Windfall

WINDFALL™ SWEEPSTAKES OFFICIAL RULES

NO PURCHASE NECESSARY TO ENTER OR WIN. A PURCHASE OR PAYMENT OF ANY KIND WILL NOT INCREASE YOUR CHANCES OF WINNING. VOID IN FLORIDA, NEW YORK, AND WHERE PROHIBITED OR RESTRICTED BY LAW.

1. SPONSOR The Windfall™ Sweepstakes (the “Sweepstakes”) is sponsored by Windfall XYZ LC, a New Mexico limited company (“Sponsor”).

2. ELIGIBILITY The Sweepstakes is open only to legal residents of the United States (excluding residents of Florida and New York) who are at least eighteen (18) years of age or the age of majority in their state of residence at the time of entry.

Wallet Requirement: To participate, Entrants must possess a digital wallet compatible with the Base blockchain (“Wallet”).

  • Supported Wallets: This includes non-custodial wallets (e.g., Coinbase Wallet, MetaMask, Trust Wallet, Phantom) AND custodial or "Web3-enabled" accounts provided by the Windfall Platform (e.g., email-based login wallets, MPC wallets).
  • Compatibility: It is the Entrant’s sole responsibility to ensure their Wallet can receive and hold ERC-721 or ERC-1155 standard NFTs. Wallets that do not support NFT airdrops (e.g., certain strictly centralized exchange deposit addresses) may result in forfeiture of the Prize.

3. SWEEPSTAKES PERIOD The Sweepstakes begins on January 1, 2026, at 12:00:01 a.m. Pacific Time (“PT”) and ends on January 14, 2026, at 11:59:59 p.m. PT (the “Entry Period”). Sponsor’s blockchain smart contract timestamp shall be the official time-keeping device.

4. HOW TO ENTER There are three (3) ways to enter. All entries, regardless of method, have equal value and equal odds of winning.

A. Purchase Method (NFT Mint): During the Entry Period, visit the Windfall platform at www.windfall.xyz and purchase a Windfall Entry NFT (“NFT”). One (1) NFT is equal to one (1) entry. There is no limit to the number of NFTs an Entrant may purchase, subject to the Total Entry Cap. Entrant acknowledges that the NFT is a functional digital entry ticket with no expectation of profit, investment value, or resale value.

B. Referral Bonus Method (Social Entry): Entrants may earn free Entry NFTs by referring new users to the Windfall Platform via their unique referral link ("Referral Link").

  • Mechanism: For every ten (10) "Qualified Referrals" generated by an Entrant, the Entrant will automatically receive one (1) free Entry NFT airdropped to their connected Wallet.
  • "Qualified Referral" Defined: A Qualified Referral occurs when a new user (a "Referee") who has not previously registered with Windfall clicks the Entrant’s Referral Link and completes the account verification process and purchases any NFT.
  • Fraud Check: Any attempt to use bots, fake accounts, script macros, or other automated means to generate referrals is prohibited and will result in immediate disqualification of the Entrant and voiding of all associated entries.

C. No Purchase Necessary Alternative Method of Entry (AMOE) – Mail-In-To-Mint: To enter without purchase or referral obligation, hand-print your full name, email address, mailing address, phone number, the sweepstakes number, and your public Base-compatible Wallet address on a 3” x 5” card. Mail it in a standard #10 business-size envelope with proper postage to: Windfall XYZ LC 1209 MOUNTAIN ROAD PL NE STE N, ALBUQUERQUE, NM 87110 USA

Upon receipt of a valid Mail-In Request, Sponsor will airdrop one (1) Entry NFT to the Wallet address provided. Sponsor will pay all gas fees associated with the AMOE airdrop.

  • Limit one (1) request per envelope.
  • Bulk shipments will not be accepted.
  • Must be postmarked by January 14, 2026, and received by January 19, 2026.

5. PRIZE & RESERVE THRESHOLD A. Grand Prize: The Lookout Apartments. One (1) fully-furnished 10-unit residential apartment building located in Tacoma, Washington (Approximate Retail Value "ARV": $5,000,000 USD). B. Reserve Threshold: The Grand Prize is available only if a minimum of 40,000 NFT Entries are minted (“Reserve Threshold”) by the end of the Entry Period, to include paid entries, free bonus entries, and free air drops.

C. Conditional Cash Alternative (If Reserve Not Met): If the Reserve Threshold is NOT met, the Real Estate Grand Prize will not be awarded. Instead, the Winner will receive a Cash Prize equal to fifty percent (50%) of the Net Proceeds collected from NFT sales during the Entry Period. “Net Proceeds” is defined as Gross Revenue minus direct blockchain transaction costs and smart contract deployment fees.

D. Real Estate Prize Conditions (If Awarded):

  • Gross-Up Payment: Sponsor will provide a cash payment directly to the title company, Ticor Title, to cover all standard closing costs, title transfer fees, and estimated federal withholding taxes (up to a maximum of 25% of the Prize ARV).
  • "AS IS" / No Warranty: The Property is awarded “AS IS, WHERE IS” without any warranty, express or implied, by Sponsor. Sponsor expressly disclaims any warranty of habitability, merchantability, or fitness for a particular purpose. Sponsor is not the builder or developer; Winner agrees to look solely to original contractors for any construction defects.

6. WINNER SELECTION & VERIFICATION On or about March 1, 2026, one (1) potential winner will be selected via a verifiable random function (VRF) provided by Chainlink, executed via Sponsor’s smart contract.

  • Transparency: The selection process will be executed on-chain and verifiable via public block explorers.
  • Verification: To claim the prize, the potential winner MUST complete a Know Your Customer (KYC) check, providing a government-issued ID.
  • Wallet Access: Potential winner must prove ownership of the winning Wallet. If the Entrant used a Custodial Wallet (e.g., Platform Login), they must verify ownership of the associated account credentials (e.g., email verification).

7. LIMITATION OF LIABILITY & SMART CONTRACT RISKS BY ENTERING, ENTRANT ACKNOWLEDGES THAT THIS SWEEPSTAKES OPERATES ON A PUBLIC BLOCKCHAIN. A. Assumption of Risk: Entrant accepts inherent risks associated with smart contracts and digital wallets, including but not limited to software bugs, hacking, theft, and network failures. B. Custodial Wallet Risk: If Entrant uses a third-party or custodial wallet (e.g., a centralized exchange or social-login wallet), Sponsor is not responsible if the provider freezes the account, rejects the NFT airdrop, or suffers a security breach. C. Liability Cap: In the event the Prize Pool or Escrow Contract is stolen, drained, or frozen due to a hack or exploit:

  1. Sponsor’s obligation to award the Grand Prize or Cash Alternative is void.
  2. Sponsor’s total liability to any single Entrant shall be limited to the actual mint price paid by that Entrant for their NFT(s), or $100 USD, whichever is less.

8. TAXES Winner is solely responsible for all applicable federal, state, and local taxes exceeding the Gross-Up Payment provided by Sponsor. Sponsor will issue an IRS Form 1099 to the Winner.

9. DISPUTE RESOLUTION (BINDING ARBITRATION) Except where prohibited, Entrant agrees that: (1) any and all disputes arising out of this Sweepstakes shall be resolved individually, without resort to any form of class action, and exclusively by JAMS under its Comprehensive Arbitration Rules; (2) any arbitration shall take place in Albuquerque, New Mexico; and (3) judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

10. GENERAL CONDITIONS Sponsor reserves the right to cancel, suspend, or modify the Sweepstakes if fraud, technical failures, bot attacks, or any other factor impairs the integrity or proper functioning of the Sweepstakes.

11. WINNERS LIST To obtain a list of winners, mail a self-addressed, stamped envelope to: Windfall Winners List, 1209 MOUNTAIN ROAD PL NE STE N, ALBUQUERQUE, NM 87110 USA. Requests must be received within 60 days of the drawing.