Terms of Service

Welcome to Rewardly. These Terms of Service (“Terms”) govern your access to and use of the Rewardly coalition rewards platform, including our website, APIs, mobile applications, and related services (collectively, the “Services”).

By accessing or using our Services, you agree to be bound by these Terms. If you are using the Services on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

Rewardly provides a white-label coalition rewards platform that enables operators (“Coalition Operators”) to launch and manage rewards programs across the businesses on their property.

2.1 Platform features

• Coalition management dashboard
• Participant onboarding and management tools
• Customer-facing mobile application (white-labeled)
• Receipt capture and AI-powered validation
• Points are issued and redeemed on an independent settlement ledger operated as part of the Services
• Analytics and reporting

2.2 Service availability

We strive to maintain high availability for our Services. However, we do not guarantee uninterrupted access and may perform scheduled maintenance with reasonable notice.

3.1 What a point is

Points issued in a Coalition Operator’s program are a contractual claim against that Operator’s reward pool, redeemable with participating businesses on the terms the Operator publishes to its members. Points are not legal tender, not a deposit, not a security, and not transferable for cash except where the Operator’s own published rules or applicable law require it.

3.2 The reward pool is the Operator’s money

The Coalition Operator pre-funds a ring-fenced reward pool held in an account the Operator controls. Rewardly does not hold, custody, or route those funds. Every point in circulation is backed one-for-one by pool value at the time of issuance, and the funding account may only add to the pool.

3.3 Expiry and programme rules

Earn rates, redemption terms, caps, and any expiry period are set by the Coalition Operator and must be disclosed to members before they earn. Rewardly makes no representation that points do not expire; where an Operator sets an expiry period, the Services record and apply it, and the Operator is responsible for its lawfulness in each jurisdiction where the programme runs.

3.4 Unredeemed value

Unredeemed value remains with the Coalition Operator. Rewardly does not take a share of breakage. Operators are responsible for any unclaimed-property or escheatment obligations that apply to their programme.

3.5 Settlement between participants

Where points are earned at one participating business and redeemed at another, the Services net those positions each settlement period and present the result for the Operator’s approval. Amounts at or below a threshold the Operator configures may be approved automatically, with the applicable rule recorded against each settlement record. Rewardly calculates and records settlement; it does not effect payment.

3.6 If a programme ends

On termination or suspension of a programme, the Coalition Operator remains responsible for outstanding points liability to its members and for honouring or winding down balances in accordance with the rules it published and applicable law. Rewardly will make the Operator’s ledger and outstanding-liability records available for that purpose as set out in section 9.

4.1 Eligibility

To use our Services, you must be at least 18 years old and capable of forming a binding contract. Coalition Operators must be legally registered business entities.

4.2 Account security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must immediately notify us of any unauthorized use.

4.3 Accurate information

You agree to provide accurate, current, and complete information during registration and to keep it accurate and complete.

5.1 Fees

Coalition Operators agree to pay all fees associated with their selected plan as described at purchase. Fees may include subscription fees, setup fees, and a usage-based platform fee.

5.2 Billing cycle

Subscription fees are billed in advance on a monthly or annual basis. Usage-based fees are billed in arrears based on actual usage.

5.3 Payment methods

We accept the payment methods described at purchase. All payments are processed securely through our payment partners.

5.4 Refunds

Setup fees are non-refundable. Subscription fees may be refunded on a pro-rata basis if you cancel within the first fourteen (14) days of your subscription.

You agree not to use the Services to:

• Violate any applicable laws or regulations
• Infringe on the intellectual property rights of others
• Transmit malicious code or interfere with the Services
• Engage in fraudulent activities or misrepresent yourself
• Collect personal information without proper consent
• Use automated systems to access the Services without permission
• Resell or redistribute the Services without authorization

7.1 Rewardly IP

The Services, including all software, designs, trademarks, and content, are owned by Rewardly Protocol, Inc. and protected by intellectual property laws. You receive a limited license to use the Services in accordance with these Terms.

7.2 Your content

You retain ownership of content you upload to the Services (logos, merchant data, etc.). You grant us a license to use this content solely to provide the Services.

7.3 Feedback

Any feedback or suggestions you provide about the Services may be used by us without obligation to you.

Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

8.1 Data processing

Coalition Operators act as data controllers for their end users’ data. Rewardly acts as a data processor on behalf of Coalition Operators.

8.2 Data security

We implement industry-standard security measures to protect data. However, no system is completely secure, and we cannot guarantee absolute security.

9.1 By you

You may terminate your account at any time by providing 30 days’ written notice. You remain responsible for all fees incurred through the termination date.

9.2 By us

We may suspend or terminate your access to the Services if you violate these Terms, fail to pay fees, or for any reason with 30 days’ notice (or immediately for serious violations).

9.3 Effect of termination

Upon termination, your access to the Services will cease. We will provide you an opportunity to export your data for 30 days following termination.

To the maximum extent permitted by law, Rewardly shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or goodwill.

Our total liability for any claims arising from these Terms or the Services shall not exceed the amount you paid us in the 12 months preceding the claim.

10.1 Disclaimer of warranties

The Services are provided “as is” without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

We may update these Terms from time to time. We will notify you of material changes at least 30 days before they take effect. Your continued use of the Services after changes take effect constitutes acceptance of the revised Terms.

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict of laws principles. You agree to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute arising out of or relating to these Terms or the Services.

If you have questions about these Terms, please contact us:

• Email: legal@rewardly.live
• Entity: Rewardly Protocol, Inc.

For general support inquiries, please visit our Contact page.