GiftBetter

 

GIFTBETTER NON-LOCAL REWARDS ONLINE TERMS

Last revised November 5, 2026

These Non-Local Rewards Online Terms (“Terms”) are applicable to and binding on each customer (“Client” or “You”) of GiftBetter Inc. (“GiftBetter” “We” or “Us”) which has accepted the GiftBetter Organization Rewards Terms (https://giftbetter.com/organization-rewards-terms) and the Non-Local Rewards Terms included therein (the “NLR Terms”), whether online or under an Order Form or other agreement. Your use of the Non-Local Rewards Services also constitutes your agreement to these Terms. If you are a consumer or individual that has been sent a Reward by a Client, you are subject to GiftBetter’s Terms of Use (https://giftbetter.com/terms) and Privacy Policy (https://giftbetter.com/privacy-policy). Except as provided below, these Terms apply to You until Your election under the NLR Terms is terminated as provided therein or these Terms are terminated as to You as provided below. GiftBetter reserves the right to change, modify, add, or remove all or any part of these Terms at any time in our sole discretion. If we make changes to these Terms, we will provide notice of such changes by posting such changes on our website and updating the “Last revised” date at these Terms. We encourage You to review these Terms each time You make a Non-Local Reward order through GiftBetter or otherwise access the Non-Local Rewards Services to ensure you understand the terms and conditions that apply to such order. Your continued use of the Non-Local Rewards Services constitutes your acceptance of any changes to these Terms. Capitalized terms used but not defined in these Terms have the meanings given in the Organization Rewards Terms, including the NLR Terms.

1. General. Your ordering of Non-Local Rewards and otherwise accessing Non-Local Rewards Services will be through Our Non-Local Rewards Facilitator and will be effected by utilizing GiftBetter as Your agent and service provider as provided below. Our Non-Local Rewards Facilitator is currently Bonfyre Inc. (“Bonfyre”). Should We appoint a different Non-Local Rewards Facilitator, we will modify these Terms (including the documents referred to as being incorporated herein) accordingly. As between GiftBetter and the Client, these Terms are subject to the GiftBetter Organization Rewards Terms (including the NLR Terms included therein. For so long as Bonfyre is our Non-Local Rewards Facilitator, these Terms are also subject to the Bonfyre Terms of Use https://bonfyreapp.com/terms-of-use, Privacy Policy https://bonfyreapp.com/privacy-policy and Enterprise Terms Applicable to Rewards Programs https://bonfyreapp.com/terms-applicable-for-rewards-programs (collectively, the “Bonfyre Terms”), are incorporated into these Terms by reference and apply to the Non-Local Rewards, the Non-Local Rewards Services and the transactions contemplated hereby. All rights, protections, disclaimers, releases, limitations of liability, and indemnities running in favor of Bonfyre under the Bonfyre Terms apply to Bonfyre, in its capacity as Non-Local Rewards Facilitator, in connection with the foregoing, to the same extent as if the Bonfyre Terms expressly so provided. The Client hereby agrees to be bound by the foregoing documents as so incorporated herein. Bonfyre may enforce such protections directly against Client as a third-party beneficiary of these Terms. To the extent of any actual conflict between these Terms and the foregoing incorporated documents, the provisions of Section 8 provide the order of precedence.

FROM AND AFTER THE EFFECTIVENESS OF YOUR ONLINE ACCEPTANCE OF THE NLR TERMS PURSUANT TO SECTION 19 OF THE ORGANIZATION REWARDS TERMS, AND CONTINUING UNTIL SUCH TIME AS THE EFFECTIVENESS THEREOF HAS BEEN TERMINATED AS PROVIDED THEREIN OR THESE TERMS HAVE TERMINATED WITH RESPECT TO YOU AS PROVIDED BELOW, YOU BECOME AND ARE A CUSTOMER OF THE NON-LOCAL REWARDS FACILITATOR WITH RESPECT TO NON-LOCAL REWARDS AND NON-LOCAL REWARDS SERVICES.

NOTHING HEREIN OBLIGATES THE NON-LOCAL REWARDS FACILITATOR TO ACCEPT OR CONTINUE ANY CUSTOMER RELATIONSHIP WITH YOU OR ANY OTHER PERSON AND, WITHOUT LIMITING THE FOREGOING, THE NON-LOCAL REWARDS FACILITATOR MAY TERMINATE THE EFFECTIVENESS OF YOUR ELECTION TO INCLUDE NON-LOCAL REWARDS AT ANY TIME AS PROVIDED IN THE NLR TERMS.

GiftBetter, the Non-Local Rewards Facilitator and Client each agree that Client is a customer of the Non-Local Rewards Facilitator, and that GiftBetter acts as Client’s agent and service provider, for purposes of these Terms and the Non-Local Rewards. In its capacity as Client’s agent, GiftBetter may take the actions referred to below, including while Bonfyre is the Non-Local Rewards Facilitator utilizing the Bonfyre® Ecosystem, platform and related technologies for ordering Non-Local Rewards (and Client hereby authorizes GiftBetter to act as such). GiftBetter also acts, in addition to and without limiting its capacity as Client’s agent, as a subprocessor and service provider contracted by the Non-Local Rewards Facilitator for the purpose of receiving, transmitting, and processing Rewards Issuer Data as provided below, and the Non-Local Rewards Facilitator and GiftBetter agree that GiftBetter’s receipt of such data in that capacity is subject to clause 2(x) below. The Non-Local Rewards Facilitator has agreed with GiftBetter to be bound by, and to comply with, these Terms as to each Client whose election to include Non-Local Rewards is effective and has not been terminated as provided in the NLR Terms (and as to whom these Terms have not been terminated as provided below). The Non-Local Rewards Facilitator is an intended third-party beneficiary of these Terms (as applicable in respect of the Non-Local Rewards and Non-Local Rewards Services for each such Client) and each such Client is an intended third-party beneficiary of the Non-Local Rewards Facilitator’s agreement to be bound by them, and each of the Non-Local Rewards Facilitator and each such Client may enforce these Terms (as applicable in respect of the Non-Local Rewards and Non-Local Rewards Services for each such Client) directly against the other in respect of the obligations expressed to be theirs and owing to the Non-Local Rewards Facilitator or to such Client.

Non-Local Rewards may be ordered and provided only in compliance by the Non-Local Rewards Facilitator with the Non-Local Rewards Facilitator’s arrangements with the applicable Non-Local Rewards Issuer.


NON-LOCAL REWARDS ARE PURCHASED FROM AND PROVIDED BY THE NON-LOCAL REWARDS FACILITATOR, NOT BY GIFTBETTER. GIFTBETTER ACTS ONLY AS CLIENT’S AGENT AND SERVICE PROVIDER FOR THE ORDERING AND PAYMENT STEPS DESCRIBED IN THESE TERMS.


2. Order Mechanics; Certain Related Obligations. The mechanics for ordering and settling of Non-Local Rewards are as follows:

  1. Non-Local Rewards are purchased from the Non-Local Rewards Facilitator and are paid for by You directly to the Non-Local Rewards Facilitator. At checkout Your payment instrument is charged separately for the Non-Local Rewards portion of Your order, and the Non-Local Rewards Facilitator is the merchant of record for that charge; GiftBetter is the merchant of record only for GiftBetter’s own products and services. Where that charge is authorized before Your election to include Non-Local Rewards is effective, it is captured only on effectiveness and is released in full if Your election does not become effective. If in any case GiftBetter collects amounts payable to the Non-Local Rewards Facilitator, GiftBetter receives them as agent for the Non-Local Rewards Facilitator and transfers them to the Non-Local Rewards Facilitator on receipt, Your payment obligation to the Non-Local Rewards Facilitator is satisfied and discharged upon receipt by GiftBetter or its payment processor, and You are not required to pay the Non-Local Rewards Facilitator again in respect of the same amount. The Non-Local Rewards Facilitator will hold amounts received in an account maintained by it in its own name (the “Rewards Account”) until applied by the Non-Local Rewards Facilitator to order Non-Local Rewards. The Rewards Account is not maintained by GiftBetter, and GiftBetter has no role in or access to it and holds no funds in it for You or for any Designated Rewards Recipient. Funds in the Rewards Account are not FDIC insured and will not bear interest. You may request the return of unused funds in the Rewards Account, meaning funds for which no Non-Local Reward Order has been placed, on five Business Days notice; a refund is net of any Non-Local Reward Order already placed or pending at the time the request is processed.
  2. To the extent there are sufficient funds credited to your Rewards Account, You may notify GiftBetter via electronic means the names and Reward Amounts for each recipient (a “Designated Rewards Recipient”) to be recognized with Non-Local Rewards (and, unless previously provided, with their email addresses and mobile telephone numbers). Receipt by GiftBetter of such notice will constitute Your authorization to GiftBetter, as Your agent and service provider, to provide the Non-Local Rewards Facilitator with such information and to use such information to request Order(s) for Non-Local Rewards as specified therein.
  3. GiftBetter will notify the Non-Local Rewards Facilitator of the Designated Rewards Recipients and Non-Local Reward amounts notified as provided in (ii) above, and the Non-Local Rewards Facilitator will thereupon notify each Designated Rewards Recipient via electronic means (including, while Bonfyre is the Non-Local Rewards Facilitator, the Bonfyre® Ecosystem) of its applicable Reward Amount and then available options for Non-Local Rewards.
  4. Each Designated Rewards Recipient will notify the Non-Local Rewards Facilitator via electronic means (including, while Bonfyre is the Non-Local Rewards Facilitator, the Bonfyre® Ecosystem) of their Reward selection from the then available options for Non-Local Rewards (“Reward Selection”).
  5. The Non-Local Rewards Facilitator will issue Non-Local Reward orders (“Non-Local Reward Orders”) to the applicable Non-Local Rewards Issuer for each Designated Rewards Recipient equal to the applicable Reward Amount and for the designated Non-Local Reward based on the Designated Rewards Recipient’s Reward Selection and will draw down the prepaid Rewards Account credit balance by the applicable Non-Local Reward Amount(s). The Non-Local Rewards Facilitator purchases each Non-Local Reward from the applicable Rewards Issuer as principal and for its own account in order to fulfill the Non-Local Reward Orders.
  6. The Non-Local Rewards Issuer will thereupon generate a Reward Link for each Designated Rewards Recipient, and the Non-Local Rewards Facilitator will forward the Reward Link directly to the Designated Rewards Recipient via electronic means (including, while Bonfyre is the Non-Local Rewards Facilitator, the Bonfyre® Ecosystem).
  7. Each Designated Rewards Recipient will use the Reward Link to select, and divide their Reward Amount among, one or more catalogue of merchant branded – “closed loop” – Rewards offered by the Non-Local Rewards Issuer, subject to any minimum amount per merchant that GiftBetter sets and shows in the Services, and will be responsible for activating each selected Non-Local Reward as per the procedures of the Applicable Merchant ultimately responsible for that Non-Local Reward.
  8. Once a Reward election has been made for a Non-Local Reward, the Applicable Merchant for that Non-Local Reward is required to issue it. Each Non-Local Reward is issued by the applicable Non-Local Rewards Issuer and is subject to that issuer’s and the Applicable Merchant’s terms and conditions, including any terms regarding value, prior activation, expiration, fees, usage restrictions, geographic limitations, returns, and redemption.
  9. Promptly following Non-Local Rewards Issuance, the Non-Local Rewards Facilitator will provide Final Reward Order data to GiftBetter via a payroll friendly format and such data will be made available to You via electronic means.
  10. GiftBetter shall (i) protect and keep confidential all Rewards Issuer Data using at least the same standard of care GiftBetter uses to protect its own confidential information of a similar nature, and in no event less than a reasonable standard of care; (ii) use Rewards Issuer Data solely to provide the Non-Local Rewards Services contemplated by these Terms and to comply with its own legal and regulatory obligations; (iii) not disclose or distribute Rewards Issuer Data to any third party other than (A) Client, solely as necessary to provide the Non-Local Rewards Services, or (B) GiftBetter’s own subprocessors or service providers, if any, bound by confidentiality and use obligations at least as protective as those set forth in this paragraph; and (iv) promptly notify the Non-Local Rewards Facilitator of any unauthorized access to, or disclosure or loss of, Rewards Issuer Data of which GiftBetter becomes aware. GiftBetter may also share any Rewards Issuer Data, including pricing information, as required by law, government process, or a regulator of competent jurisdiction. This paragraph survives expiration or termination of these Terms as to Rewards Issuer Data received before such expiration or termination. For the avoidance of doubt, information which GiftBetter receives from or on behalf of Client, including any list of intended Designated Rewards Recipients submitted to GiftBetter by Client, is not Rewards Issuer Data and GiftBetter may retain and use it as provided in its own terms and privacy notice and as required by applicable law.


Non-Local Rewards of all types are non-refundable following the Reward Selection under clause (iv) above and cannot be exchanged for cash unless required by law, nor may they be resold or transferred for value. All Non-Local Rewards are issuable as Reward Links (unique identifiers which enable the Designated Rewards Recipient to activate his or her Non-Local Reward(s) by following procedures specified by the Non-Local Rewards Issuer) or as otherwise provided herein.

The Non-Local Rewards Facilitator alone will interface, communicate, and transact with each applicable Non-Local Rewards Issuer as to any Non-Local Reward Order, using the same systems, processes, and while Bonfyre is the Non-Local Rewards Facilitator Bonfyre API, and providing the same categories of information (including funding, order, and Designated Rewards Recipient information) that the Non-Local Rewards Facilitator uses and provides generally in respect of its rewards agreements with rewards customers generally. GiftBetter has no direct communication, interface, or contractual relationship with any Non-Local Rewards Issuer in connection with any Non-Local Reward Order, GiftBetter’s role hereunder being limited to receiving instructions and funds from the Client, as the Client’s agent, and relaying them to the Non-Local Rewards Facilitator for the Non-Local Rewards Facilitator’s own account, similarly as the Non-Local Rewards Facilitator would receive such instructions and funds directly from another rewards client acting without an agent. All funds GiftBetter receives from You and remits to the Non-Local Rewards Facilitator as to Non-Local Rewards Orders is applied by the Non-Local Rewards Facilitator, upon receipt, to fund the Non-Local Rewards Facilitator’s own account(s) or sub-account(s) with the applicable Non-Local Rewards Issuer in the same manner as funds the Non-Local Rewards Facilitator receives directly from any other rewards client acting without an agent, and GiftBetter has no role in, or access to, any such account or sub-account. The provisions of this paragraph do not restrict GiftBetter or the Non-Local Rewards Facilitator from entering into or maintaining any relationship with any Rewards issuer or other person.

Default Merchant Gifts. Section 7 of the NLR Terms governs each Purchaser-Directed Gift for which the Non-Local Rewards Facilitator is the Default Merchant (a “Default Merchant Gift”) and, notwithstanding Section 8, controls over anything to the contrary in these Terms. Without limiting the foregoing: (a) a Default Merchant Gift is charged as provided in Section 3 (Funding Rewards) of the Organization Rewards Terms and not separately under clause 2(i); GiftBetter holds the payment solely as agent of the Default Merchant (or, after an exchange, of each merchant the Recipient selects) and remits it to the Non-Local Rewards Facilitator only when a Non-Local Reward Order is to be placed under Section 7 of the NLR Terms, and until then the payment is not credited to the Rewards Account or subject to return under clause 2(i); (b) clauses 2(ii) through 2(iv) do not apply, and the Non-Local Rewards Facilitator will place a Non-Local Reward Order for the full Reward Amount at the time provided in Section 7 of the NLR Terms, applying the remitted amount to that Order upon receipt, after which clauses 2(v) through 2(x) apply; (c) a Default Merchant Gift is non-refundable once that Order is placed; and (d) no termination or wind-down under Section 6 or 7 cancels a Default Merchant Gift for which You have been charged, and the period in Section 6 is extended as needed for any Exchange Window then running to end and for any resulting Non-Local Reward Order to be placed.

3. Sanctions screening. Screening of Client, its beneficial owners and control persons, and each Designated Rewards Recipient is carried out as provided in Section 3 of the NLR Terms, and a Non-Local Reward Order will not be placed for any party which is not cleared under that screening. Nothing in these Terms limits GiftBetter’s right or obligation to conduct screening of its own, or to hold or decline any transaction under its own compliance program.

4. Disputes and chargebacks. If Client initiates a chargeback, payment reversal or similar claim as to funds paid to GiftBetter under these Terms, Client will first contact GiftBetter and the Non-Local Rewards Facilitator and provide a reasonable opportunity to resolve the matter. Non-Local Rewards for which a Reward Selection has been made are non-refundable as provided below. As between GiftBetter and the Non-Local Rewards Facilitator, responsibility for chargebacks and reversals is allocated as provided in their separate agreement, and that allocation does not affect Client’s rights under these Terms.

5. Reservation of Rights; Limited Obligations. Depending on the Terms of Use of the applicable Non-Local Rewards Issuer, the Non-Local Rewards Issuer of a particular Reward may reserve the right to suspend or cancel the Non-Local Reward where fraud, unauthorized use or violation of its Terms of Use is suspected. Neither GiftBetter nor the Non-Local Rewards Facilitator controls or is responsible for those terms. GiftBetter’s obligations hereunder are solely as agent and service provider and we are not responsible for, and do not guarantee the performance by, the Non-Local Rewards Facilitator or any Non-Local Rewards Issuer, Applicable Merchant, Third-Party Service Provider or other person. The Non-Local Rewards Facilitator’s obligations are solely as provided herein and, while Bonfyre is the Non-Local Rewards Facilitator, in the Bonfyre Terms of Use, Privacy Policy and Enterprise Terms Applicable to Rewards Programs. Images, descriptions, denominations, and merchant availability shown on any platform are for convenience only and may change without notice. Neither GiftBetter nor the Non-Local Rewards Facilitator guarantees that any particular merchant, denomination, or offer will be available at any given time.

Except as expressly agreed otherwise in a separate written agreement , the Non-Local Rewards Services are provided “as is” and “as available,” and each of GiftBetter and the Non-Local Rewards Facilitator disclaims all warranties, express or implied, including the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Under no circumstances shall GiftBetter or the Non-Local Rewards Facilitator be liable for the effects of any act of God, war, terrorism, civil disturbance, labor dispute, epidemic, governmental action, utility, network or payment-system failure, or other circumstance beyond the reasonable control of such Party. Under no circumstances shall neither GiftBetter nor the Non-Local Rewards Facilitator (or any of their directors, officers, affiliates, employees, agents, suppliers, partners, and vendors) be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to these Terms, even if advised of the possibility of such damages.

6. Termination; Wind-down. These Terms terminate as to You when Your election to include Non-Local Rewards terminates under Section 4 or 5 of the NLR Terms. No termination or suspension, in whole or in part, cancels a Non-Local Reward already issued. Termination of the separate agreement between GiftBetter and the Non-Local Rewards Facilitator does not of itself terminate these Terms as to You, but does end the ability to place or fulfil further Non-Local Reward Orders; in that case these Terms continue until the earlier of their own termination and the date sixty (60) days thereafter, during which period GiftBetter and the Non-Local Rewards Facilitator will complete or unwind all Non-Local Reward Orders funded before that date.

7. Effect of Termination. Upon any termination of these Terms (in whole or in part) (i) Client’s access to the applicable Non-Local Rewards Services, and all related licenses and agencies granted or created by these Terms, will cease; (ii) the Non-Local Rewards Facilitator will promptly refund any unused prepaid Rewards Account credit balance, net of any amounts due or accrued to the Non-Local Rewards Facilitator; and (iii) except as may be otherwise required by law or regulation, the Non-Local Rewards Facilitator and GiftBetter will each promptly securely destroy or cause the secure destruction of all non-aggregated and identifiable content which they have received or collected from Client or a Designated Rewards Recipient in connection with the Non-Local Rewards Services and which is in their respective possession or control. the Non-Local Rewards Facilitator and GiftBetter may each retain data for which it has a legal or regulatory requirement, including recordkeeping and retention obligations under the Bank Secrecy Act and the sanctions regulations administered by OFAC, or as required for credential use, anti-fraud measures, and transaction records on tax audits. Provisions of these Terms and of the NLR Terms which by their nature should survive — including amounts owed, confidentiality, intellectual property, disclaimers, limitation of liability, severability, waiver, force majeure, governing law and venue — will survive.

8. General. The general provisions of the Organization Rewards Terms — including those governing entire agreement, amendment, assignment, publicity, notices, severability, waiver, force majeure, limitation of liability, governing law and venue — apply to these Terms and are incorporated by reference, and apply to the Non-Local Rewards Facilitator as they apply to GiftBetter. In the event of a conflict, these Terms control (and, while Bonfyre is the Non-Local Rewards Facilitator, the Bonfyre Terms of Use, Privacy Policy and Enterprise Terms Applicable to Rewards Programs as the same are incorporated herein as provided above control as to the specific matters they address), then the NLR Terms, then the GiftBetter Organization Rewards Terms and then the GiftBetter Terms of Use and Privacy Policy. Each Non-Local Rewards Issuer, Non-Local Rewards Facilitator, Applicable Merchant, supplier, and Third-Party Provider may rely on Your representations, warranties, acknowledgments, releases, and agreements in these Terms and the foregoing documents. The parties are independent contractors, and nothing here creates a partnership, joint venture, employment relationship, or agency other than the agency expressly granted to GiftBetter in these Terms.

EXHIBIT A


“Applicable Merchant”, “Business Day”, “Digital Gift Card Reward”, “GiftBetter Local Area” ,“Non-Local Rewards”, ”Non-Local Rewards Facilitator”, “Non-Local Rewards Issuer”, “Non-Local Rewards Services” and “Third-Party Service Provider” have the meanings given in the GiftBetter Organization Rewards Terms (including the NLR Terms).

“Bonfyre® Ecosystem” currently consists of the Bonfyre ® application (the “Bonfyre® App”), the myBonfyreApp.com website (the “Site”), the Bonfyre Culture Coach product (including the Bonfyre proprietary library of Culture Coach recommended actions and the proprietary behavior nudge system (the “ Bonfyre ® Culture Coach”), the Bonfyre for Microsoft Teams application (the “BFMT App”), and the Bonfyre Rewards product (the “ Bonfyre ® Employee Rewards Product”), together with all underlying databases and functionality, in each case as now or hereafter constituted.

“Rewards Issuer Data” means any non-public information GiftBetter receives, directly or indirectly, from the Non-Local Rewards Facilitator or a Non-Local Rewards Issuer in connection with the Non-Local Rewards Services, including Final Reward Order data provided under clause 2(ix) above, pricing, catalog, redemption, and Designated Rewards Recipient transaction data, provided, that Rewards Issuer Data which has been aggregated, anonymized, and de-identified will cease to be Rewards Issuer Data, and provided further that information GiftBetter receives from or on behalf of Client is not Rewards Issuer Data.