Treat Wallet Inc., dba eGiftify Merchant Terms of Use

Effective: January 9th, 2024

These Terms of Use (this"Agreement") apply to you and your consumer’s use of (1) the eGiftify website at https://www.eGiftify.com and all affiliated websites owned and operated by Treat Wallet Inc. (Treat Wallet), including Merchant and Consumer Web and Mobile Applications, Loyalty Applications, SDKs, iFrame Purchase Pages, Mobile Passes, Customer Relationship Management (CRM) System, Partner and Merchant Portals, and any other future eGiftify technology created, owned, and/or operated by eGiftify, along with any of its affiliates, contractors, subcontractors, partners, service providers and any third-party integrations (2) the Merchant Gift Cards, Offers, Marketing Promotions & CRM, Loyalty and Ticketing services made available by Treat Wallet Inc. through the eGiftify Site, Partner Portal and Merchant Portal, any eGiftify-branded application for your mobile or other device, integrated SDK, (collectively, the"eGiftify Application"), and any other online properties of Treat Wallet Inc. or third parties, (3) gift card purchases and related services provided by Treat Wallet as described below, (4) any current or future Treat Wallet Application and/or technology, and (5) any other services or features made available by Treat Wallet through the eGiftify Site, Partner sites or systems, or any Treat Wallet Application or technology. Together, the items in (1) through (5) are the"Services".

In this Agreement,"eGiftify" means Treat Wallet Inc., dba eGiftify, and"Merchant" means any Merchant (or"User") utilizing the Services. This Agreement incorporates Treat Wallet’s standard policies, procedures, and terms and conditions for use of the Services that are referenced by name or by links in this Agreement (collectively, the"Treat Wallet Inc. , dba eGiftify Policies").

By accessing or using the Services or clicking"accept" or"agree" to this Agreement, (1) Merchant acknowledges that Merchant has read, understands, and agrees to be bound by this Agreement, and (2) Merchant represents and warrants that it are of legal age and not prohibited by law from accessing or using the Services (including, if applicable, purchasing, giving, using, or redeeming any eGiftify Gift Card or Merchant Gift Card (as defined below).

Treat Wallet may update or revise this Agreement (including any Treat Wallet Polices) from time to time. You agree that you will review this Agreement periodically. Accepting this Agreement, as modified, is required for Merchant to continue using the Services. Merchant may have to click"accept" or"agree to show its acceptance of any modified version of this Agreement. If Merchant does not agree to the terms of this Agreement or any modified version of this Agreement, its sole recourse is to terminate its use of the Services, in which case Merchant will no longer have access to its Account (as defined below). Except as otherwise expressly stated by Treat Wallet, any use of the Services (e.g., the use of the Marketing, Promo, Offers or Ticketing services or the purchase of an eGiftify or Merchant Gift Card is subject to the version of this Agreement in effect at the time of use and bound by the terms of the signed contract agreement.

• Gift Card, Offers, Marketing Promotions & CRM, Ticketing & Loyalty Services.

  • Sale of Merchant Gift Cards& Offers Services. Merchant may sell its Merchant digital and physical Gift Cards through the eGiftify Site or the eGiftify Application. When a consumer purchases a digital Merchant gift card from eGiftify’s site, eGiftify will send the Merchant’s digital gift card to the individual they have designated as the recipient via Purchaser’s choice of SMS text message, email or available social media outlets, and record the activity with the details of the sale, which is accessible in the Merchant Portal, as further described in our privacy policy. For physical Merchant gift card sales purchased and fulfilled through the eGiftify site, eGiftify provides confirmation of purchase via a purchase order receipt, including the shipping options chosen and an order number for reference. A tracking number is provided upon shipment of the physical gift card. If the Merchant chooses to fulfill their own physical gift card orders, either directly or through a third-party fulfillment center, eGiftify will issue and provide gift codes (additional fees apply) to the designated fulfillment center for printing on the physical gift cards. In the event that Merchant chooses a third-party fulfillment center, it is Merchant’s responsibility to provide tracking information, inventory control, security (including any PIN related security requirements) and customer support for any printing and shipping related questions. If Merchant selects the Offers functionality, Merchant will have the ability to BOGOs (Buy One Get One), Discount Codes and value offers on Gift Cards, Tickets, Packages and other gift related products.

  • Marketing Promotions (Promotions) & Customer Relationship Management (CRM) Services. Marketing & CRM services allow Merchants to send instant gifts, promotional eGifts and Offers, and discounts to targeted audiences through the eGiftify Merchant Portal. Merchants can send the promotional gifts and discounts individually or in bulk as part of a campaign and are branded to the Merchant issuing the Promo. It is the sole responsibility of the Merchant to honor and redeem all promo gift cards and to clearly communicate any conditions or restrictions, including valid dates and expiration dates. Merchant is solely responsible to abide by any and all existing and future laws and regulatory requirements. Merchant recognizes and agrees that Merchant is the Data Controller and eGiftify operates as the Data Processor. Merchant is solely responsible for honoring any free gifts, discounts, and all liability relating to issued promotions and discounts. Merchant is also responsible for any privileges assigned to issue free gifts (Promos), view customer and financial data, export or import client lists, and maintaining oversite for all users and associated privileges, including users who are no longer with the company or should no longer have portal access.

  • Ticketing Services. Ticketing and Packages services allows users to purchase tickets and packages made available through Merchant’s site for future ticketed experiences at a set date and time at participating venues. Tickets and packages are not gift cards or gift certificates. Unlike gift cards or gift certificates, purchasers are only entitled to use the tickets for the applicable ticketed experience and are only able to be used for the date and time indicated on the ticket and/or receipt. Tickets and/or Packages are sold by Merchant and Merchant is solely responsible for disclosing what is included with each ticket, including any limitations, exclusions, fees, expiration dates and for managing the terms and conditions for each ticket and or package, including but not limited to customer requests for refunds, cancellations, disputes or exchanges.

  • Lost or Stolen Gift Cards, Offers & Tickets. eGiftify is not responsible for any Merchant Gift Cards, Discounted Gift Cards (Offers) or Tickets used without Merchant’s permission, fraud, or for any lost or stolen Merchant Gift Cards or Tickets. Merchant may, in its sole discretion, cancel and replace a lost or stolen Merchant Gift Card (if it has not already been redeemed) with a new Merchant Gift Card if it had previously been provided via the eGiftify Site or eGiftify Application to the email address to which the original Merchant Gift Card was sent.

  • Merchant Responsibility. Merchant agrees that it (the applicable Merchant), not eGiftify is the issuer of the Merchant Gift Cards and is solely responsible for honoring the Merchant Gift Cards & Marketing Offers and that eGiftify acts only as a processor of the Merchant Gift Cards and Offers and further indemnifies eGiftify for any and all losses, legal fees, and expenses related to their inability or refusal to honor such Merchant Gift Cards and Offers. eGiftify provides the Services and processing systems and does not review, approve, monitor, endorse, warrant, or make any representations with respect to any Merchant or Merchant’s Gift Cards or Offers, or the validity and legality of any data entered into the CRM for Marketing purposes, including validation of the data contained in mailing lists for subscribed and unsubscribed customers. eGiftify is not responsible for any data or customer lists uploaded from external lists or added to existing client lists within the eGiftify Merchant Portal. Merchant acknowledges and agrees that it will not send any communication to any customer who has unsubscribed or opted out of receiving communication from Merchant, other than required by law such as information relating specifically to a financial transaction or in response to a customer inquiry. Each applicable Merchant is solely responsible for the products and/or services provided in connection with the use or redemption of a Merchant Gift Card or claimed Offers. Merchant agrees that the sale (and purchase of the gift card by the consumer) of Merchant’s Gift Cards and claimed Offers is at its own risk and Merchant shall not hold eGiftify, any of its affiliates, partners, or any of their respective employees, officers, directors, agents, representatives, or service providers responsible for any act or omission of any merchant. Each Merchant is responsible for ensuring that it and the Merchant Gift Cards and Offers that it issues comply with all applicable laws and regulations, including ADA, CCPA, and any other future law or regulation. Merchant further agrees that eGiftify is not responsible for any act or omission of Merchant in connection with the any Merchant Gift Cards or Offers, including, without limitation, any failure by any Merchant to honor any Merchant Gift Card or Offer or the imposition of any terms and conditions on any Merchant Gift Card or Offer that violate any applicable current or future laws or regulations. For any and all issues or questions related to Merchant Gift Cards or Offers or any other products or services offered by Merchants, consumers must contact the applicable Merchant not eGiftify. Merchant must settle any returns, disputes, and any other issues relating to Merchant Gift Cards or Offers directly with the consumer. eGiftify is not responsible for any outstanding liability for any of the Services or related expenses, (including Merchant Gift Cards, Marketing, Offers, Promos, Loyalty, Ticketing, transaction or refund fees, or any other Services provided by the Merchant) if the Merchant closes its business and ceases to operate. The Merchant is solely responsible for all outstanding liability and is solely responsible for all refunds and chargebacks related to requests from consumers if the Merchant closes its business. eGiftify is not responsible and has no liability for Merchant downtime or the interruption of services.

  • Payment and Debit and Credit Card Information. Merchant agrees to pay the listed price of the selected eGiftify Service Modules (and sub-modules as applicable), which include but are not limited to: Digital Gift Cards, Physical Gift Cards, Card and Merchandise Fulfillment services, Marketing, Promo, Loyalty, Event Ticketing, CRM, Wallet, Mobile Apps, Third Party integrations and White Label services, that Merchant purchases at the eGiftify Site, the eGiftify Application (including, without limitation, through an SMS or web browser command originating from Merchant’s Account) or through any other eGiftify Technology. Merchant assumes all liability for and shall promptly pay any and all such charges according to the agreed upon payment terms. Except to the extent otherwise required by law, Merchant agrees that all purchases made by it through the eGiftify Site, eGiftify Application or any other eGiftify Technology, are subject to payment and owed by Merchant, except as expressly provided in this Agreement. To sign up as an eGiftify Merchant or reseller of services, Merchant must provide valid bank debit account (ACH) or credit card information, including the card’s CVV number, which will be used for payment and to settle funds for Merchant’s services utilizing the eGiftify Service Modules, including subscription fees, overage fees, transaction fees, and any other fees due in accordance with the services agreement and, if applicable, the statement of work. eGiftify uses this debit (ACH) or credit card information as described in our privacy policy.

  • Refunds. It is the eGiftify policy that all sales are final. Should a refund be requested, Merchant must approve all refund requests for purchases made through the eGiftify platform where eGiftify is Merchant of Record. eGiftify will process full or partial refunds for the unused balance on the gift card, less any credit card processing and eGiftify transaction fees. If Merchant requests to refund the full amount of the unused balance, or a partial balance, including eGiftify processing and transaction fees, Merchant shall be responsible for reimbursing eGiftify for the credit card processing and eGiftify transaction fees. Reimbursement of processing and transaction fees must be satisfied by either bank debit or retention of funds held in the Merchant liability account. Where eGiftify is not Merchant of Record, it is the Merchant responsibility to approve and process refunds.

• Terms for Services

  • Merchant Account. Merchant must create an account (“Account�?) with eGiftify through the eGiftify Site or an eGiftify Application, either directly or through a partner account in order to use the Services to sell, issue or redeem (as applicable) Merchant Gift Cards, Offers, Promos, Tickets and all other Services through the eGiftify Site, an eGiftify Application, or any other eGiftify Technology. When registering for an account, Merchant must provide true, accurate, current, and complete data about itself on the eGiftify sign-up and on-boarding form. Merchant also agrees to promptly update the Account Information to keep it true, accurate, current, and complete. Merchant is solely responsible for maintaining the confidentiality of its account and the information in its account, and, except as otherwise required by applicable law, Merchant is solely responsible for all use of its account, whether or not authorized by the Merchant. Merchant agrees to immediately notify eGiftify of any unauthorized use of its account or any other breach of security related to its use of the eGiftify Services. All sales are final.

  • Account Administrators and User Privileges. Merchant is solely responsible for establishing Account Administrators and User Privileges to allow access to the eGiftify Merchant Portal, allowing certain access, privileges and controls over the use of the eGiftify Services and the Account, including the removal of users no longer authorized to use the account. The Account Administrator has the ability to create, monitor or modify Users’ actions and permissions, manage access to, control, remove or otherwise change user and/or Account information. Merchant is solely liable and responsible for understanding the settings, privileges and controls for the Services and for controlling whom the Merchant permits to become a User and what are the settings and privileges for such User, including without limitation, the right for a User to add other Users, the right to access or modify Merchant set up or configurations, etc. Merchant is responsible for the activities of all of its Users, including how Users use the Customer Data. Further, Merchant acknowledges that any action taken by a User of the Merchant’s account, is deemed by eGiftify as an authorized action by Merchant, and therefore Merchant shall have no claim in this regard.

  • Communications from eGiftify.The eGiftify Application may use GPS locator or Beacon capabilities to identify a consumer location (if chosen as a Service). If Merchant’s consumer provides a mobile phone number, Merchant is responsible for ensuring the consumer hereby expressly consents to receive SMS text messages from the eGiftify platform regarding the Services and as otherwise described in our privacy policy. The communication standards for the Services include, but are not limited to: SMS, GPS, Push Notifications, Updates and web-based browser technology. In order to use the SMS-based Services, Merchant and/or Merchant’s Consumer must maintain an active account with a carrier of electronic communications through mobile devices and the Consumer not use a prepaid cellular phone to access the Services. eGiftify is not responsible for any failed delivery attempts via SMS text message, email or any other means of delivery of eGiftify Services.Furthermore, eGiftify is not responsible for errors or incorrect information entered by the Purchaser of a gift for delivery to the recipient via SMS text message, email or through other delivery options through the eGiftify platform. eGiftify is not responsible for a gift mistakenly sent to an incorrect recipient.

  • Technical Requirements.Use of the Services requires Internet access through Merchant’s computer or mobile device. Merchant and/or Merchant’s Consumer are responsible for all mobile carrier charges resulting from its use of the Services, including from any notifications provided by the Services. eGiftify does not guarantee that the Services will be compatible with all devices, browsers, Operating System versions, web integrations (such as iFrame) or will be supported by all mobile carriers. eGiftify is not responsible for the accuracy of location services. Merchant may be required to have JavaScript (or similar technologies) enabled to use the eGiftify Site, and some features and portions of the eGiftify Site (including, but not limited to, purchasing, sending, or canceling gift purchases) may not be accessible with JavaScript disabled. The eGiftify mobile app may require some additional features to be used, such as weather services, location services, Push Notifications, Balance Updates, and others. In order to use the Push Notifications, Location Services, Balance Updates and others, Merchant must have permissions for these features turned on. Use of Mobile Passes require Notifications to be turned on to receive balance updates. As such, eGiftify is not responsible for balance inaccuracies in Mobile Passes. Permissions in the mobile app settings can be changed at any time.

  • Third Party Connections.Certain features of our services and products may utilize the services and/or products of third-party vendors and business partners, which services and/or products may include software, applications and other services, including Apple, Google, and connections to payment gateways and certain payment processors. eGiftify has no control over, and assumes no liability for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third party websites or by any third party that you interact with through the eGiftify Services. In addition, eGiftify cannot monitor, verify, censor or edit the content of any third party site or service. By using the eGiftify Services, you release and hold eGiftify harmless from any and all liability arising from your use of any third party website or service. The Merchant and Consumer interactions with organizations and/or individuals found on or through the eGiftify Services, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such organizations and/or individuals. Merchant and/or Merchant’s Consumer agree that eGiftify shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. If there is a dispute between participants on the eGiftify site, or between Users and any third party, Merchant agrees that eGiftify is under no obligation to become involved. In the event that Merchant or Merchant’s Consumer, has a dispute with one or more other Users, Merchant releases eGiftify, its officers, employees, agents and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or eGiftify Services. If Merchant is a California b based company or resident, Merchant hall and hereby waives California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the eGiftify

  • Redemptions.. The eGiftify technology platform of Services can operate as standalone solution or integrate into third-party POS systems and other technology systems such as third-party Mobile Apps, Payment Gateways, Payment Processors, Hosted Solutions and other Systems via API, SDK, or Direct Integration. Depending on the method of integration with third-party partners, eGiftify may not be responsible for redemption transactions (Activate or Issue Only Transactions). If eGiftify has an Activate or Issue Only integration level with the third-party partner, eGiftify is not responsible for Redemption data, including date and time of Redemption, location of Redemption, amount of Redemption and current (updated) balance information prior to or after the Redemption has taken place. eGiftify is not responsible for reporting of activity and balance information for Activate or Issue Only transaction level partner integrations.

• Fees / Billing / Right to Setoff

  • Fee Schedule. Merchant will be subject to fees in accordance with any applicable Fee Schedule. Applicable fees will be debited from the account Merchant specifies monthly for all Services fees or will be billed monthly (payable upon receipt of invoice), even if Merchant is not actively using the Services. Merchant acknowledges and agrees that eGiftify’s measurements are the definitive measurements for payment due and any amounts owed hereunder. The applicable Fee Schedule is subject to change at any time at eGiftify’s sole discretion. eGiftify will use good faith efforts to notify Merchant prior to the effectiveness of any significant change to the applicable Fee Schedule but Merchant is responsible for reviewing the applicable Fee Schedule from time to time and remaining aware of the fees charged by eGiftify and any applicable discounts. eGiftify has the right to change its fee schedule based on fee and/or pricing changes out of its control made by our third-party providers at any time, and such changes shall take effect in the first billing cycle following the rate change notice.

  • Other Billing Arrangements. If Merchant receives the Services by means of one of eGiftify’s resellers or partners (a "Reseller"), the Reseller may be responsible for billing Merchant for the Services and Merchant may be subject to a different fee schedule and additional terms and conditions. Merchant is responsible for reviewing its fee schedule and any additional terms and conditions. In the event of any conflict between this Agreement and the Reseller’s terms and conditions, this Agreement shall control except with respect to the payment provisions set forth in this Section. If Merchant ceases to be a customer of a Reseller, any special pricing, benefits or terms may no longer be available to the Merchant. eGiftify may rely on information provided by the Reseller, if any, with respect to the status of Merchant’s eGiftify Account.

  • Disputes. Notwithstanding anything set forth herein to the contrary, any disputes about any charges to Merchant under this Agreement must be submitted to eGiftify in writing within 60 days of the date such charges are incurred. Merchant agrees to waive all disputes not brought within the 60-day period, and all such charges will be final, owed to eGiftify, and not subject to challenge. 

  • Right of Setoff. In the event of any failure by Merchant to perform any of its obligations under this Agreement, eGiftify shall have all rights and remedies available to it at law or in equity except as otherwise provided in this Agreement. Without limiting the generality of the foregoing, Merchant grants to eGiftify and the applicable Bank Partner a contractual security interest in, and acknowledges that eGiftify and the applicable Bank Partner shall have a contractual and statutory right of set-off against, any and all accounts, funds, monies, and other properties of Merchant at such Bank Partner or which come into possession of eGiftify or such Bank Partner for the purpose of satisfying the obligations of Client under this Agreement.  None of Merchant’s monies or deposits at eGiftify or such Bank Partner shall be considered “special�? deposits unavailable for set-off by eGiftify or such Bank Partner unless eGiftify has specifically so agreed in a separate writing.

• Fees

  • Fee Schedule. Once Merchant has completed any applicable billing period or exceeded any limits described on the applicable fee schedule (the "Fee Schedule"), Merchant will be subject to fees in accordance with any applicable Fee Schedule. Applicable fees will be billed monthly (payable upon receipt of invoice) or your account will be debited monthly for the Services fees, even if Merchant is not actively using the Services. The applicable Fee Schedule is subject to change at any time at eGiftify’s sole discretion, and if Merchant does not agree to any such changes, Merchant should contact eGiftify to cancel its account. eGiftify will use good faith efforts to notify Merchant prior to the effectiveness of any significant change to the applicable Fee Schedule, but Merchant is responsible for reviewing the applicable Fee Schedule from time to time and remaining aware of the fees charged by eGiftify and any applicable discounts. Merchant acknowledges and agrees that eGiftify’s measurements are the definitive measurements for payment due and any amounts owed hereunder. eGiftify may utilize 3rd party services, including services for online delivery channels and ecommerce capabilities. These services are subject to change at any time based on the service providers of those channels. eGiftify has the right to change the fee schedule based on fee and/or pricing changes made by our third-party providers at any time, and will take effect on the billing cycle following the rate change notice.

  • Other Billing Arrangements. If Merchant receives the Services by means of one of eGiftify’s resellers or partners (a "Reseller"), the Reseller may be responsible for billing Merchant for the Services and Merchant may be subject to a different fee schedule and additional terms and conditions. Merchant is responsible for reviewing its fee schedule and any additional terms and conditions. In the event of any conflict between this Agreement and the Reseller’s terms and conditions, this Agreement shall control except with respect to the payment provisions set forth in this Section. If Merchant ceases to be a customer of a Reseller, any special pricing, benefits or terms may no longer be available to the Merchant. eGiftify may rely on information provided by the Reseller, if any, with respect to the status of Merchant’s eGiftify Account..

  • Disputes. Notwithstanding anything set forth herein to the contrary, any disputes about any charges to Merchant under this Agreement must be submitted to eGiftify in writing within 60 days of the date such charges are incurred. Merchant agrees to waive all disputes not brought within the 60 day period, and all such charges will be final, owed to eGiftify, and not subject to challenge.

  • Right of Setoff. In the event of any failure by Merchant to perform any of its obligations under this Agreement, eGiftify shall have all rights and remedies available to it at law or in equity except as otherwise provided in this Agreement. Without limiting the generality of the foregoing, Merchant grants to eGiftify and the applicable Bank Partner a contractual security interest in, and acknowledges that eGiftify and the applicable Bank Partner shall have a contractual and statutory right of set-off against, any and all accounts, funds, monies, and other properties of Merchant at such Bank Partner or which come into possession of eGiftify or such Bank Partner for the purpose of satisfying the obligations of Client under this Agreement. None of Merchant’s monies or deposits at eGiftify or such Bank Partner shall be considered “special�? deposits unavailable for set-off by eGiftify or such Bank Partner unless eGiftify has specifically so agreed in a separate writing.

• Prohibition on Spam; Permission Practices; Message Requirements.

  • Prohibition on Spam; Permission Practices. The Site and the Services may not be used for the sending of unsolicited email messages (sometimes called "spam"). All messages sent by means of the Site or the Products shall be in compliance with eGiftify’s Anti-Spam Policy and within the guidelines of eGiftify’s Privacy Policy and in adherence to the applicable privacy guidelines, such as GDPR, CCPA and any other similar laws or rules.
    Merchant is responsible for ensuring that its use of the Site and the Services do not generate a number of spam or other complaints in excess of industry norms. eGiftify may terminate Merchant’s access to or use of the Site and the Services if we determine that Merchant’s level of spam or other complaints is higher than industry norms, as determined by eGiftify in its sole discretion. As a matter of privacy, eGiftify will not share with Merchant any information about those recipients who complain about Merchant’s use of the Services or file a spam report against Merchant.
    You agree to import, access or otherwise use only contact lists in connection with the Site and the Services for which all listed parties have consented to receive correspondence from Merchant (such as by opting into Merchant’s "Join Us Mailing List" link) and in adherence to GDPR guidelines and regulations, CCPA (California Consumer Privacy Act), and any such similar current and future legislation. It is not sufficient consent to receive email correspondence from Merchant if a person or organization participates in a survey or registers for an event, clicks "Like" on Merchant’s Facebook® page, or "follows" Merchant on Twitter®. If Merchant has used eGiftify’s feature that allows Merchant to request a recipient to confirm that Merchant has the recipient's permission to send messages to such recipient (assuming such use is permitted by laws applicable to Merchant), and such recipient has not responded or does not respond affirmatively to such request for confirmation, Merchant agrees that it shall not send messages to that recipient (except for correspondence relating specifically to the gift transaction which is part of a financial transaction on behalf of the purchaser of the Gift, Offer, Ticket, or other eGiftify Service). Merchant agrees not to send messages through the Site or the Services to distribution lists, newsgroups, publicly available press or media addresses or purchased email addresses.
    eGiftify reserves the right without notice to take all measures of any nature (whether legal, technical or otherwise) to prevent unsolicited bulk email and/or other unauthorized email, messages or campaigns from entering, utilizing or remaining within its network.
    eGiftify does not sell personal information for the intents and purposes of the California Consumer Privacy Act (CCPA) or any such similar legislation

  • Messages. In Merchant’s use of the Site or the Services, Merchant shall represent itself or Merchant’s organization accurately and will not impersonate any other person, whether actual or fictitious.
    Merchant agrees that it is the sole or designated "sender" (as such term is defined in the CAN-SPAM Act of 2003 and any rules or regulations adopted under such act (the "CAN-SPAM Act", within GDPR guidelines and CCPA regulations or any such similar legislation)) of any message sent by Merchant using the Site or the Products. Similarly, for messages sent to Canadian email accounts, Merchant is the sole entity or person sending or causing or permitting the message to be sent by Merchant using the Site or the Products (within the meaning of Canada's Anti-Spam Legislation, S.C. 2010, c. 23 ("Canada's Anti-Spam Legislation")).
    Merchant agrees that for any email message sent by Merchant using the Site or the Services, (i) the "from" line of any email message sent by Merchant using the Site or the Products will accurately and in a non-deceptive manner identify its organization, its product or its service, (ii) the "subject" line of any email message sent by Merchant using the Site or the Products will not contain any deceptive or misleading content regarding the overall subject matter of the email message, and (iii) Merchant will include its valid physical address, which, if Merchant is located in the United States, may be a valid post office box meeting the registration requirements established by the United States Postal Service.
    Merchant agrees that it shall not utilize the Site or the Products to send any message the primary purpose of which is the commercial advertisement or promotion of a commercial product or service (including content on an Internet website operated for a commercial purpose) (a "commercial electronic mail message" as defined in the CAN-SPAM Act or Canada's Anti-Spam Legislation) to any person who has opted out or otherwise objected to receiving such messages from Merchant or another sender on whose behalf Merchant may be acting (in accordance with GDPR and CCPA guidelines or any such similar legislation).

• Compliance with Laws

  The Site and the Products shall only be used for lawful purposes and Merchant shall use the Site and the Services only in compliance with this Agreement and all other applicable U.S., state, local and international laws in your jurisdiction, including:

  1. The CAN-SPAM Act;

  2. Canada's Anti-Spam Legislation;

  3. EU General Data Protection Regulation (GDPR)

  4. California Consumer Privacy Act (CCPA)

  5. Any policies and laws related to unsolicited emails, spamming, privacy, obscenity, or defamation, copyright and trademark infringement and child protective email address registry laws;

  6. Laws relating to advertising, sales or promotional efforts or practices, redemption, refunds and provision of your products or services;

  7. Laws that govern false, unfair and deceptive practices, coupons, gift cards/certificates, defective products or services, unclaimed property, alcohol or tobacco, illegal drug activity, gambling, health and safety, fire, and hygiene standards;

  8. Laws that govern lotteries, sweepstakes, contests and promotions; and

  9. Laws that govern the collection of donations and charitable giving

  10. Laws that govern accessibility for disabled individuals such as the Americans with Disabilities Act (ADA).

  11. Merchant further agrees to refrain from unethical, false or misleading advertising, promotions or sales efforts and practices in connection with its use of eGiftify’s Site or Services.

  12. Merchant may not use eGiftify’s Site or Services for any unlawful or discriminatory activities, including acts prohibited by the Federal Trade Commission Act, Fair Credit Reporting Act, Equal Credit Opportunity Act, or other laws that apply to commerce

  13. Merchant is responsible for determining whether eGiftify’s Site or Services are suitable for it to use in light of any regulations, such as the Health Insurance Portability and Accountability Act ("HIPAA"), the Gramm-Leach-Bliley Act, European data privacy laws, Americans with Disabilities Act (“ADA�?) or other laws. If Merchant is subject to a particular regulation and Merchant uses eGiftify’s Site or Services, then eGiftify will not be liable if our Site or Services do not meet those requirements.

• Restrictions on Use.

  eGiftify prohibits the use of the Site or the Services by any person or organization that violates prohibited content. Merchant further agrees to comply with the following in connection with its use of the Site and the Services:

  • Merchant may not access or use the Site or the Services in a way that uses technology or other means to access, index, re-render, frame, mirror, truncate, add to, inject, filter or link to the Site or the Services that is not authorized by us (including by removing, disabling, bypassing, or circumventing any content protection or access control mechanisms intended to prevent the unauthorized use, download, linking, framing, reproduction, access to, or distribution of the Site or the Services).

  • Unless Merchant is an authorized reseller of the Services, Merchant may not display, copy, reproduce, or distribute the Software, any component thereof, any documentation provided in connection with Site, the Services or the Software, or any content, including but not limited to newsletters distributed to Merchant by eGiftify in connection with the Services.

  • Merchant may not use the Site or the Services in a way that, to be determined in eGiftify’s sole discretion, damages, disables, overburdens, impairs, or gains unauthorized access to the Site or the Services, including eGiftify’s servers, computer network, or user accounts.

  • Merchant may not copy, display, distribute, download, license, modify, publish, re-post, reproduce, reuse, sell, transmit, use to create a derivative work, or otherwise use the content of the Site or the Services for public or commercial purposes without eGiftify’s express written permission.

  • Merchant shall not interfere with or disrupt the Site or any related Treat Wallet websites, applications, services, or servers or networks connected to the Site or the Services.

  • Merchant shall not restrict or inhibit any other user from enjoying and using the Site or the Services.

  • Merchant shall not use the Site or the Services in violation of applicable law or third-party rights (including third party terms of service), and shall not use the Site or the Services for hosting content (for example, images and documents) that infringes on the intellectual property rights of others.

  • Merchant shall not repeatedly upload and remove unique email addresses or otherwise try to manipulate data in an attempt to circumvent our Fee Schedule or other billing procedures.

  • Merchant shall not set up multiple accounts for any individual or organization in order to send substantially similar content unless Merchant is part of a franchise or group account.

  • Merchant may only use eGiftify’s templates, any images eGiftify provides, or any other features or functionality of the Services with the Services themselves (for example, Merchant may not take an image or template and use it on its website). This restriction also applies to customized templates prepared by eGiftify’s professional services group.

  • Merchant shall not use documents and images hosted by eGiftify on servers controlled by eGiftify for any purpose whatsoever other than in connection with the Services. If Merchant owns the document or image, Merchant can use it outside of the Services so long as it is not hosted by eGiftify.

  • Merchant shall not include any incentives (for example, coupons, discounts or awards) in any messages Merchant sends by means of the Site or the Services that encourage a recipient to forward the message to another recipient, other than as expressly encouraged and permitted within the applicable Services.

  • Merchant shall control access to the eGiftify Partner Portal including adding or removing users, setting appropriate user roles, and verifying the actions of its users as stated in section 2.1(b). Merchant shall be solely responsible for any and all fraud that results from its or its employee’s use of the eGiftify Partner Portal.

  • Merchant is solely responsible for ensuring that its content is compliant with the Americans with Disabilities Act (ADA) specifically the Web Content Accessibility Guidelines (WCAG) 2.1AA including but not limited to written descriptions for photos or graphics, descriptions for text in photos, captions for any audio recordings, color contrast requirements, etc.

• Limitations on Use.

  • Merchant understands that not all messages or campaigns sent through use of the Site or the Services will be received by or will be capable of being viewed by their intended recipients or will be viewable by your recipients in the same way they appear in our product environment. Merchant further understands that delivery of messages by means of the Site or the Services may involve transmissions over various networks, and that the messages (including images and text contained therein) could be reformatted or otherwise revised to conform to the formatting or technical requirements of such networks or operating systems. Merchant also understands and agrees that messages exceeding maximum character limitations may be truncated, abbreviated, reduced or otherwise abruptly cut short.

  • Merchant agrees that we may establish general practices and limits concerning use of the Site or the Services, including the maximum number of messages or campaigns that may be distributed by you and/or the maximum size of any messages or campaigns that may be transmitted by means of the Site or the Services. eGiftify reserves the right to modify, revise, suspend or discontinue any Service in whole or in part, either temporarily or permanently and with or without notice, and Merchant acknowledges that eGiftify is not obligated to support or update the Services in any manner. If eGiftify discontinues any Service in its entirety that Merchant is using, eGiftify will provide Merchant with advance notice and an opportunity to cancel Merchant’s account.

• Subscriber and Customer Privacy.

  • Customer Privacy Notice. Merchant shall adopt and comply with Merchant’s own “customer privacy policy.�? Merchant’s privacy policy will be posted so that Merchant’s customers have notice of its data collection and use practices, including its practices with respect to customer data that it obtains from eGiftify, and will otherwise comply with applicable law. eGiftify has provided Merchant with information regarding its use of subscriber and customer data in our Privacy Policy link, which may be modified from time to time. Merchant’s customer privacy policy will either adopt our Privacy and Customer terms or include substantially similar disclosure (and update such disclosure from time to time) so that its customers are aware of how their data is used by Merchant and eGiftify.

  • Sensitive Information. Merchant will not import or incorporate into any contact lists or other content Merchant upload to eGiftify’s servers any of the following information: social security numbers, national insurance numbers, credit cards, passwords, security credentials, or sensitive personal or health information of any kind. Merchant guarantees that any information uploaded by Merchant to the CRM and/or Marketing Campaign lists, Promo, Offers, or any other campaigns issued by Merchant does not include any non-public or personal identifiable information without the explicit consent from the customer and that they have agreed to receive communications from Merchant.

  • Use of Personal Information. Merchant will only collect, use, retain, or disclose Personal Information for the purposes for which Customer provides or permits access to Personal Information in accordance with Customer’s written instructions. Merchant shall comply with all applicable provisions of the GDPR, CCPA or any other applicable legislation or regulations, including implementing and maintaining reasonable security measures to safeguard any Personal Information that Customer discloses to Merchant through its services. Merchant will not collect, use, retain, disclose, sell, or otherwise make Personal Information available for its own commercial purposes or in a way that does not comply with the GDPR, CCPA or other applicable legislation or regulation. If a law requires Merchant to disclose Personal Information for a purpose unrelated to the Contracted Business Purposes, Merchant must first inform the Customer of that legal requirement and give Customer an opportunity to object or challenge the requirement, unless the law prohibits such notice. Merchant will limit Personal Information collection, use, retention, and disclosure to activities reasonably necessary and proportionate to achieve the Contracted Business Purposes or another compatible operational purpose. Merchant must promptly comply with any Customer request or instruction requiring Merchant to provide, amend, transfer, or delete Personal Information, or to stop, mitigate, or remedy any unauthorized processing of Personal Information. If the regulations permit, Merchant or eGiftify may aggregate, deidentify, or anonymize Personal Information by acceptable methods as delineated in the regulations so it no longer meets the Personal Information definition, and may use such aggregated, deidentified, or anonymized data for its own research and development purposes. Merchant and eGiftify will not attempt to or re-identify any previously aggregated, deidentified, or anonymized data and will contractually prohibit downstream data recipients from attempting to or re-identifying such data.

• Your Products and Services.

  • Among other things, the Services permit Merchant to (i) communicate about or administer contests, competitions, sweepstakes, or other similar promotional events ("Promotions"); (ii) sell Merchant’s products and services and tickets to its events to its subscribers and others in the form of various promotional deals, coupons, tickets, vouchers, passes or cards (each, a "Offer or Ticketing"); (iii) collect donations (each, a "Donation Campaign"); and (iv) provide physical and digital gift cards (each, a “Gift�?).

  • Merchant is solely responsible for its products and services, events, Promotions, Offers and Ticketing, Donation Campaigns and Gifts, including any and all injuries, illnesses, damages, claims, liabilities and costs suffered in respect thereto. Merchant shall bear all costs of procuring and delivering your products and services, Promotions (including any prizes offered), Offers, Ticketing, running your events, Donation Campaigns, and Gifts, including any associated shipping, taxes and any other fees associated therewith. Merchant holds all necessary governmental and third-party licenses, approvals, authorizations and registrations necessary to offer your products and services, Promotions, Offers, Ticketing, Gifts, and run your events and Donation Campaigns, if any.

  • Merchant agrees to provide its products and services, Promotions, Offers, Ticketing, Gifts, and run its events and Donation Campaigns in a safe and professional manner, consistent with industry best practices, including keeping reliable records. Merchant acknowledges that eGiftify may use third parties to distribute or fulfill physical gift cards or Merchant may fulfill or distribute physical gift cards themselves, and in either case it agrees that eGiftify has no liability for any undelivered physical gift cards that it does not directly fulfill or distribute for Merchant.

  • If Merchant offers Corporate Gifting, Offers or Ticketing with discounts for corporate or bulk purchases, Merchant is solely responsible for reviewing and approving Corporation before passing Corporation’s information to eGiftify for setup or before setting Corporation up in eGiftify’s Partner Portal. Merchant assumes all fraud risk including stolen credit card fraud for any Corporate or Bulk Purchaser that it approves. Merchant is also required to preform any Know Your Customer (KYC) verifications required by law or statute.

  • If Merchant opts to allow Mobile Applications or Passes, or Mobile Wallets for its Gifts, Offers or Tickets, Merchant agrees to the following, a) Merchant will be required to provide to eGiftify its Apple or Google wallet keys; b) Application or Wallet services are provided by a third party and as such eGiftify assumes no liability for lost or stolen Gifts, Offers or Tickets nor for any service issues related to such third parties including the inability to offer such services due to third party cancellations or changes to service pricing or service levels; c) Customer updates including balance updates are dependent on the Customer activating updates on their mobile device; and d) Customer must activate Notifications on their mobile device in order for eGiftify to push updates to their mobile device concerning balance changes, usage or activity and messages concerning new offers or tickets.

  • Merchant will be solely responsible for any and all statements and promises it makes and for all user assistance, warranty and support of its products and services, Promotions, Offers, Ticketing, Gifts, events and Donation Campaigns and to comply with any promises Merchant makes to its customers, users, donors and donees. Merchant further agrees to provide contact information for any end-user questions, complaints or claims. Merchant agrees that its Promotions, Offers, Ticketing, and Gifts will prominently include any applicable rules, restrictions or limitations necessary to comply with applicable law, this Agreement and its own requirements (the “Offer Terms") and it agrees to comply with the same. Any such Offer Terms must be presented to prospective purchasers before they commit to make a payment or take any other action and must include any terms provided by eGiftify. If Merchant uses the Site or the Services to offer a Promotion, Merchant is further responsible for ensuring that it complies with applicable law relating to eligibility requirements (for example, age and residency restrictions), the selection of winners and all prizes offered in connection with the Promotion (for example, registration and obtaining necessary regulatory approvals) and that its Offer Terms include the foregoing to the extent applicable. Merchant shall ensure that the rules for each Promotion (i) state that each entrant or participant unconditionally releases us of any liability arising from the Promotion, and (ii) inform each entrant or participant that the Promotion is in no way sponsored, endorsed or administered by, or associated with, eGiftify.

• Footers.

  • For every listing, message or campaign sent or distributed via the Services, Merchant agrees that eGiftify may add a link to our Site relating to options to “Unsubscribe�? for GDPR, CCPA or other regulatory reasons and/or a statement such as "Email Marketing by eGiftify" or "Powered by eGiftify" in the footer or other similar location that does not unreasonably obscure the message or campaign.

• Illegal Use Of Services.

  • Merchant acknowledges that Gift Cards shall be subject to cancellation at any time by eGiftify, in accordance with these terms, or as required by Applicable Law, Card Network Rules, or, on a case-by-case basis, where eGiftify or Client believes a Gift Card is being used for fraudulent or illegal purposes. Illegal purposes examples include the purchase of funding for or directly funding illegal activities, goods, products, services and/or paraphernalia; any form of gambling or lottery unless legalized in that particular State; transfers of cash or money orders; adult oriented services, entertainment, products or venues; and fees, agencies, collections associated with bankruptcy actions.

• Communities and Marketplace.

  • The Site may contain areas where Merchant is able to participate in the eGiftify Marketplace where products and Merchant offers are available to consumers who access the eGiftify website or mobile app. If Merchant has selected to participate in the eGiftify Marketplace by signing the “Marketplace Agreement�? addendum, it agrees that Merchant is responsible for its own terms and conditions of the offers it makes and for any consequences thereof. Any offers Merchant makes available may be accessible to anyone with Internet access.

  • Merchant agrees that all Marketplace Offers are in compliance with all applicable laws and this Agreement. Merchant further agrees to abide by the eGiftify Community Terms & Condition of Use with respect to its use of the eGiftify Community and the eGiftify Marketplace Terms & Condition of Use with respect to its use of the eGiftify Marketplace. In the event that it violates any provision of the eGiftify Community Terms and Conditions of Use or the eGiftify Marketplace Terms and Conditions of Use, in eGiftify’s sole discretion, eGiftify reserves the right to terminate Merchant’s access to or use of the Site or the Services, disable Merchant’s eGiftify account or access to the Site or the Services, and remove all or a portion of Merchant’s content, in each case, with or without cause, with or without notice and without refund.

  • Many of the products and services being promoted by means of the Communities and Marketplace are offered by and are the sole responsibility of the entity that made such offers. Merchant is responsible for honoring any “claimed�? gift, offer or coupon. eGiftify does not endorse and is not responsible for (i) any third party products or services marketed or made available through the Communities, or (ii) any purchase or other transaction resulting from or associated with Merchant’s use of the Communities.

• No Rights in Software.

  • This is an Agreement for services and access to the Site, and, except as expressly set forth herein, Merchant is not granted a license to any software by this Agreement and nothing on the Site shall be construed to confer any grant or license of any intellectual property rights, whether by estoppel, by implication, or otherwise. Merchant will not, directly or indirectly, reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of, or found at or through the Site or the Products or any software, documentation, or data related to the Site or the Products ("Software"); remove any proprietary notices or labels from the Site or the Products or any Software; modify, translate, or create derivative works based on the Site or the Products or any Software; or copy, distribute, pledge, assign, or otherwise transfer or encumber rights to the Site or the Products or any Software. If Merchant is using the Site or the Products in any jurisdiction which restricts the ability of a software provider to restrict the right to reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Site, the Software or the Products, then Merchant hereby covenants that, prior to engaging in such activities, it will first request that eGiftify perform such work at our standard professional services rates. eGiftify can then decide either: (a) to perform the work in order to achieve such interoperability and charge our then standard rates for such work to Merchant; (b) to permit Merchant to reverse engineer parts of the Software in order to obtain such source code, but only to the extent necessary to achieve such interoperability; or (c) to provide Merchant with the information that it needs regarding the Software for the purpose for which applicable law permits it to engage in such activities despite a contractual prohibition on such activities.

• Monitoring and Removal.

  • Although eGiftify has no obligation to monitor the content provided by Merchant or its use of the Site or the Services, eGiftify may do so and may block any messages or campaigns, remove any content, including surveys, event registrations, social campaigns, Promotions, Offers, Ticketing, Gifts or Business Content, or prohibit any use of the Site or the Services that it believes may be in violation of the foregoing or any other provision of this Agreement. Merchant further understands and agrees that eGiftify and any applicable third party who supports, posts, publishes or distributes your Promotions, Offers, Ticketing, Gifts or Business Content also has the right to reformat, edit, monitor, reject, block or remove any of Merchant’s Promotions, Offers, Ticketing, Gifts or Business Content at any time. In no case will the foregoing make eGiftify responsible or liable for compliance with any such laws or obligations, for which Merchant remains solely responsible and liable.

• Assistance.

  • Merchant acknowledges that eGiftify may from time to time provide it with marketing advice and other coaching, template design, frequently asked questions and tips on best practices and complying with applicable law, including any sample Offer Terms. Merchant acknowledges that such assistance and information is provided as a convenience to it and that such assistance and information are not intended to and do not constitute legal advice and that no attorney-client or any other professional relationship is formed. eGiftify does not warrant or guarantee that use of or compliance with this information will be sufficient to comply with Merchant’s obligations hereunder, applicable law or with any third-party rights.

• Your Information and Content.

  • Merchant’s Information. In using the varied features of the Site or the Services, Merchant may provide information about itself or its ownership (such as name, contact information, or other registration information) to eGiftify and eGiftify may collect information about Merchant’s use of the Site or the Services. eGiftify may use this information in accordance with our Privacy Statement and relevant "just-in-time" notices, if any, provided at the point of information collection or use. Merchant represents and warranties that the information it provides is true and accurate.

  • Merchant’s Content and Contacts. eGiftify will also obtain any information that you provide to it in connection with Merchant’s use of the Site or the Services, such as contact lists (including email addresses and phone numbers of your subscribers) and content (including Business Content). eGiftify serves as the data processor and as such, it acknowledges Merchant’s ownership rights in such contact lists. As more fully described in our Privacy Statement, eGiftify will never sell or rent Merchant’s contact lists to anyone without Merchant’s permission.
    Merchant hereby grants to eGiftify a revocable, non-exclusive, royalty-free, worldwide license, with the right to sublicense, to use, reproduce, publish, distribute, perform and display Merchant’s contacts and content (other than the Business Content) only as required by eGiftify to offer and operate the Services and related services and as described in its Privacy Statement. Merchant acknowledges and approves of the use of its information for any and all communications with its contacts on behalf of the merchant by eGiftify.
    Merchant is solely responsible for the accuracy, quality, integrity, legality, reliability and appropriateness of its contacts and content, and Merchant is responsible for maintaining, securing and storing its contacts and content in accordance with applicable law and any contractual obligations it may have (including this Agreement). Merchant represents and warrants that it owns or has secured all rights and interest in and to its contacts and content required for eGiftify to use its contacts and content as contemplated by this Agreement and in accordance to any and all laws, including GDPR, CCPA, and any such similar legislation or requirements. To the extent Merchant uses images or templates provided by eGiftify, eGiftify hereby grants to Merchant a revocable, non-exclusive, royalty-free, worldwide license to use, reproduce, publish, distribute, perform and display the images solely in connection with Merchant’s use of the Site or the Services.

  • Submissions. If Merchant submits any suggestions, business information, ideas, concepts or inventions or content to eGiftify through the Site or otherwise ("Submissions"), Merchant agrees such Submissions are non-confidential for all purposes and Merchant automatically grants, or warrants that the owner of such content or intellectual property shall be solely eGiftify in perpetuity. If such suggestions, business information, ideas, concepts or inventions or content is the preexisting property of Merchant, Merchant represents and warrants that it has expressly granted, eGiftify a non-exclusive, royalty-free, perpetual, irrevocable, worldwide license, with the right to sublicense, to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform and display such Submission in any manner or in any media now known or hereafter created.

  • Backups. Merchant is solely responsible for making frequent backup copies of its contacts and content stored on the eGiftify system.

  • Merchant Gateway. Merchant is solely responsible for providing eGiftify their merchant gateway information and ensuring the accuracy of the gateway access keys, terminal identification, merchant identification and all other required information that eGiftify requires to enable merchant to accept payments through the eGiftify system. Merchant is also required to inform eGiftify of any changes to the Merchant’s gateway prior to such changes being enacted to ensure that eGiftify is able to process payments for Merchant through the eGiftify platform.

• Termination

  • Merchant may terminate your eGiftify account after the initial term by submitting in writing notice of cancellation 30 days prior to the termination of the then current term. Except as specifically set forth herein or on the Site, there are no refunds for any fees paid. MERCHANT IS SOLELY RESPONSIBLE FOR TERMINATING ITS eGiftify ACCOUNT AND THIS AGREEMENT. eGiftify IS NOT RESPONSIBLE FOR MERCHANT’S FAILURE TO PROPERLY TERMINATE ITS eGiftify ACCOUNT AND THIS AGREEMENT OR FOR ANY CREDIT CARD OR OTHER CHARGES OR FEES MERCHANT INCURS AS A RESULT OF ITS FAILURE TO PROPERLY TERMINATE ITS eGiftify ACCOUNT AND THIS AGREEMENT.

  • eGiftify may, in its sole discretion, terminate Merchant’s eGiftify account or its access to or use of the Site or the Services, disable its eGiftify account or access to the Site or the Services, remove all or a portion of its contacts and content, cancel or suspend any of its events, Promotions or Offers or Ticketing or Gifts or Donation Campaigns, or put its eGiftify account on inactive status, in each case at any time, with or without cause, with or without notice and without refund. eGiftify shall have no liability to Merchant or any third party due to or arising out of Merchant’s termination or actions, except that eGiftify may refund a pro rata portion of any prepaid amounts if eGiftify terminates Merchant without cause. After termination, Merchant shall process all

  • unsubscribe requests from its last email campaign immediately or as soon as reasonably possible and in accordance with any unsubscribe request laws. Under the CAN-SPAM Act and Canada's Anti-Spam Legislation, GDPR and CCPA Merchant acknowledges that you are responsible for maintaining and honoring the list of unsubscribe requests following termination of this Agreement.

  • Upon termination of Merchant’s eGiftify account by Merchant or eGiftify, this Agreement and any rights or licenses granted to Merchant hereunder shall immediately terminate except that (a) all sections of this Agreement that by their nature should survive termination will survive termination, and (b) for the avoidance of doubt, Merchant will continue to be responsible for redemption of gift cards and fulfillment for Promotions and Offers processed prior to such termination in accordance with this agreement.

• Indemnification

  • Merchant hereby agree to defend, indemnify and hold harmless Treat Wallet, Inc., its affiliates and its underlying service providers (i.e. vendors who help us provide the Services), business partners, third-party suppliers and providers, members of its Network, account providers, licensors, distributors and agents and its and their respective officers, directors, employees, distributors and agents from and against any claims, damages, suits, actions, demands, proceedings (whether legal or administrative), losses, liabilities, penalties, settlements and expenses (including costs and reasonable attorneys' fees) in connection with any claim or action that (a) arises from any actual or alleged breach by Merchant of this Agreement; (b) arises from Merchant’s contacts and content, including the content or effects of any messages you distribute, pictures you post to the eGiftify site or system, events you host, surveys you administer, social media campaigns you publish, Promotions or Offers, Ticketing, Gift and Gift Cards Merchant offers, donations Merchant collect or products or services Merchant sells (including claims relating to violations of law, false advertising, injuries, illness, damages, death, taxes, fulfillment, breach of Offer Terms, defective products or services or unclaimed property); (c) arises from Merchant’s provision of incomplete or inaccurate information to its subscribers or customers; (d) arises from Merchant’s activities or postings in any Community; (e) arises from Merchant’s use of any Third Party Service (as defined below); (f) arises from Merchant’s activities related to the eGiftify programs; or (g) otherwise arises from or relates to Merchant’s use of the Site or the Services. Merchant agrees to provide eGiftify with prompt written notice in the event of any such claims or actions. In addition, Merchant acknowledges and agrees that eGiftify has the right to seek damages when Merchant use the Site or the Services for unlawful purposes, in an unlawful manner, or in a manner inconsistent with the terms of this Agreement, and that such damages may include, without limitation, direct, indirect, special, incidental, cover, reliance and/or consequential damages. In the event that eGiftify is required to respond to a third party or law enforcement subpoena or court eGiftify that is related to Merchant’s use of the Site or the Services, eGiftify may, in its sole discretion, require Merchant to reimburse eGiftify for its reasonable expenses associated with complying with such subpoena or eGiftify

• 1 Warranty Disclaimer; Remedies; Release

  • MERCHANT EXPRESSLY AGREES THAT THE SITE AND THE SERVICES (INCLUDING ANY CUSTOM SERVICES OFFERINGS) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SITE OR THE SERVICES AND ANY RELIANCE BY MERCHANT UPON THE SITE OR THE SERVICES, INCLUDING ANY ACTION TAKEN BY MERCHANT BECAUSE OF SUCH USE OR RELIANCE, IS AT MERCHANT’S SOLE RISK. eGiftify DOES NOT WARRANT THAT THE USE OF THE SITE OR THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE OR COMPLETELY SECURE, NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SAME. eGiftify DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. NO STATEMENT OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM eGiftify IN ANY MEANS OR FASHION SHALL CREATE ANY WARRANTY NOT EXPRESSLY AND EXPLICITLY SET FORTH IN THIS AGREEMENT.

  • eGiftify SHALL HAVE NO LIABILITY OF ANY NATURE WHATSOEVER FOR MERCHANT’S COMPLIANCE WITH OR BREACH OF ANY LICENSE OR TERMS AND CONDITIONS OF ANY THIRD PARTIES OR THIRD-PARTY SERVICES.

  • IN ADDITION, eGiftify DOES NOT ENDORSE AND IS NOT RESPONSIBLE FOR (a) THE ACCURACY OR RELIABILITY OF ANY THIRD-PARTY CONTENT, OPINION, ADVICE OR STATEMENT MADE BY ANYONE OTHER THAN eGiftify, OR (b) ANY EVENT HOSTED, DONATION SOLICITED, THE RESULTS OF ANY SURVEY, OR ANY PRODUCT OR SERVICE PURCHASED OR OTHERWISE OBTAINED FROM ANY THIRD PARTY, INCLUDING ITS CUSTOMERS.

  • NO CLAIM MAY BE ASSERTED BY MERCHANT AGAINST eGiftify MORE THAN 12 MONTHS AFTER THE DATE OF THE CAUSE OF ACTION UNDERLYING SUCH CLAIM. MERCHANT’S SOLE AND EXCLUSIVE REMEDY FOR ANY FAILURE OR NONPERFORMANCE OF THE SITE OR THE PRODUCTS SHALL BE FOR eGiftify TO USE COMMERCIALLY REASONABLE EFFORTS TO ADJUST OR REPAIR THE SITE OR THE PRODUCTS.

  • TO THE EXTENT APPLICABLE LAW PERMITS, MERCHANT RELEASES eGiftify FROM ANY AND ALL CLAIMS OR LIABILITY RELATED TO (a) ANY CONTENT POSTED ON MERCHANT’S SITE OR IN ANY MATERIALS MERCHAT SENDS USING THE SITE OR THE PRODUCTS, (b) THE CONDUCT OF ANY OTHER CUSTOMERS OF eGiftify OR THEIR RESPECTIVE SUBSCRIBERS AND (c) ANY ISSUE THAT MAY ARISE FROM ANY REMOTE ACCESS TO MERCHANT’S COMPUTERS OR OTHER SYSTEMS MERCHANT PROVIDES TO eGiftify’S PERSONNEL OR AGENTS FOR THE PURPOSE OF TROUBLESHOOTING ISSUES. MERCHANT HEREBY WAIVES CALIFORNIA CIVIL CODE SECTION 1542 (IF MERCHANT IS A CALIFORNIA RESIDENT), AND ANY AND ALL SUCH SIMILAR PROVISIONS IN ANY OTHER JURISDICTION (IF MERCHANT IS A RESIDENT OF SUCH JURISDICTION).

  • MERCHANT EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS, WARRANTIES, CONDITIONS AND COVENANTS, EITHER EXPRESS OR IMPLIED (INCLUDING WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, SATISFACTORY QUALITY, DURABILITY, ACCURACY OR NON-INFRINGEMENT) ARISING OUT OF, OR RELATED TO, THE THIRD-PARTY SERVICES OR THE HARDWARE OR SOFTWARE USED TO DELIVER THE THIRD-PARTY SERVICES. FURTHERMORE, eGiftify DOES NOT WARRANT THAT THE THIRD-PARTY SERVICES WILL BE TIMELY, UNINTERRUPTED OR ERROR FREE OR THAT THE THIRD-PARTY SERVICES WILL MEET MERCHANT’S REQUIREMENTS. THE DISCLAIMER CONTAINED IN THIS PARAGRAPH DOES NOT AFFECT THE TERMS OF ANY THIRD-PARTY SERVICE PROVIDER’S WARRANTY. THIS DISCLAIMER AND EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE. THE TERMS OF THIS PARAGRAPH DO NOT AFFECT THE TERMS OF ANY WARRANTIES FROM THE THIRD-PARTY SERVICE PROVIDER. MERCHANT ACKNOWLEDGES THAT NO REPRESENTATIVE OF CONNECTION OR OF ITS AFFILIATES IS AUTHORIZED TO MAKE ANY REPRESENTATION OR WARRANTY THAT IS NOT IN THESE TERMS.

• Limitation of Liability

  • EXCEPT WITH RESPECT TO DEATH OR PERSONAL INJURY DUE TO THE NEGLIGENCE OF TREAT WALLET, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL TREAT WALLET OR ANY OF ITS UNDERLYING SUBSIDIARIES, SERVICE PROVIDERS, BUSINESS PARTNERS, THIRD PARTY SUPPLIERS AND PROVIDERS AND MEMBERS OF ITS NETWORK, ACCOUNT PROVIDERS, LICENSORS, OFFICERS, DIRECTORS, EMPLOYEES, DISTRIBUTORS OR AGENTS (COLLECTIVELY REFERRED TO FOR PURPOSES OF THIS SECTION AS "TREAT WALLET") BE LIABLE TO MERCHANT OR ANY OTHER PERSON FOR ANY MONEY DAMAGES, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE OR CONSEQUENTIAL DAMAGES, EVEN IF TREAT WALLET SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR FOR ANY CLAIM BY ANY OTHER PARTY, AND REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE), INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, THE MAXIMUM AGGREGATE LIABILITY OF TREAT WALLET TO MERCHANT ARISING IN CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT MERCHANT PAID TO TREAT WALLET dba eGiftify FOR THE APPLICABLE PRODUCT IN THE 6 MONTHS PRIOR TO THE ACCRUAL OF THE APPLICABLE CLAIM.

  • Merchant agrees that eGiftify has set its prices and entered into this Agreement in reliance upon the disclaimers of warranty and the limitations of liability set forth herein, that they reflect an allocation of risk between the parties (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and that they form an essential basis of the bargain between the parties.

• Restricted Persons; Export of the Site, the Services or Technical Data

  • The Services are subject to export control and economic sanctions laws and regulations administered or enforced by the United States Department of Commerce, Department of Treasury’s Office of Foreign Assets Control (“OFAC�?), Department of State, and other United States authorities (collectively, “U.S. Trade Laws�?). Merchant may not use the Products to export or reexport, or permit the export or reexport, of software or technical data in violation of U.S. Trade Laws. In addition, by using the Services, Merchant represents and warrants that Merchant is not (a) an individual, organization or entity organized or located in a country or territory that is the target of OFAC sanctions (including Cuba, Iran, Syria, Sudan, North Korea, or the Crimea region of Ukraine); (b) designated as a Specially Designated National or Blocked Person by OFAC or otherwise owned, controlled, or acting on behalf of such a person; (c) otherwise a prohibited party under U.S. Trade Laws; or (d) engaged in nuclear, missile, chemical or biological weapons activities to which U.S. persons may not contribute without a U.S. Government license. Unless otherwise provided with explicit written permission, eGiftify also does not register, and prohibits the use of any of our Services in connection with, any Country-Code Top Level Domain Name (“ccTLD�?) for any country or territory that is the target of OFAC sanctions. The obligations under this section shall survive any termination or expiration of this Agreement or your use of the Services.

• Third-Party Websites and Services

  • The Site and the Services include social media tools that may, among other things, allow Merchant to manage access, post content and manage content on social network platforms (for example, Twitter® and Facebook®). Merchant hereby grants eGiftify all required permissions to access such sites and provide this functionality.

  • The Site may contain links to websites that are controlled by third parties and access to certain third-party services (including our partners), which may include, without limitation, social network platforms, payment processing services and other payment intermediaries or websites and members of eGiftify’s Network (each, a "Third Party Service"). These links and services are provided to Merchant as a convenience, and eGiftify is not affiliated with or responsible for the content, action or performance of any linked website or Third-Party Service. Merchant’s use of such websites or services at its own risk. Any Third-Party Service accessed from the Site or the Services is independent from eGiftify and eGiftify has no control over, and assumes no responsibility or liability for, the content, privacy policy, terms of use and practices of such website or service. Any such Third-Party Service may have terms of use and a privacy policy different than eGiftify’s and Merchant should review the applicable terms and policies, including privacy and data gathering practices before proceeding.

  • Merchant agrees to abide by the terms and conditions of any applicable Third-Party Service (including Facebook, Twitter, Google, and Apple). Notwithstanding anything set forth herein to the contrary, Merchant will abide by this Agreement regardless of anything to the contrary in your agreement with any third party and you shall not use such Third-Party Service to avoid the restrictions set forth in this Agreement.

  • eGiftify may terminate any Third-Party Service's ability to interact with the Site or any of the Services at any time, with or without notice, and in its sole discretion, with no liability to Merchant or to any third party. Any Third-Party Service may take actions to impact eGiftify’s ability to make available some or all of the features of the Site or the Services at any time, with or without notice, and it will not be liable to Merchant or to any third party for any such actions. eGiftify accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, any Third-Party Services.

  • In order to use some features of the Site or the Services, Merchant must have access to a valid email or social networking account. Merchant is solely responsible for paying any third-party fees associated with such third-party networks. Merchant further agrees that the ability to use some features of the Site or the Services may be subject to subscriber terms of use, contracts, capacity charges and/or other expenses established and enforced by its email service provider, internet service provider or other applicable service provider, all of which are its sole responsibility. Merchant represents that its use of the Services will not violate any rules, restrictions policies, or requirements of its email service provider, internet service provider or other applicable service provider.

  • In no event shall any reference to any third party or third-party product or Third-Party Service be construed as an approval or endorsement by eGiftify of that third party or of any product or service provided by such third party.

  • If Merchant uses the Services to collect payments (including registration for events, Promotions, Offers, Ticketing, Gifts, Digital Rewards, donations or products or services), Merchant is responsible for the collection and administration of such payments and compliance with all applicable laws relating thereto, including all applicable domestic or international local, state or federal tax requirements. Merchant is responsible for any refunds associated with any payments, including any transaction fees and other associated fees due to eGiftify and/or the third-party for performing the services.

• Chargebacks

  • Merchant has full liability and responsibility for all Chargebacks without exception. Reasons for a Chargeback include, but are not limited to (i) the Transaction Data was prepared incorrectly or fraudulently (ii) Merchant did not obtain proper authorization, or did not provide a correct and legible authorization code on the Transaction Data, (iii) the Customer disputes participating in or approving the Transaction, (iv) the Customer alleges that return of goods was improperly refused or that a refund was not processed for the Customer, (v) the Customer has asserted what the Customer believes is a good faith claim or defense against the Transaction, or (vi) the Payment Instrument was not actually presented at the time of the Transaction and the Customer denies making the purchase.

  • If Merchant has a reason to dispute or respond to a Chargeback, then Merchant must do so by the date provided on the applicable Chargeback Notice. Processor will not investigate or attempt to obtain a reversal or other adjustment to any Chargeback if Merchant has not timely responded to the notice.

  • If Processor determines that Merchant is receiving excessive Chargebacks (as determined by eGiftify and/or Processor), eGiftify or Processor may, but is not obligated to, (i) notify Merchant of new procedures it should adopt, (ii) increase or add additional Transaction Fees and Processing Fees imposed for processing Chargebacks, (iii) establish or increase the amount held in any Reserve Account, and/or (iv) terminate this Merchant Agreement, at eGiftify or Processor’s discretion, without advance notice. Merchant must immediately pay any fines or fees imposed by a eGiftify, Payment Brand, or Processor relating to Chargebacks to Merchant.

  • If eGiftify is serving as the Merchant of Record for Merchant under this agreement, eGiftify will be solely responsible for any and all chargebacks related to stolen credit cards used for purchases only and all other chargeback reasons listed previously in Section 13.1(a) of this agreement will be the sole responsibility of Merchant and shall be payable to eGiftify upon notice of the chargeback including any fees related to the chargeback from the Processor or eGiftify. Where there is an unusually high chargeback rate determined at the sole discretion of eGiftify, eGiftify reserves the right to discontinue selling some or all of the Merchant services on a temporary or permanent basis and terminate the agreement with the Merchant. eGiftify reserves the right to retain and if appropriate apply and/or set off some or all of the funds that are in Merchant’s Reserve Account against any funds owed to eGiftify if eGiftify (i) reasonably considers that it may be required to cover future refunds, chargebacks, charges against the Reserve Account or other liabilities Merchant may owe eGiftify, (ii) eGiftify believes that the funds do not adhere to itsr acceptable use policies, (iii) eGiftify considers that the Services are being used in a fraudulent or illegal manner or that the sale of the Services is fraudulent or illegal under any relevant law or regulation. eGiftify will communicate to Merchant the amount retained and the reason for the retention of the funds. eGiftify will retain any processing fees (where applicable), transaction fees, chargeback (or refund) fees and any other fees associated with a fraudulent or illegal transaction. Merchant agrees to pay all amounts due in full for services rendered relating to the Merchant of Record services.

• Notice and Take Down Procedures; Copyright Agent.

  If Merchant believes any materials accessible on or from the Site or the Services infringe its copyright or other intellectual property, Merchant may request removal of those materials (or access thereto) from the Site or the Services by contacting eGiftify’s Operations Group or Merchant’s primary contact at eGiftify and providing the following information:

  • Identification of the copyrighted work that Merchant believes to be infringed. Please describe the work, and where possible include a copy or the location (for example, the URL) of an authorized version of the work.

  • Merchant’s contact name, address, telephone number and (if available) email address.

  • A statement that Merchant has a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent, or the law.

  • A statement that the information that Merchant has supplied is accurate, and indicating that "under penalty of perjury," Merchant is the copyright owner or is authorized to act on the copyright owner's behalf.

  • A signature or the electronic equivalent from the copyright holder or authorized representative.

• Confidentiality

  • Merchant agrees that during its use of the Site or Services and for a period of three (3) years following its last use of the Site or Services, it will not disclose or use any Confidential Information (as defined below) of eGiftify. Merchant acknowledges that any breaches of this provision may result in irreparable harm to eGiftify for which no adequate remedy at law may be available and that as such eGiftify is entitled to equitable relief.

  • “Confidential Information�? means any results or data relating to our Site or Services, and any proprietary information or information that gives eGiftify a competitive business advantage that eGiftify alone retains and any information, drawings, schematics or other related information that details eGiftify’s system and processes. Confidential Information does not include information that is publicly known through no fault of yours, has been independently developed without access to eGiftify Confidential Information, or is required to be disclosed by law or a governmental authority.

• Governing Law

  • These Terms of Use shall be construed in accordance with and governed by the laws of the United States and the State of Delaware, without reference to their rules regarding conflicts of law. Merchant hereby irrevocably consents to the exclusive jurisdiction of the state or federal courts in Delaware, USA in all disputes arising out of or related to the use of the Site or Service.

• Severability and Waiver

  • If, for whatever reason, a court of competent jurisdiction finds any term or condition in these Terms of Use to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect and any invalid provision will be replaced with a valid provision that most closely approximates the intent of the invalid provision. No waiver of any breach of any provision of these Terms of Use shall constitute a waiver of any prior, concurrent, or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

• Modifications

  • eGiftify may, in its sole discretion and without prior notice or any liability to you for such action, (a) revise these Terms of Use; (b) modify the Site and/or the Service; and (c) discontinue the Site and/or Service at any time. eGiftify shall post any revision to these Terms of Use to the Site, and the revision shall be effective immediately on such posting. You agree to review these Terms of Use and other online policies posted on the Site periodically to be aware of any revisions. You agree that, by continuing to use or access the Site following notice of any revision, you shall abide by any such revision.

• Acknowledgement

  • BY USING THE SERVICE OR ACCESSING THE SITE, MERCHANT ACKNOWLEDGES THAT IT HAS READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.

• UK Site Visitors and Customers

  • If Merchant is accessing the Site or purchasing any Products from the UK, Sections 8, 9 and 10 of this Agreement will not apply to the Merchant as set out above, but will be replaced in their entirety with the following wording:

• TERMS:

  • "Charge" means a credit or debit instruction to capture funds from an account that a Customer maintains with a bank or other financial institution in connection with a Transaction.

  • "Customer" means an individual who purchases goods or services from Merchant utilizing the eGiftify platform for such purchase

  • "Dispute" means an instruction initiated by a Customer for the return of funds for an existing Charge (including a chargeback or dispute on a payment card network; and disputes on the Automated Clearinghouse (ACH) network).

  • "Merchant Account" means establishing an account with the digital service provider, requiring login credentials and secure access to manage privileges, perform certain account functions and track activity.

  • "Payment Method" means a type of payment method that eGiftify accepts as part of the Payment Processing Services, such as credit card, debit card, and ACH.

  • "Payment Method Acquirer" means a financial institution that is authorized by a Payment Method Provider to enable the use of a Payment Method by accepting Charges from Customers on behalf of the Payment Method Provider, and routing these Charges to the Payment Method Provider

  • "Payment Method Provider" means the provider of a Payment Method, such as Visa, Mastercard, Discover, and American Express.

  • "Payment Processing Services" are Services that you may use to accept payments from your Customers for Transactions, perform other financial transactions, manage subscriptions, and perform transaction reporting.

  • "Purchaser" means an individual that accesses the system for the sole purposed of purchasing the Merchants goods or services.

  • "Refund" means an instruction initiated by you to return funds to a Customer for an existing Charge.

  • "Return" means an instruction initiated by you, a Customer, a Payment Method Provider or a Payment Method Acquirer to return funds unrelated to an existing Charge.

  • "Reversal" means an instruction initiated by a Payment Method Provider, a Payment Method Acquirer or us to return funds for an existing Charge. Reversals may result from (i) invalidation of a charge by a Payment Method Provider or a Payment Method Acquirer; (ii) funds settled to you in error or without authorization; and (iii) submission of a Charge in violation of the applicable Payment Method Rules, or where submission of the Charge or your use of Payment Processing Services violates this Agreement.

  • "SDK" means "Software Development Kit", which provides a set of tools in one installable package, allowing developers to create software applications that can connect or interact with existing platforms and operating systems

  • "Stolen Credit Card Fraud" means any purchase made utilizing the eGiftify platform whereas the credit card used to purchase Merchant’s Product or Service has been determined by eGiftify or any Processor or Merchant Acquirer to have been utilized by a purchaser without proper authorization or card or card number has been stolen from its rightful owner and used in a fraudulent manner.

Last Updated: 9th January 2024