Giftock Terms of Service
Last Updated: September 1,
2024
Welcome to Giftock
Inc.!
These TERMS OF SERVICE (this
“Agreement”) is between Giftock, Inc., a Texas incorporated company (“Giftock”, “we”, “us”, or “our”)
and the entity on whose behalf a Giftock Account or a Giftock giftcard is created (“Client” or “you”).
Giftock and Client are each a “Party” and, together, the “Parties.” This Agreement governs your use of
the services provided by Giftock (the “Services”) described below and accessible through a website, web
widget, API, mobile application, or any other similar platform owned, controlled, operated or offered by
Giftock (the “Site”). By accessing, using, or attempting to access or use the Services, you acknowledge
and agree that you have read, understood and accepted all of the terms and conditions contained in this
Agreement, as well as our Privacy Policy and
DataProcessing Addendum.
We may amend this Agreement
from time to time by posting a revised version of thisAgreement to www.giftock.com/termsand sending notice to the email
associated with your Giftock Account, and may do so without advance notice to you, as further described
in Section 18.b.below. Accordingly, please review the Agreement posted at this location on aperiodic
basis. Each time you use the Services, you agree to be bound by the terms of the Agreement in effect at
the time of your use thereof. The “Last Updated” legend at the top of this page indicates when the
Agreement was last revised. Any changes to this Agreement will become effective upon the earlier of: (a)
your first use of the Site and Services with actual notice of such changes, or (b) 30 days after we post
or distribute the revised Agreement and such changes will apply to your use of the Site and Services
after the effective date of the revised Agreement. If you do not agree to the revised terms, you are not
permitted to use the Services.
Clients that use the Giftock
API are also subject to our API Terms. Clients that offerthe Services to their end users are also
subject to the Platform Client Terms.
As referenced in Section 16 of
this Agreement, any dispute between you and Giftock is subject to a class action waiver and must be
resolved by individual binding arbitration. Please read the arbitration provision in this Agreement as
it affects your rights under this Agreement.
- THE
SERVICES.
- Generally.
Giftock is engaged in the business of facilitating the provision of
monetary payouts, rewards and incentives to employees, customers, and
other recipients by you and other commercial entities.
- Fees.
Unless otherwise agreed by the Parties, the Services are subject to the
fees set forth on the Giftock Pricing Page found here and incorporated into
this Agreement by reference. Not all products are available by default
(e.g., access to monetary Redemption Options) and Client must instead
request access thereto. Any fees applicable to such products will be
disclosed at the time Giftock grants Client access thereto.
- Eligibility.
Only business and governmental entities are eligible to apply for a Giftock
Account and use the Services. Client must be in good standing in the
state in which you are organized. You are solely responsible for
complying with all laws and regulations that are applicable to your
business and your use of Giftock products, including consumer privacy
laws and data security laws.
- Your
Representative. You and your Representative each affirm to Giftock that
(a) your Representative is authorized to provide Client identifying
information on your behalf and to bind you to this Agreement; and (b)
your Representative is an executive officer, senior manager or otherwise
has significant responsibility for the control, management or direction
of your business. Giftock may require you or your Representative to
provide additional information or documentation demonstrating your
Representative’s authority.
- Age.
Your Representative must be the older of: (i) 18 years, or (ii) at least
the age of majority in the jurisdiction where your Representative
resides and from which you use the Services to open a Giftock Account.
- Use
Only for Business Purposes. You confirm that you are receiving any
Services provided by Giftock for the purposes of carrying on a business activity
and not for any personal, household or family purpose.
- Supported
Jurisdictions. While Giftock offers the Services throughout the world, it
does not operate in all jurisdictions. Here is a list of jurisdictions we
do not serve. We reserve the right to reject your request to create a Giftock
Account in the event you are located (or primarily operate) in a
jurisdiction we do not serve. It is your responsibility to know where
your Recipients are located and whether they will be able to use the Service
and choose a valid Redemption Option in the jurisdiction in which such
Recipient is located. We disclaim all responsibility for a Recipient’s
inability to use or redeem a Payout in a jurisdiction we do not serve.
- Orders.
When submitting an Order, Client will specify the type of Payout, amount
of each Payout, Recipient contact information (if applicable), available
Redemption Options, any additional services, and applicable pricing.
Orders may be submitted using the Giftock Account, the Site, or in a
manner otherwise mutually agreed upon by the Parties.
- Additional
Services. Giftock may offer Client additional services, which are listed
on the Giftock Account page. Such additional services may be offered by Giftock
or a third-party vendor and may be subject to additional terms and
conditions (which will be disclosed at the time of selection). ANY
ADDITIONAL SERVICE IS OFFERED ON AN “AS IS” AND “AS AVAILABLE” BASIS
WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR
STATUTORY.
- Cooperation
by Client. Client acknowledges that the successful and timely rendering
of the Services to be provided hereunder will require the good faith
cooperation of Client. Accordingly, Client will fully cooperate with Giftock,
including by providing Giftock with all information necessary or
appropriate to Giftock’ performance of the Services, as reasonably
requested by Giftock.
- Failure
to Cooperate. Client acknowledges and agrees that Giftock will not be
liable for a failure to perform or delay in the performance of any
Services or any other obligation under this Agreement if such failure or
delay is caused by Client failing to timely perform its obligations
hereunder or to provide Giftock with the requisite information or
cooperation with respect to its performance of such Services or
obligations.
- Access.
To access the Services, Client must have the necessary equipment and
associated telecommunication services to access the internet. The
Services can be accessed directly using the Site. The availability of the
Services may be affected by: (i) telecommunication network activity or
capacity; (ii) hardware failures; and/or (iii) compatibility with
third-party communication equipment, internet access software and/or
browsers. THOUGH PINGAZE STRIVES TO PROVIDE CONSISTENT SERVICE AND
ACCESS, PINGAZE DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR
IMPLIED, THAT THE SITE OR THE SERVICES SATISFY ALL OF CLIENT’S
REQUIREMENTS OR WILL BE UNINTERRUPTED, ERROR-FREE OR FREE FROM HARMFUL
COMPONENTS.
- Updates.
Giftock may make Updates to the Site or the Services from time to time,
in its sole discretion and without notice to Client, provided that no
such Updates will materially, adversely impact the availability of the
Site, the Services, or any Redemption Options. If Giftock determines that
any Update will materially, adversely impact the availability of the
Site, the Services, or any applicable Redemption Options, it will provide
Client with at least five (5) days’ written notice of such Update or, in
the event such Update is required pursuant to a Regulatory Determination
or otherwise required by a Provider, Giftock will notify Client as
promptly as practicable, whichever period is shorter. Such notice will be
provided by email (to the address associated with the Giftock Account)
and/or through the Giftock Account dashboard.
- PINGAZE
ACCOUNT.
- Giftock
Account. In order to access the Site and use the Services, Client will
provide Giftock with all information we require to create a Giftock
Account for you. Client hereby permits Giftock to keep a record of such
information and to share such information with the Bank and other service
providers, in accordance with the Giftock Privacy Policy.
- OFAC
Screening and Sanctions. Giftock complies with the economic sanctions
programs administered by the U.S. Department of the Treasury’s Office of
Foreign Assets Control (“OFAC“). As part of the identity verification
process, Giftock will check your information against the OFAC Specially
Designated Nationals and Blocked Persons List (“SDN List“) and ensure
that you are not operating in a jurisdiction subject to sanctions. Giftock
will periodically check the information you provide to us, including
Recipient’s information, against the SDN List to comply with our
obligations under federal law. Giftock is not responsible for any
losses, whether direct or indirect, that you may incur as a result of
our compliance with applicable law, the guidance or direction of any
Governmental Authority, or any writ of attachment, lien, levy, subpoena,
warrant or other legal order.
- Receipt
of Information from Third Parties. You authorize Giftock to make
inquiries, whether directly or through third parties, that we consider
necessary to verify your identity or protect you and/or us against fraud
or other financial crime, and to take action we reasonably deem
necessary based on the results of such inquiries. When we carry out
these inquiries, you acknowledge and agree that information you have
provided to us may be disclosed to credit reference and fraud prevention
or financial crime agencies and that these agencies may respond to our
inquiries in full.
- Complete
and Accurate Information. In providing Giftock with this or any other
information that may be required, Client confirms that the information
is accurate and authentic. You agree to keep Giftock updated if any of
the information you provide to us changes.
- Enhanced
Due Diligence. Giftock may, in its sole discretion, determine additional
information is required or is otherwise prudent to obtain from you.
Client agrees to provide all additional information the Giftock requests
without undue delay. If Client refuses to provide the requested
information in a timely manner, Giftock may, in its sole discretion: (i)
not create a Giftock Account, (ii) suspend access to a current Giftock
Account, or (iii) terminate a current Giftock Account.
- Authorized
Users. Client may authorize certain of its trusted officers, employees,
and representatives to access its Giftock Account (each, an “Authorized
User”). Giftock is not responsible for authenticating the identity of any
Authorized User. Client is fully responsible for all activity that occurs
on its Giftock Account. Client is responsible for maintaining adequate
security and control of any and all credentials associated with the Giftock
Account. Any loss or compromise of such information may result in
unauthorized access to the Giftock Account by third parties and the
unauthorized distribution of Payouts, and loss of information. If Client
believes its Giftock Account or any credentials or other information
associated therewith has been compromised, Client must immediately
contact Giftock Customer Support at support@giftock.com. Client remains
responsible for all activity, including Orders, that takes place on its Giftock
Account until you notify Giftock of the known or suspected breach and we
have the opportunity to respond and secure the Giftock Account.
- Giftock
Account Access. Giftock may, in its sole discretion, deny or limit access
of any Authorized User to the Giftock Account or suspend the Giftock
Account. In the event Giftock denies, limits, or suspends access to a Giftock
Account, it will promptly notify Client of such action and the reasons
therefor. Giftock may rely on Client’s investigation and determination in
its decision to reinstate access to one or more Authorized Users or to
the Giftock Account.
- Dashboard
Functionality. Through its Giftock Account, Client and its Authorized
Users may (i) submit Orders; (ii) review prior Orders; (iii) view the
Balance; and (iv) transfer funds to or from the Balance.
- USE OF
SITE AND SERVICES.
- Access.
Client may access and use the Services through the Site and your Giftock
Account.
- Restrictions
on Use and Access. When using the Site, Client will (and will ensure
Authorized Users will):
- only
use the Site to engage with the Services;
- not
distribute, sell, lease, rent, lend, transfer, assign, or sublicense any
rights granted herein to a third party;
- not
use or access the Site or the Service in order to monitor the
availability, performance, or functionality of the Site, the Service or
any portion thereof or for any similar benchmarking purposes;
- not
remove or destroy any copyright notices, proprietary markings or
confidentiality notices placed upon, contained within or associated with
the Site;
- not
engage in any activity that interferes with, disrupts, harms, damages,
or accesses in an unauthorized manner the servers, security, networks,
data, applications or other properties or services of Giftock or any
third party;
- not
circumvent technological measures intended to prevent direct database
access, or manufacture tools or products to that effect;
- not
modify, translate, reverse engineer, disassemble, reconstruct,
decompile, copy, or create derivative works of the Site, Client
Materials, Usage Data, the Services, or any aspect or portion thereof,
except to the extent that this restriction is expressly prohibited by
Applicable Law;
- not
bypass Site restrictions for any reason;
- not
access or use the Site to develop or distribute Payouts or use the
Services in any way in furtherance of criminal, fraudulent, or other
unlawful activity; and
- not
attempt to tamper, hack, modify or otherwise corrupt the security or
functionality of the Site or the Services.
- FEES AND
PAYMENTS.
- Generally.
Client will pay Giftock the Face Value of all Payouts sent using its Giftock
Account, plus any additional fees as set forth on the Pricing Page or directly
to Client. The total purchase price of each Order is presented to you at
the time you submit an Order. If you place such Order after reviewing the
purchase price, Client will have no right to dispute any charges or fees
associated therewith, as Client has the opportunity to review and dispute
any proposed charges prior to purchase. If Client believes the total
purchase price reflected at the time you attempt to place an Order is
incorrect, you may contact support@giftock.com or use the Giftock chat
feature in your Giftock Account.
- Prefunding
a Balance. Prior to sending any Payouts, Client may transfer funds to a
bank account at a federally-insured depository institution (the “Bank”)
as may be designated by Giftock from time to time (such funds, the “Balance”).
The Balance will be held in a pooled account owned by the Bank and held
for the benefit of Giftock clients, including Client. Giftock maintains
the books and records associated with each Balance on the Bank’s behalf.
The Balance will be displayed on the Giftock Account’s dashboard and each
Payout sent by Client will be reflected as a debit to the Balance.
- Funding
the Balance. To fund the Balance, Client will log into its Giftock
Account and: (i) link one or more of its corporate bank accounts to its Giftock
Account (each, a “Designated Account”), (ii) request transfer
instructions from Giftock, or (iii) make a payment by corporate credit
card. Note that any credit card transactions are subject to an
additional 3% processing fee. Client may add or remove a Designated
Account from its Giftock Account at any time. Once Giftock confirms
receipt of the relevant funds, the Balance will be updated in the Giftock
Account. This may take up to three (3) Business Days, depending on the
method of transfer. The Client may purchase Payouts (inclusive of
applicable fees or discounts/rebates) up to the value of the Balance.
- Recalling
Funds from the Balance. Client may request some or all of its Balance be
returned to a Designated Account. Client can request such funds transfer
by logging into its Giftock Account and requesting that Giftock transfer
a specific amount from the Balance. Giftock will direct the funds be
transferred to the Designated Account within two (2) Business Days of
its receipt of the request. It may take up to three (3) Business Days
from Giftock’ direction to the Bank for the requested funds to settle in
the Designated Account. If Client does not have a Designated Account, it
can provide transfer instructions to Giftock via its Giftock Account and
Giftock will direct the funds to be transferred to the requested bank
account within three (3) Business Days of its receipt of such request;
it may take up to an additional three (3) Business Days until funds are
received into the requested bank account.
- Abandoned
Balance. If Client terminates the Giftock Account while a Balance
remains associated therewith, if Client does not instruct Giftock on
where to send such funds, Giftock may deem the funds in the Balance
abandoned by you and deliver them to the appropriate Governmental
Authority. Prior to doing so, Giftock will attempt to notify you and
request transfer instructions.
- Payment
at Time of Sale. Client may use a Designated Account or other payment
method as may be accepted by Giftock from time to time (e.g., corporate
credit card or ACH payment) to pay the full amount due for any one Order
at the time Client desires to purchase such Payouts. Giftock will provide
the total amount due, inclusive of applicable fees and charges, to Client
at the time Client desires to finalize a purchase of Payouts. Note that
any credit card transactions are subject to an additional 3% processing
fee. If Client accepts the total amount due, Client must enter payment
information at “check-out.” Upon confirmation of payment, Giftock will
send the Payouts as contemplated by Client (i.e., to designated
Recipients or to Client as Payout Links).
- ACH
Authorization. By linking a Designated Account to your Giftock Account,
Client: (i) authorizes Giftock to electronically debit (and, if
necessary, initiate credit entries to correct erroneous debits) such
Designated Account from time to time; (ii) will not request transfers
that would violate U.S. laws or NACHA Rules; (iii) will comply with the
NACHA Rules; and (iv) authorize Giftock (or its designee) to audit your
compliance with this Agreement and the NACHA Rules (with respect to your
use of the Designated Account). Giftock reserves the right to impose
limits on your use of the Designated Account, including volume and
transaction limits. In the event Giftock imposes such limits, we will
notify you of the limits and the reasons therefor. Giftock may suspend
your Giftock Account or reject a Designated Account if we reasonably
believe you have violated this Agreement or the NACHA Rules.
- Taxes.
Unless specifically stated otherwise, Giftock does not calculate any
taxes that you may owe. Client has sole responsibility and liability for:
- determining
which, if any, taxes or fees may apply in connection with your use of
the Services; and
- assessing,
collecting, reporting and remitting applicable taxes for your business.
- PAYOUTS.
Giftock offers a variety of Payout options, each described below. You can
place an Order for any of the below through your Giftock Account.
Applicable pricing is set forth Pricing Page and,
unless
you are using the Giftock API (subject to the Giftock API License and
Terms), you must consent to the full purchase price for each Order at the
time of purchase.
- Payouts,
generally. Client may purchase and send Payouts via the Giftock Account.
Subject to the terms set forth herein, Client may purchase an unlimited
number of Payouts from Giftock and direct Giftock to send Payouts to
Recipients via email or SMS text message. For each Payout, Client must specify
the (i) value and (ii) Recipient. Client is solely responsible for
providing Giftock with accurate and complete contact information for each
Recipient.
- Transmission
Errors. If Giftock receives notice of non-delivery of a Payout (e.g.,
email bounce-back), Giftock will notify Client and allow Client the
opportunity to revise such Recipient’s contact information. If Client
becomes aware of an error in a Recipient’s contact information or other
Payout distribution issue, Giftock will provide reasonable assistance in
attempting to correct the error or such other distribution issue upon
notice from Client. For the avoidance of doubt, Giftock is not
responsible for any loss resulting from Client’s provision of incorrect
or inaccurate contact or disbursement information.
- Payout
Links. Client may request that Giftock generate one or more Payout Links
in a specific amount. Access to and purchase of Payout Links is subject
to Giftock’ consent and is not automatically authorized upon the creation
of a Giftock Account. Upon submission of an Order, Giftock will provide
Payout Links to Client. Client is responsible for sending each Payout
Link directly to the Recipient. Each Payout Link can only be sent once,
to a single Recipient. Once a Payout Link is generated and sent to
Client, per Client’s request, all risk of loss related to such Payout
Link passes to Client.
- Transmission
Errors. If Client sends a Payout Link to the incorrect Recipient or
receives notice of non-delivery of a Payout Link (e.g., email
bounce-back), it must notify Giftock and provide the full Payout Link
address(es) of each affected Payout Link. Giftock will provide
reasonable assistance to Client to cancel and/or transfer the applicable
Payout Link to the intended Recipient, provided, however, that Giftock
is not responsible for any lost or misdirected Payout Links (or the
Payouts associated therewith) once delivered to Client.
- Bulk
Prepaid Cards. Client may choose to purchase physical Prepaid Cards in
bulk from Giftock. For the avoidance of doubt, Client’s purchase of
physical Prepaid Cards is not a Redemption Option under this Agreement.
Prepaid Cards are subject to separate and additional terms and
conditions, which will be applicable to Client upon the shipment thereto.
Client is responsible for the distribution, storage, and protection of
any physical Prepaid Cards it purchases from or through Giftock. The risk
of loss of physical Prepaid Cards purchased by Client passes to Client
once such Prepaid Cards are shipped by the applicable Provider. Giftock
disclaims all liability for any loss of physical Prepaid Cards due to
carrier issues, theft, or similar reason, provided that such loss is not
due to Giftock’ gross negligence or willful misconduct. Giftock will, in
its sole discretion, determine the appropriate Prepaid Card to provide to
Client. In making its determination, Giftock relies on information you
provide with respect to the type of Recipient and the relevant use case.
- Direct-Shipped
Prepaid Cards. Client may purchase physical Prepaid Cards from Giftock
and direct Giftock to distribute such physical Prepaid Cards to
Recipients. Client may submit a list of Recipients and their complete
physical address (only U.S. addresses will be accepted) via the Giftock
Account or as otherwise agreed upon by the Parties. For the avoidance of
doubt, Client’s purchase of physical Prepaid Cards and Giftock’
distribution thereof is not a Redemption Option hereunder. Prepaid Cards
are subject to separate and additional terms and conditions, which will
be applicable to Recipient’s use thereof upon the shipment thereto. The
risk of loss of physical Prepaid Cards purchased by Client passes to
Recipient once such Prepaid Cards are shipped by the applicable Provider.
Giftock disclaims all liability for any loss of physical Prepaid Cards
due to carrier issues, theft, or similar reason, provided that such loss
is not due to Giftock’ gross negligence or willful misconduct.
- Order
and Payout Limits. At no time will Client send Payouts totaling $10,000
or more to any one Recipient in a single day. No Payout may have a value
of more than $2,000. Giftock may impose or modify Order limits, either
for individual Payouts, one or more Redemption Options, or for the Giftock
Account, generally, at any time in its sole discretion. If Giftock
imposes or changes a limit on the Giftock Account, it will promptly
notify you of such limit and the reason(s) therefor.
- REDEMPTION
OPTIONS. Client may select which Redemption Options it desires to provide
to Recipients by specifying its choices at the time it places the Order. Giftock
will follow the Recipient’s instructions with respect to his or her choice
of Redemption Option. Giftock may update or make additional Redemption
Option(s) available throughout the Term. Any new or amended Redemption
Options will be reflected at the time of Client’s next Order.
- Digital
Prepaid Card. Recipients may choose to redeem their Payout by receiving a
digital Visa or Mastercard Prepaid Card. Each Prepaid Card is issued by a
bank and subject to additional terms and conditions, which are disclosed
to the Recipient at the time of redemption. Digital Prepaid Cards are
delivered to Recipients electronically via email at an email address
specified by the Recipient at the time of redemption.
- Digital
Gift Card. Recipients may choose to redeem their Payout by receiving a
digital Gift Card, which is issued by a Provider. Gift Cards are subject
to additional terms and conditions, which are disclosed to the Recipient
at the time of redemption. Digital Gift Cards are delivered to Recipients
electronically via email at an email address specified by the Recipient
at the time of redemption. Client may pre-select specific Gift Cards or
collections of Gift Cards that will be available to Recipients or may
allow Recipients to choose from all options available on the Site.
- Physical
Prepaid Card. Recipients may choose to redeem their Payout by receiving a
physical Prepaid Card, which will be mailed to the physical address
specified by the Recipient in his or her redemption instructions. Each
physical Prepaid Card is issued by a bank and is subject to third-party
terms and conditions, which will be disclosed to Recipient at the time of
redemption. This Redemption Option is only available to Recipients based
in the United States. Client may be responsible for additional fees if it
includes a physical Prepaid Card Redemption Option.
- Monetary
Options. Upon approval by Giftock, Client may offer Recipients the option
to redeem their Payout electronically via PayPal, Venmo or ACH transfer.
In each instance, Recipient will specify his or her relevant account
information, subject to third-party verification. Upon receipt of such
instructions from Recipient, Giftock will instruct the Bank to transfer
the full value of the Payout to the designated account. The inclusion of
a monetary Redemption Option in an Order subjects such Order to additional
fees.
- CANCELLATIONS
AND REFUNDS.
- Bulk or
Direct-Shipped Physical Prepaid Cards. Client may cancel its order of
physical Prepaid Cards to be delivered either (a) to Client or (b) to
Recipients, per Client’s instructions to Giftock until the earlier of (i)
the shipment date or (ii) seven (7) days after submitting the Order.
- Payouts,
generally. Client may cancel a Payout until the earlier of (i) seven (7)
days after submitting an Order or (ii) Recipient’s redemption of the
Payout. After such period, Payouts are cancellable, refundable,
transferrable, and exchangeable at Giftock’ sole discretion. If Client
has made a typographical error in its instructions, either to Giftock or
directly (if using Payout Links), Client will promptly notify Giftock of
the error and Giftock will endeavor to transfer the Payout to the correct
Recipient, it being understood that Giftock has no obligation to cancel,
refund, redirect or transfer such Payout. If the Payout has already been
redeemed or if Giftock is unable to cancel or redirect the Payout, Client
remains responsible for the payment therefor, provided that the initial
misdirection of the Payout was not due to Giftock’ gross negligence or
willful misconduct.
If Giftock determines that Client is misusing, abusing or otherwise
exercising its right to cancel Payouts in a manner that is inconsistent
with the spirit of this Agreement, Giftock may, in its sole discretion,
cease or amend the cancellation period for Client. In such event, Giftock
will notify Client of the change and the reasons therefor.
- Unredeemed
Payouts. All right, title and ownership of a Payout pass to the Recipient
once such Payout is sent to the Recipient. To the extent that Client
fails to send a Payout Link, Client hereby assigns and agrees to transfer
the entire value of the Payout Link to Giftock five (5) years after the
purchase thereof. Client acknowledges and agrees that unredeemed Payouts,
including Payout Links, may be subject to fees if not redeemed within three
(3) months of the creation thereof and Client hereby authorizes Giftock
(either directly, on behalf of the Bank, or through its agent or
designee) to debit the applicable fees from the associated pooled deposit
account in which the value of unredeemed Payouts is held. No further fees
will be imposed if the value of the Payout reaches zero. Such fees may be
refunded, in Giftock’ sole discretion, if and when a Recipient redeems
the Payout.
- REPRESENTATIONS
AND WARRANTIES. Client represents, warrants and covenants that, as of the
Effective Date, and continuing throughout the Term:
- It is a
corporation duly incorporated, validly existing and in good standing
under the laws of the country, province, or state in which it is
incorporated, and is in good standing in each other jurisdiction where
the failure to be in good standing would have a material adverse effect
on its business or its ability to perform its obligations under this
Agreement.
- It has
all necessary corporate power and authority to carry on its business as
presently conducted and as will be conducted pursuant to this Agreement.
- It has
all necessary rights, regulatory approvals, corporate power and authority
to enter into this Agreement and to perform its obligations hereunder,
and the execution and delivery of this Agreement and the consummation of
the transactions contemplated thereby have been duly authorized by all
necessary corporate actions on its part.
- This
Agreement constitutes a legal, valid, and binding obligation of Client,
enforceable against it in accordance with its terms.
- The
execution, delivery, and performance of this Agreement will not
constitute a violation of any law, regulatory requirement, judgment,
order or decree.
- This
Agreement does not involve the counseling or promotion of a business
arrangement that violates state or federal law.
- It is
not using the Services to distribute funds (or value) that constitute
wages to its employees or independent contractors.
- It has
obtained all requisite rights, approvals, permits, and waivers needed to
provide Client Materials and other materials, data, or information
provided by Client to Giftock hereunder, and that Client Materials and
any other materials, data, and information provided to Giftock will
comply with all applicable law, and will not violate or infringe any
third-party’s intellectual property, privacy rights, or proprietary
rights.
- It will
implement appropriate administrative, technical, and physical safeguards
designed to ensure the security of its connection to the Site, protect
against any anticipated threats or hazards to the security or integrity
of the Site and protect against unauthorized access to or use of the Site
that could result in substantial harm or inconvenience to Giftock.
- Neither
it nor its Recipients are engaged in an activity listed on Prohibited
Customers and Activities List.
- DATA
OWNERSHIP AND USE.
- Client
Materials. As between the parties, Client will exclusively own all rights
(including any intellectual property or other proprietary rights) in and
to the materials owned by Client prior to the Effective Date or developed
by Client independently and outside the scope of this Agreement and
provided by Client to Giftock under the Agreement (collectively, “Client
Materials”).
- Usage
Data. As between the parties, Giftock will exclusively own all rights
(including any intellectual property or other proprietary rights) in and
to all data analytics and aggregated data generated from (i) Client’s use
of the Service; (ii) Client Materials; (iii) Recipients’ interactions
with the Site and Service; and (iv) data related to the redemption of
Payouts (collectively “Usage Data”). Giftock has the right to use, create
derivative works of, distribute and otherwise exploit all such Usage
Data.
- Personal
Data. When you provide Personal Data to Giftock, or authorize Giftock to
collect Personal Data, Client must provide all necessary notices to and
obtain all necessary rights and consents from the applicable individuals
(including Recipients) sufficient to enable Giftock to lawfully collect,
use, retain and disclose the Personal Data in the ways this Agreement,
our Data Processing Agreement, and our Privacy
Policy describe.
By using the Services, you also agree to the terms of our Privacy Policy
and our Data Processing Agreement.
- DATA
SECURITY.
- Controls.
Each Party will maintain commercially reasonable administrative,
technical, and physical controls designed to protect data in its
possession or under its control from unauthorized access, accidental loss
and unauthorized modification. You are responsible for implementing
administrative, technical, and physical controls that are appropriate for
your business.
- Giftock
Account and API Credentials. Client is responsible for the security of
all credentials associated with your Giftock Account and your API
Credentials (if applicable). Client is responsible for all activity that
occurs on its Giftock Account. If you know or suspect your Giftock
Account or API Credentials have been compromised, you must immediately
notify Giftock and cooperate with us to address any unauthorized Orders
or other activities. Any act or failure to act by Giftock will not
diminish your responsibility for such compromised credentials and Giftock
Account activity.
- INTELLECTUAL
PROPERTY.
- Marks.
Client hereby grants to Giftock during the Term a non-exclusive,
royalty-free, non-assignable, worldwide license to use (but not the right
to sublicense) Client’s Marks (and the registration that exist for such
Marks, if any) solely to the extent that: (i) Client authorizes in
connection with this Agreement, (ii) such use is necessary for Giftock to
perform its obligations hereunder, (iii) Client approves in connection
with any press release, and (iv) Giftock may identify Client as a
customer of Giftock in marketing materials. As between the parties, title
to and ownership of Client’s Marks remain with Client (or its affiliates)
and all use of Client’s Marks will inure to the sole benefit of Client
(or its affiliates). Other than as expressly provided herein with respect
to Client’s Marks, Giftock will not obtain any right, title or other
interest in Client’s Marks by virtue of this Agreement. Upon termination
or expiration of this Agreement, all license rights conveyed by Client to
Giftock will cease, and all such rights revert back to Client.
- License
to Client Materials. Client hereby grants Giftock a fully paid-up,
royalty free worldwide, non-exclusive, non-transferrable (except as
permitted under Section 18(f) (Assignment)) license during the Term to
view, perform, copy and use such Client Materials solely for and in
connection with performance of the Services and provision of the
Deliverables hereunder.
- Ownership
of Giftock Materials. As between the parties, Giftock will exclusively
own all rights (including any intellectual property or other proprietary
rights) in and to the Giftock Marks, Services, Site and Deliverables,
except for any Client Materials. As used herein, “Deliverables” means,
without limitation, all designs, copyrightable works, patented rights,
ideas, inventions, technology and other creations, and any related
works-in-progress, improvements, or modifications of the foregoing, that
are created, developed, conceived (alone or with others) in connection
with the Services, including the Site. To the extent that any rights in
the Deliverables or the Site vest in Client, Client hereby irrevocably
assigns to Giftock, without additional consideration, all worldwide
right, title, and interest in and to all Deliverables or the Site,
whether existing now or in the future , including all copyrights,
trademarks, trade secrets, patents, industrial rights, and all other
intellectual property and proprietary rights related to the Deliverables
or the Site, and agrees that the assignment is effective as soon as is
possible under any applicable law, statute, or regulation. Client will
(even after termination of this Agreement) execute written instruments
and do other acts as may, in the opinion of Giftock, be necessary to
evidence or enforce Giftock’ rights in and to the Deliverables and the
Site, and Company hereby irrevocably appoints Giftock and any of its
officers as its attorney-in-fact to undertake such acts in its name.
- Feedback.
Giftock welcomes any ideas and/or suggestions regarding improvements or
additions to the Services. Under no circumstances will any disclosure of
any idea, suggestion or related material or any review of the Services,
Redemption Options or any Provider (collectively, “Feedback”) to Giftock
be subject to any obligation of confidentiality or expectation of
compensation. By submitting Feedback to Giftock, you waive any and all
rights in the Feedback and that Giftock is free to implement and use the
Feedback if desired, as provided by you or as modified by Giftock,
without obtaining permission or license from you or from any third party.
Any reviews of the Service, a Provider, or Redemption Option that you
submit to us must be accurate to the best of your knowledge, and must not
be illegal, obscene, threatening, defamatory, invasive of privacy,
infringing of intellectual property rights, or otherwise injurious to
third parties or objectionable. Giftock reserves the right (but not the
obligation) to remove or edit Feedback, but does not regularly inspect
posted Feedback.
- TERM AND
TERMINATION.
- Term.
This Agreement will continue in effect until terminated by one or both
parties as permitted in this Section 12 (from the Effective Date until
such termination, the “Term”).
- Termination
by Client. Client may terminate this Agreement at any time by closing
your Giftock Account. You can close your Giftock Account by contacting
support@giftock.com or using the dashboard on the Site. Once your Giftock
Account is closed, you will no longer have access to the Services. If,
after termination, you wish to use the Services again, Client must
request to create a new Giftock Account and this Agreement will apply
effective as of the date on which you first use the Services again.
- Termination
by Giftock. Giftock, in our sole discretion, may suspend or terminate
your access to or use of your Giftock Account and/or the Services, for
any reason, including, without limitation, if we receive a facially valid
subpoena, court order or other binding order from a government authority
requiring us to do so or if we believe you have violated this Agreement,
in letter or in spirit. Giftock may also, in our sole discretion,
discontinue providing the Services, or any part thereof, with or without
prior written notice to Client. If such discontinuation has a material
impact on Client’s use of the Service or any specific Order, Giftock will
contact Client directly to reach a reasonable compromise, which may
include a refund.
- Effect
of Termination. Upon termination of this Agreement, Giftock will not be
obligated to provide any additional Services, and Client will pay Giftock
for all fees related to Services performed but not yet paid through the
date of termination. For the avoidance of doubt, the termination of this
Agreement will not impact the rights of Recipients with respect to
Payouts distributed prior to the date of termination.
- INDEMNIFICATION.
TO THE FULLEST EXTENT PERMITTED BY LAW, CLIENT AGREES TO INDEMNIFY AND
HOLD PINGAZE, ITS AFFILIATES, AND ITS PARENT, SUBSIDIARIES, OFFICERS,
EMPLOYEES, AGENTS, DIRECTORS, MANAGERS, EQUITY OWNERS, SUCCESSORS AND
ASSIGNS (COLLECTIVELY, THE “PINGAZE GROUP”), AS APPLICABLE, HARMLESS FROM
ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS' FEES, DUE TO OR ARISING
OUT OF YOUR USE OF THE SERVICES, THE VIOLATION OF THIS AGREEMENT BY
CLIENT, THE INFRINGEMENT BY YOU (OR ANYONE ACCESSING THE SITE USING YOUR PINGAZE
ACCOUNT) OF ANY INTELLECTUAL PROPERTY OR OTHER RIGHT OF ANY PERSON OR
ENTITY OR VIOLATION OF ANY APPLICABLE LAW.
- LIMITATION
OF LIABILITY. IN ADDITION, TO THE FULLEST EXTENT PERMITTED BY LAW, PINGAZE
SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL
DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, USE,
DATA OR OTHER INTANGIBLES, EVEN IF PINGAZE HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, INCLUDING DAMAGES RESULTING FROM (I) THE USE
OR THE INABILITY TO USE THE SERVICES; (II) THE COST OF PROCUREMENT OF
SUBSTITUTE SERVICES; OR (III) UNAUTHORIZED ACCESS TO YOUR ACCOUNT OR
ALTERATION OF YOUR ACCOUNT OR DATA. YOU SPECIFICALLY AGREE THAT PINGAZE IS
NOT RESPONSIBLE OR LIABLE TO CLIENT OR ANYONE ELSE FOR ANY LOSS OF, ON, OR
THROUGH THE SITE OR THE SERVICES, OR FOR ANY INFRINGEMENT OR VIOLATION OF
YOUR RIGHTS BY ANY OTHER PARTY, INCLUDING BUT NOT LIMITED TO INTELLECTUAL
PROPERTY RIGHTS, RIGHTS OF PUBLICITY, OR RIGHTS OF PRIVACY. PINGAZE’ TOTAL
LIABILITY TO YOU FOR BREACH OF CONTRACT AND FOR ANY AND ALL OTHER CLAIMS
(INCLUDING TORT CLAIMS) ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, THE SITE OR THE SERVICES, SHALL NOT EXCEED THE TOTAL AMOUNT OF
ALL FEES CLIENT HAS PAID TO PINGAZE IN THE TWELVE (12) MONTHS PRIOR TO
SUCH ALLEGED BREACH OR OTHER CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE
LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL
DAMAGES, THEREFORE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
- DISCLAIMER
OF WARRANTIES. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE AND SERVICES
ARE AT YOUR SOLE RISK AND EXPENSE AND SUBJECT TO THIS AGREEMENT AND ANY
APPLICABLE LAW. THE SITE AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS
AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PINGAZE
EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OR ANY OTHER IMPLIED
WARRANTY UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AS
ENACTED BY ANY STATE. PINGAZE MAKES NO WARRANTY THAT THE SITE OR SERVICES
WILL MEET YOUR REQUIREMENTS, OR THAT THE SITE OR SERVICES WILL BE
UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. PINGAZE MAKES NO WARRANTY
REGARDING ANY TRANSACTIONS ENTERED INTO THROUGH THE SITE. NO INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PINGAZE GROUP SHALL
CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
- DISPUTE
RESOLUTION; AGREEMENT TO ARBITRATE.
- Dispute
Resolution by Binding Arbitration. The parties will use their commercial
best efforts to resolve any dispute arising hereunder without formal
litigation or arbitration. If a dispute or claim arises out of or related
to this Agreement, or the interpretation, making, performance, breach,
validity or termination hereof, and the parties do not resolve some or
all of the dispute or claim through normal internal discussions, then
such dispute or claim will be finally settled by binding arbitration in
New York, New York, under the American Arbitration Association Commercial
Arbitration Rules (the “AAA Rules”) by one or more neutral arbitrators
appointed in accordance with the AAA Rules. At the request of either
Party, the arbitrator(s) will enter an appropriate protective order to
maintain the confidentiality of information produced or exchanged in the
course of the arbitration proceedings. Judgment on the award rendered by
the arbitrator(s) may be entered in any court having jurisdiction
thereof. The arbitrator(s) may also award to the prevailing party, if
any, as determined by the arbitrator(s), its reasonable costs and fees
incurred in connection with any arbitration or related judicial
proceeding hereunder. Costs and fees awarded may include American
Arbitration Association administrative fees, arbitrator fees, attorneys’
fees, court costs, expert fees, witness fees, travel expenses, and
out-of-pocket expenses (including such expenses as copying, postage, and
courier fees).
- Confidentiality
of Dispute Resolution. The dispute resolution proceeds contemplated
herein will be as confidential and private as permitted by Applicable
Law. To that end, the parties will not disclose the existence, content,
or results of any mediation, arbitration or other proceedings conducted
in accordance with this Agreement, and material submitted in connection
with such proceedings will not be admissible in any other proceeding; provided,
however, that this confidentiality provision will not prevent a petition
to vacate or enforce an arbitration award, and will not bar other
disclosures required by Applicable Law.
- Class
Waiver. To the extent permitted by Applicable Law, any dispute arising
out of or relating to this Agreement, whether in arbitration or in court,
will be conducted only on an individual basis and not in a class,
consolidated or representative action. Notwithstanding any other
provision of this Agreement or the AAA Rules, disputes regarding the
interpretation, applicability, or enforceability of this class waiver may
be resolved only by a court and not by an arbitrator. If this waiver of
class or consolidated actions is deemed invalid or unenforceable, neither
Party is entitled to arbitration.
- No Jury
Trial. If for any reason a claim or dispute proceeds in court rather than
through arbitration, each Party knowingly and irrevocably waives any
right to trial by jury in any action, proceeding or counterclaim arising
out of or relating to this Agreement or any of the transactions
contemplated between the parties.
- MODIFICATIONS
TO THIS AGREEMENT.
- Modifications.
We reserve the right, in our sole and absolute discretion, to update or
change any portion of this Agreement at any time. We will provide Client
with reasonable advance notice of changes to this Agreement that
materially adversely affect your use of the Services or your rights under
this Agreement by sending notice to the email associated with your Giftock
Account, providing notice through the Giftock Account, or by similar
means. However, Giftock may make changes that materially adversely affect
your use of the Services or your rights under this Agreement at any time
and with immediate effect (i) for legal, regulatory, fraud and abuse
prevention, or security reasons; or (ii) to restrict products or
activities that we deem unsafe, inappropriate, or offensive. Unless we
indicate otherwise in our notice (if applicable), any changes to the
Agreement will be effective immediately upon posting of such updated
terms at this location. Your continued access to or use of the Services
after we provide such notice, if applicable, or after we post such updated
terms, constitutes your acceptance of the changes and consent to be bound
by the Agreement as amended. If you do not agree to the amended
Agreement, you must stop accessing and using the Services.
- Changes
to Pricing. Giftock may change any pricing, fees, and charges, set forth
on the Pricing Page or
any Client-specific pricing, if it deems such change to be reasonably
necessary based on changes made by or to Providers, third-party vendors,
the Bank, or such other parties as may affect Giftock’ operation of the
Services. Giftock will notify Client of any change to applicable fees,
charges, discounts and rebates at least five (5) days prior to such
change or as much notice is provided to Giftock by the applicable third
party, whichever is shorter.
- GENERAL
TERMS.
- Entire
Agreement. This Agreement constitutes the entire agreement and
understanding of the parties with respect to the Services and supersedes
all prior and contemporaneous agreements and understandings.
- Notice.
Any notice required to be given by Giftock under this Agreement, or
otherwise, may be provided to you by email, a posting on the Site, or
other reasonable means. Giftock may broadcast, distribute or display
notices or messages through the Site or via email (sent to the address
associated with the Giftock Account) to inform you of changes to this
Agreement, the Services, the Privacy Policy or other matters of
importance. Such broadcasts, distributions or displays of information
will constitute notice to you; notice will be deemed given at the time Giftock
sends any emails to the address associated with the Giftock Account. Any
changes to this Agreement will become effective upon the earlier of: (a)
your first use of the Site and Services with actual notice of such
changes, or (b) 30 days after we post or distribute the revised Agreement
and such changes will apply to your use of the Site and Services after
the effective date of the revised Agreement.
- Electronic
Communications. By accepting this Agreement or using any Service, you
consent to electronic communications as described in the E-SIGN
Disclosure, which is incorporated into this Agreement by this reference.
- Waiver.
To be effective, a waiver must be in a writing signed by the waiving
Party. The failure of either Party to enforce any provision of this
Agreement will not constitute a waiver of that Party’s rights to
subsequently enforce the provision.
- Force
Majeure. Giftock will not be liable for any loss or delay to the extent
resulting from any force majeure event, including acts of God, fire,
natural disaster, terrorism, labor stoppage, internet failures or delays,
civil unrest, war or military hostilities, criminal acts of third parties
or any other event beyond Giftock’ reasonable control, and any
performance of the Services will be extended to the extent of any delay
resulting from any force majeure event.
- Assignment.
You may not assign or transfer any obligation or benefit under this
Agreement without Giftock’ consent. Any attempt to assign or transfer in
violation of the previous sentence will be void in each instance. If you
wish to assign this Agreement, email support@giftock.com. Giftock may,
without your consent, freely assign and transfer this Agreement,
including any of its rights or obligations under this Agreement. This
Agreement will be binding on, inure to the benefit of, and be enforceable
by the parties and their permitted assigns.
- No
Third Party Beneficiaries. Save for the Giftock Group, Client or anyone
accessing the Services pursuant to this Agreement, unless otherwise
provided herein, no person or entity who is not a party to this Agreement
will have any right to enforce any term hereof, regardless of whether
such person or entity has been identified by name, as a member of a class
or as answering a particular description. For the avoidance of doubt,
this will not affect the rights of any permitted assignee or transferee
of this Agreement.
- Relationship
of the Parties. Nothing in this Agreement will be construed to make
either Party partners, joint venturers, principals, agents, or employees
of the other. No officer, director, employee, agent, affiliate, or
contractor retained by Giftock to perform work on behalf of Client
hereunder will be deemed to be an employee, agent, or contractor of
Client. Neither Party will have any right, power, or authority, express
or implied, to bind the other.
- Governing
Law. This Agreement and any dispute arising hereunder or in connection
with this Agreement, including any action in tort, will be governed by
and construed in accordance with the laws of the State of New York,
without regard to any choice of law or conflicts of laws provisions or
principles which may direct the application of the laws of any other
jurisdiction.
- Press
Releases and Inquiries. All media releases, public announcements and
public disclosures by a Party relating to this Agreement or the subject
matter hereof including promotional and marketing material (but not
including announcements intended solely for internal distribution or
disclosures to the extent required to meet legal or regulatory
requirements beyond the reasonable control of the disclosing Party) will
be coordinated with and approved by the other Party prior to release, except
that Giftock may identify Client as a customer on the Site without
further approval.
- Legally
Obligated Disclosures. If Client determines that disclosure is required
to meet legal or regulatory requirements, it will promptly inform Giftock
and coordinate such disclosure with Giftock. Client will limit
disclosure to that which is necessary and will give due consideration to
comments Giftock or its counsel may provide regarding the nature of the
disclosure.
- Joint
Marketing. Client will cooperate with Giftock on joint marketing,
including events, customer success stories and case studies, supporting
quotes, and other activities as mutually agreed upon.
- Severability.
In the event that any part of this Agreement is deemed by a court of
competent jurisdiction or Governmental Authority to be invalid or
unenforceable, such provision will be deemed to have been omitted from
this Agreement. The remainder of this Agreement will remain in full force
and effect, and will be modified to any extent necessary to give such
force and effect to the remaining provisions, but only to such extent.
- Survival.
All provisions of this Agreement which by their nature extend beyond the
expiration or termination of this Agreement will survive termination or
expiration of this Agreement.
- Translations.
This Agreement may be available in languages other than English. To the
extent of any inconsistencies or conflicts between this English Agreement
and our Terms of Service available in another language, the most current
English version of the Corporate Client Services Agreement found at www.giftock.com/terms will
prevail. Any disputes arising out of this Agreement will be resolved in
English unless otherwise determined by Giftock (acting in its sole
discretion) or as required by Applicable Law.
- DEFINITIONS.
- “API
Credentials” means the log-in information generated at Client’s request
to access the Giftock API.
- “Applicable
Law” means any and all laws, treaties, rules, regulations, regulatory
guidance, determinations of (or agreements with) an arbitrator, court, or
Governmental Authority and mandatory written direction from (or
agreements with) any Governmental Authority, including, without
limitation, the Bank Secrecy Act of 1970, as amended by the USA PATRIOT
Act, and its implementing regulations, any and all sanctions or
regulations enforced by the U.S. Department of the Treasury’s Office of
Foreign Assets Control, that are applicable to the performance of a
Party’s obligations hereunder or that are otherwise applicable to the
Services, as the same may be amended and in effect from time to time
during the Term.
- “Business
Day” means any day, other than a Saturday, Sunday, or any federal banking
holiday observed in the United States.
- “Competitor”
means a provider of any products or services similar to, or otherwise
competitive with, the Services or Payouts.
- “Face
Value” means the value of the Payout at the time it is distributed to the
Recipient.
- “Gift
Card” means a device issued by and redeemable for goods and services at a
single retailer and its affiliates, or a defined group of retailers and
their affiliates. Each Gift Card is offered and managed by a third party
and is subject to additional terms and conditions posted or presented by
such third party.
- “Governmental
Authority” means any governmental or regulatory agency, payment network,
or other similar agency or organization having jurisdiction or
supervisory authority over the Services to be provided hereunder, Giftock,
the Bank, or Client.
- “Marks”
means the trademarks, service marks, trade names, logos, other
proprietary designs and designations, and other indicia of source or
origin of a party.
- “Order”
means each instance in which Client instructs Giftock to distribute
Payouts (including Payout Links, which are distributed solely to Client).
- “Party”
- “Payout”
means a set value made available to a specific Recipient for redemption
through the Site.
- “Payout
Link” means a unique identifier that Client is able to send directly to a
Recipient and which allows Recipient to redeem a Payout through the Site.
Client does not need to provide Giftock with any Recipient information in
order to use Payout Links.
- “Personal
Data” means any information relating to an identifiable natural person
that is processed in connection with the Services, and includes “personal
data” as defined under EU Regulation (EU) 2016/679 (General Data
Protection Regulation) and “personal information” as defined under the
California Consumer Privacy Act of 2018, as amended.
- “Provider”
means the third party that fulfills each Redemption Option. Giftock may
or may not have direct relationships with each Provider.
- “Prepaid
Card” means an open-loop device branded with the logo of a payments
network (e.g., Visa or Mastercard), usable at multiple unaffiliated
retailers. Each Prepaid Card is offered and managed by a third party,
such as a bank, and is subject to additional terms and conditions posted
or presented by such third party.
- “Privacy
Policy” means the Giftock Privacy Policy, as may be modified from time to
time, found at https://www.giftock.com/privacy.
- “Recipient”
means the person to whom a Payout is sent, as designated by Client.
- “Redemption
Options” means the choices available to a Recipient to receive his or her
Payout, including Prepaid Card, Gift Card, and electronic fund transfer
options. Each Redemption Option is subject to terms and conditions
imposed by the Provider.
- “Services”
has the meaning set forth in the preamble.
- “Site”
means www.giftock.com, the Giftock
API, and any website, web widget, mobile applicable, API, or any other
similar platform owned, controlled, operated or offered by Giftock.
- “Giftock
API” means the application programming interface owned, controlled,
operated and offered by Giftock and accessed with the API Credentials.
- “Updates”
means bug fixes, updates, upgrades, enhancements, modifications and new
releases or versions of the Giftock API and/or the Services.