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT YOU OR
ANY OF THE RELEASED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR
DAMAGE. THE RELEASED PARTIES ARE NOT RESPONSIBLE IF ANY REWARD CANNOT BE AWARDED
DUE TO CANCELLATIONS, DELAYS, OR INTERRUPTIONS DUE TO ACTS OF GOD, ACTS OF WAR,
NATURAL DISASTERS, WEATHER, OR TERRORISM. BY PARTICIPATING IN THIS REWARDS
PROGRAM, PARTICIPANT AGREES THAT THE RELEASED PARTIES WILL NOT BE RESPONSIBLE OR
LIABLE FOR ANY INJURIES, DAMAGES, OR LOSSES OF ANY KIND, INCLUDING DIRECT,
INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES TO PERSONS, INCLUDING
DEATH, OR TO PROPERTY ARISING OUT OF A REWARD (OR ITS USE), ACCESS TO AND USE OF
ANY WEBSITE ASSOCIATED WITH THIS REWARDS PROGRAM OR THE DOWNLOADING FROM AND/OR
PRINTING OF MATERIAL DOWNLOADED FROM SUCH SITE. RALLY DISCLAIMS ANY LIABILITY
FROM AND IN CONNECTION WITH THE WEBSITE. Some jurisdictions may not allow
limitations or exclusions of liability for incidental or consequential damages
or exclusion of implied warranties, so some of the above limitations or
exclusions may not apply. Check local laws for any restrictions or limitations.


RESOLVING DISPUTES

OUR TERMS OF SERVICE INCLUDE A DISPUTE RESOLUTION PROVISION TO WHICH YOU MAY
HAVE ALREADY AGREED. THAT DISPUTE RESOLUTION PROVISION APPLIES TO YOUR
PARTICIPATION IN OUR REWARDS PROGRAM, AND YOUR CONTINUED PARTICIPATION IN THE
REWARDS PROGRAM CONSTITUTES FURTHER AGREEMENT TO THAT PROVISION. THEREFORE,
PLEASE READ THIS SECTION CAREFULLY - IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL
RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

a. Let's Try To Sort Things Out First

We want to address your concerns without needing a formal legal case. Before
filing a claim against Rally, you agree to try to resolve the dispute informally
by contacting legal@werally.com(opens in a new tab). We'll try to resolve the
dispute informally by contacting you via email. If a dispute is not resolved
within 15 days of submission - and only then - you or Rally may bring a formal
arbitration proceeding as described below.

b. Both Agree To Arbitrate

You and Rally agree to resolve through final and binding arbitration any claims
relating to the Rewards Program, these Program Rules, the Site’s Terms of
Service, the Site, the Services, and any rewards or incentives offered on or
through the Site, except as set forth under Exceptions to Agreement to Arbitrate
below. The arbitration shall be held in the state in which you reside. For
residents outside the United States, arbitration shall be initiated in
Washington, DC, and you and Rally agree to submit to the personal jurisdiction
of any state or federal court in Washington, DC to compel arbitration, stay
proceedings pending arbitration, or to confirm, modify, vacate or enter judgment
on the aware entered by the arbitrator.

c. Opt-out of Agreement to Arbitrate

You can decline this agreement to arbitrate by sending a letter to Rally that
must be postmarked within 30 days of your first participation in the Rewards
Program or any related promotion or incentive. The letter must specify your
first and last names, Rally User ID, mailing address, and explain that you are
opting out of this arbitration provision. The letter should be sent to Rally
Health, Inc., ATTN: Legal Department, 3000 K Street, NW, Suite 350 Washington,
DC 20007.

d. Arbitration Procedures

The arbitration shall be conducted by a single arbitrator, governed by the rules
of JAMS that are in effect at the time the arbitration is initiated available
at www.jamsadr.com(opens in a new tab) or by calling JAMS at 1-800-352-5276
(referred to as the "JAMS Rules") and under these Program Rules. We may also
mutually agree to have the arbitration conducted by telephone or based on
written submissions.

e. Arbitration and Attorney's Fees

Rally will pay all arbitration fees for claims less than $75,000, unless the
arbitrator finds the arbitration to be frivolous. You are responsible for all
other additional costs that you may incur in the arbitration, including, but not
limited to, attorney's fees and expert witness costs unless Rally is otherwise
specifically required to pay such fees under applicable law. For claims that
total more than $75,000, the JAMS rules will govern payment of filing fees and
arbitration fees. The decision of the arbitrator will be in writing and binding
and conclusive on Sponsor and you, and judgment to enforce the decision may be
entered by any court of competent jurisdiction. Rally and you agree that
dispositive motions, including without limitation, motions to dismiss and
motions for summary judgment, will be allowed in the arbitration. The arbitrator
must follow these Program Rules and can award the same damages and relief as a
court, including injunctive or other equitable relief and attorney's fees.
Notwithstanding the foregoing, Rally and you agree not to seek attorneys' fees
and expert witness costs unless the arbitrator finds that a claim or defense was
frivolous or asserted for any improper purpose. Rally and you understand that,
absent this mandatory arbitration provision, Rally and you would have the right
to sue in court and have a jury trial. Rally and you further understand that, in
some instances, the costs of arbitration could exceed the costs of litigation
and the right to discovery may be more limited in arbitration than in court. If
Rally is the prevailing party in the arbitration, applicable law may allow the
arbitrator to award attorneys' fees and costs to Rally. If any clause within
these arbitration provisions is found to be illegal or unenforceable, that
specific clause will be severed from these arbitration provisions, and the
remainder of the arbitration provisions will be given full force and effect. In
the event some or all of these arbitration provisions are determined to be
unenforceable for any reason, or if a claim, dispute, or controversy is brought
that is found by a court to be excluded from the scope of these arbitration
provisions, Rally and you agree to waive, to the fullest extent allowed by law,
any trial by jury. The terms of these arbitration provisions will also apply to
any claims asserted by you against any present or future parent or affiliated
company of Rally to the extent that any such claims arise out of your access to
or participation in the Rewards Program or any component of the Rewards Program
or other promotion or incentive run in connection with any Reward.

f. Exceptions to Agreement to Arbitrate

Either you or Rally may assert claims, if they qualify, in small claims court in
the District of Columbia or any other U.S. county, in which Rally has a
principal business address, provided the informal dispute resolution described
above was unsuccessful. Either party may bring a lawsuit solely for injunctive
relief to stop unauthorized use or abuse of the Services, or intellectual
property infringement (for example, trademark, trade secret, copyright, or
patent rights) without first engaging in arbitration or the informal
dispute-resolution process described above.

g. No Class Actions: PLEASE READ THIS SECTION CAREFULLY - IT MAY SIGNIFICANTLY
AFFECT YOUR LEGAL RIGHTS

You may only resolve disputes with us on an individual basis, and may not bring
a claim as a plaintiff or a class member in a class, consolidated, or
representative action. You agree that class arbitrations, class actions, private
attorney general actions, and consolidation with other arbitrations aren't
allowed.

BY AGREEING TO THIS ARBITRATION AGREEMENT, YOU ARE GIVING UP YOUR RIGHT TO GO TO
COURT, INCLUDING YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS
ACTION. YOU UNDERSTAND THAT BY AGREEING TO THIS ARBITRATION AGREEMENT AND CLASS
ACTION WAIVER, YOU MAY ONLY BRING CLAIMS AGAINST RALLY AND THE RELEASED PARTIES
IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY
PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. IF YOU DO NOT AGREE TO
ARBITRATION, YOU SHOULD OPT OUT OF THIS ARBITRATION PROVISION PER THE TERMS OF
SERVICE. OTHERWISE, YOU ARE AGREEING TO THE TERMS OF THIS ARBITRATION PROVISION
TO THE EXTENT THAT YOU PARTICIPATE IN A REWARDS PROGRAM.

h. Judicial Forum for Disputes

In the event that the agreement to arbitrate is found not to apply to you or
your claim, you and Rally agree that any judicial proceeding (other than small
claims actions) will be brought in the federal or state courts of the District
of Columbia. Both you and Rally consent to venue and personal jurisdiction
there.

i. Choice of Law

You agree that the arbitration provision is made pursuant to a transaction
involving interstate commerce and shall be governed by the Federal Arbitration
Act ("FAA"), and not by any state or provincial law concerning arbitration. You
otherwise agree that the law of the District of Columbia governs these Official
Rules and any claim or dispute that you may have against us, without regard to
D.C.'s conflict of laws rules, and that the United Nations Convention on
Contracts for the International Sale of Goods shall have no applicability.


PUBLICITY RIGHTS

By accepting a Reward, you agree to allow Rally and/or Rally's designee the
perpetual right to use your name, biographical information, photos and/or
likeness, and statements for promotion, trade, commercial, advertising and
publicity purposes, at any time or times, in all media now known or hereafter
discovered including live television, worldwide, including but not limited to on
the World Wide Web and Internet, without notice, review or approval and without
additional compensation except where prohibited by law; if requested by Rally,
you shall provide any requested consents.


PRIVACY

For an explanation of Rally's practices and polices relating to the collection,
use, and storage of Participant personal information, please refer to Rally's
Privacy Policy contained on the website
at www.werally.com/corporate/privacy(opens in a new tab). Rally and Rally's
agents, affiliates, subsidiaries, representatives or service providers may use
Participants' and/or referrals' personal information submitted with entry for
purposes of reward fulfillment and/or for future marketing by Rally, such as to
notify them of a product or promotion that Rally thinks may be of interest.


CONTACT/QUESTIONS

For more information about the Program and/or Participant Accounts, or if you
have other questions, email legal@werally.com(opens in a new tab).

Rally Health, Inc., 3000 K Street NW, Suite 350, Washington, DC 20007

©2020 Rally Health, Inc. All rights reserved. Rally is registered mark of Rally
Health, Inc. All other marks are the property of their respective holders.