stickK Rewards Program Rules

Date of Last Revision: September 18th, 2012

The stickK rewards program, (the "Program") developed and sponsored by stickK.com, LLC, is a rewards program for users of the stickK (“Partner”) affiliate program on the stickK website (“Users”) located at stickk.stickk.com (the “Affiliate Portal,” which is a part of the website www.stickK.com, the “Website”). As eligible Users interface with and create and meet personal goals on the Affiliate Portal, they earn rewards points (“Rewards Points”) that can be redeemed for merchandise in the rewards store (the “Rewards Store”). Eligible Users may also be given the opportunity to participate in sweepstakes and contest promotions. There is no cost to participating in the Program.

By participating in the Program, Users agree to these stickK Rewards Program Rules (the “Program Rules”) and to the decisions of stickK, which are final and binding in all respects for the Program. stickK may amend these Program Rules from time to time and by using the Website, Users agree that they are bound by any modifications made by stickK. Accordingly, Users agree that they will review these Program Rules regularly.

The following Program Rules shall be effective and govern all Program-related activity described herein commencing on January 4, 2013.

1. Relationship to Other Agreements.  The Program Rules are deemed a part of and subject to the standard stickK Terms of Use and to the extent any conflict exists, the Terms of Use shall control. By participating in the Program you agree to be bound by the Terms of Use. All information gathered by stickK under these Program Rules is governed by our Privacy Policy. All capitalized terms not defined herein shall have the meaning set forth in the Terms of Use.


2. Eligibility and Enrollment.  All Users are automatically enrolled in the Program when they create or first access a unique User account accessible by an email and password login (“Account”) unless their participation is otherwise prohibited by these Program Rules (Users who are enrolled in the Program, “Members”). Each Member agrees to provide true and accurate information to enroll and participate in the Program and agrees to revise his or her personal and/or other information in a timely manner to ensure that the Member information provided in connection with the Program is at all times updated and accurate. stickK is not responsible for contacting any Member by any means if that Member has changed contact information and failed to provide stickK with the proper contact information.



2.1.        General Limitations.  Membership in the Program is limited to legal U.S. residents. An individual may only be enrolled in the Program if permitted by state and local laws, rules, and regulations. To be eligible for the Program, a User must be a lawfully identifiable human being; no fictitious or alias names and no machines, scripts or automated services may be used for purposes of participation in the Program. Corporations, partnerships, business associations and other entities are not eligible to participate in the Program.





2.2.        One Account per Member Permitted.  Each Member can only have one (1) Account for purposes of participating in the Program, even if the Member maintains more than one Account on the Affiliate Portal. Any person who attempts to participate with multiple e-mail and/or multiple identities and/or multiple Accounts or uses any device or artifice to obtain more than the permitted number of Accounts or Rewards Points may be disqualified by stickK, in its sole discretion. Any duplicate Accounts are subject to cancellation for purposes of the Program, and all Rewards Points accumulated in a duplicate Account will be forfeited; Account cancellation shall be at the sole determination of stickK





2.3.        No Affiliation with stickK.  stickK employees and family members (spouse, children, siblings and parents), including the employees and family members of stickK affiliated companies, parents and subsidiaries, partners, agencies, participating merchants and redemption suppliers may not participate in the Program.





2.4.        No Transfer.  A Member's right to participate in the Program is not transferable.





2.5.        Dispute.  In case of dispute, all Member activity will be deemed to have been conducted by the Member whose password/username initiated or authorized the activity.




3. Rewards Points.  Members may earn Rewards Points for activities, as may be specified in these Program Rules or through promotional materials such as e-mail communications, or by such other methods as may be selected by stickK, from time to time. Rewards Points are Program units which, upon validation, may subsequently be redeemed in exchange for merchandise and services (and other limited redemption opportunities offered from time to time by stickK in its sole discretion) specified in the Rewards Store. Rewards Points may be earned, credited, retained and used for redemption by a Member only by the Member taking a specific action or actions expressly stated herein or in official Program communications. Earned Rewards Points are automatically deposited into a personal Rewards Point account associated with and accessible, at any time, through each Member’s Account.



3.1.        Earning of Rewards Points.  Reward Point earning opportunities are determined with reference to each Member's Account, as determined in stickK’s sole discretion. Reward Point earning opportunities for Members may prospectively change periodically over the term of the Program, upon notice to Members reasonably calculated to apprise Members of such changes. Rewards Points may be earned for the following activities in the following manner, during the official time period of the Affiliate Portal, including any extensions, Members may earn Rewards Points (i) for filing official progress reports for their Commitment Contracts (“Reports”); (ii) for filing successful Reports; and (iii) based on the overall success rates reported for specific Commitment Contracts at the conclusion of each Commitment Contract. The Rewards Points associated with each of these actions varies depending on the goal and is set forth on the Website. stickK reserves the right to alter any aspect of the Rewards Point earning and award activities. Members, in general, or certain Members, in stickK’s sole discretion, may also earn additional, supplemental or bonus Rewards Point(s) for other promotions and activities relating to stickK, as such Rewards Point earning opportunities may be specified from time to time to individual Members, groups of Members or total Program membership, as a whole, and subject to the terms and conditions of those specifications, in stickK’s sole discretion. Such additional, supplemental and bonus Rewards Point earning activities may be offered on the Affiliate Portal, in printed promotional materials or other communication media.





3.2.        Crediting of Rewards Points.  Rewards Points associated with online activity will be deposited within 48 hours (or as soon thereafter as practical) while other activity-related Rewards Points will be deposited within approximately 10 business days after the activity has taken place and, in certain circumstances, has been verified (or as soon thereafter as is practical). Due to technical limitations and possible technical errors or failures, stickK cannot assure that the number of Rewards Points shown in a Member's Account at any particular time are the correct number of Rewards Points which should be deposited in that Member's Account. stickK will attempt to credit Accounts with Rewards Points on a timely basis as stated herein. However, each Member shall have the responsibility of ensuring that his or her Rewards Points are properly credited. Any claim for Rewards Points not credited accurately must be received by stickK within sixty (60) days of the date of claimed accrual of such Rewards Points. stickK shall have no liability for any printing, production, typographical, mechanical or other errors in the Rewards Points summaries, for any delay or failure to credit Rewards Points to an Account or for any failure to provide summaries as outlined herein.





3.3.        Rewards Points Lifetime.  Rewards Points shall be maintained in the Member's Account until they are redeemed for a Reward, until they are forfeited, or until they expire as outlined herein, whichever occurs first.





3.4.        Rewards Points Management and Review by stickK.  stickK reserves the right, at any time, to review the validity of a Member's existing, accruing, tendered or post-redemption Rewards Points for compliance with these Program Rules. stickK reserves the right to take corrective actions, as deemed appropriate by stickK, with respect to Member Rewards Points or efforts to redeem Rewards Points at any time, upon reasonable notice to an affected Member. Each Member agrees to reasonably cooperate in a review and validation by stickK, relating to any aspect of the Program.





3.5.        The sale, trading, transfer, assignment, combining, or barter of any Rewards Points is prohibited.  Rewards Points credited to a particular Account cannot be transferred to any other Account, combined or pooled with any Rewards Points credited to any other Member, shared with any other Member, or used for any purpose other than use in connection with the Member’s Account where the Rewards Points were credited unless by express written permission of stickK. Rewards Points have no cash value, and cannot be purchased or redeemed for cash or credit. Rewards Points do not constitute property, do not entitle a Member to a vested right or interest and are not transferable to any other Member or person at any time, including upon Member's death or by operation of law. Rewards Points can only be used in a manner consistent with, and as stated in, these Program Rules. stickK reserves the right in its sole discretion to modify at any time the number of Rewards Points required to redeem any Reward in the Rewards Store.




4. Reward Point Redemption & Reward Receipt. 



4.1.        Redemption.  To redeem Rewards Points for Rewards, Members must access the Rewards Store, available on the Affiliate Portal. To select a Reward, Members may select from the available item(s) in the Rewards Store and electronically place the selected Reward(s) in the online shopping cart and click on "submit" to redeem Rewards Points for the selected Rewards. An order page will then appear on the screen and Members must provide requested shipping information. Once a Member redeems Rewards Points, stickK will deduct the appropriate number of Rewards Points from the Member's Account. The supplies of any of the Rewards may be limited, and the offer of any of the Reward items is good only while supplies last. stickK reserves the right to discontinue the offer of any of the Reward items, and/or substitute any item with another comparable item and/or add Rewards at any time. Items offered and appearing on the Rewards Store are illustrations; actual items may vary from such illustrations. If a Member attempts to redeem Rewards Points for a Reward item but does not have a sufficient number of Rewards Points, an error message will appear on the screen explaining that the Member does not have enough points to order that particular item. Only Rewards Points may be redeemed for Rewards. Upon completion of the electronic redemption transaction process, a transaction number will be provided and confirmation e-mail will be sent to the Member. Once Rewards Points have been redeemed and/or Rewards ordered, the order cannot be changed, altered, modified, retracted or cancelled except by stickK, due to award unavailability or as otherwise set forth in these Program Rules for reasons including, but not limited to, Member’s failure to comply with these Program Rules, and the Reward cannot be returned, transferred or redeemed for cash or credit, nor can a refund for a Reward be obtained (except that in the case of a defective Reward, stick may at its option replace the Reward or restore the Reward Points used to redeem the Reward).





4.2.        Shipping.  Rewards may take up to six (6) weeks for shipment and will only be shipped to addresses located within the 50 United States and the District of Columbia.  Rewards cannot be shipped to Post Office boxes. Rewards will only be delivered to the address provided by the Member. For orders containing multiple items, the different items may be shipped separately or together at stickK's option. stickK will pay for reasonable and customary shipping and handling for redeemed Rewards. Any Reward that is returned to stickK as "undeliverable" to the "ship-to" address provided by the Member will not be reshipped; the corresponding Reward Point value of the subject item will be credited to the Member's Account. The Member will be notified of such action by email.




5. Defects.  Defective Rewards may only be exchanged for an identical product, subject to availability. Directions for returning defective Rewards will be included in the original shipping container. If the product is no longer available, stick will credit the Member's account with the number of Reward Points used to obtain the Reward.


6. Special Rules.  Members redeeming Rewards Points may be required to complete, sign and return an Affidavit of Eligibility and Liability Release and where lawful, a Publicity Release within fourteen (14) days of date on notification. If documents are not returned timely, or if notification is returned as non-deliverable, or if Member is found to be ineligible or otherwise not in compliance with these Reward Program Rules, a Reward redemption may be forfeited and the corresponding Reward Point value of the subject item will be credited to the Member's Account.


7. Taxes.  The redemption of Rewards Points for rewards may have tax consequences in certain instances. stickK encourages Members to speak with their tax advisors prior to redeeming any Rewards Points to prevent any undesired results. Should there be any tax liability for the accumulation of Rewards Points or the receipt of a Reward, or expenses for the use and enjoyment of any Rewards, or for any other reason, such taxes and/or expenses are the sole responsibility of the Member.


8. Accounts.  Members who have lost or forgotten their Account login information should contact stickK customer service. All actions or activities, including but not limited to, fraudulent or unauthorized use of a Member’s Account due to the theft or loss or third-party disclosure of their Account login information, that are undertaken using a Member's Account are the Member's sole and exclusive responsibility and liability, and stickK will have no responsibility or liability for such action. Further, stickK will not be responsible or liable for any activity due to a User's failure to sign-out of a stickK session.


9. Term and Termination.



9.1.        Program.  The Program will be offered to Members under these Program Rules beginning on January 4, 2013 and continuing until December 31, 2013 or the earlier of termination of the Affiliate Portal. Rewards Points in a Member's Account may be redeemed (i) until December 31, 2013 or (ii) for 7 days after notice is published on the Affiliate Portal of early Program termination; after which any remaining Rewards Points shall expire. stickK shall not be required to give notice if such termination is due to the filing of a petition in bankruptcy, an adjudication of bankruptcy or insolvency, an assignment for the benefit of creditors, or any other discontinuance of business. You should not rely upon the continued availability of the Program or any Rewards Points accumulated in connection therewith.





9.2.        Individual Accounts.  stickK may terminate any Member's Account, or a Member's membership in the Program and may refuse to award or redeem Rewards Points in its sole discretion at any time for cause, including but not limited to non-compliance with these Program Rules, the Terms of Use, fraudulent or other unlawful activity relating to the Program (including abuse or tampering with the Website in any way), or if a Member's behavior is deemed abusive toward stickK or Partner (or any Program-related agents). Upon termination of an Account for cause, all Rewards Points shall be forfeited immediately.





9.3.        Effect of Termination.  There will be no compensation, whether in the form of cash or credit, or otherwise, for Rewards Points which are un-redeemed and forfeited when a Member is disqualified or terminated or when the Program ends, regardless of the reason.




10. Intellectual Property.  Nothing on the Website or any Member’s use of the services or products related to the Website, shall be construed as conferring any license or other rights under the intellectual property or other proprietary rights of stickK, its subsidiaries or affiliates or any third party, including Partner, whether by estoppel, implication or otherwise. stickK shall exclusively own all rights in and to the Program and the software related to the Program is protected by the laws of copyright, trademark, patent, unfair competition and other proprietary laws. A Member's participation in the Program is limited to the rights expressly authorized by stickK in these Program Rules.


11. Prohibited Conduct.  Any attempted participation in the Program by any means other than as permitted by these Program Rules is void. Any use of robotic, automatic, macro, programmed or like methods to accumulate Rewards Points will void all such Rewards Points accumulated by such methods, and disqualify any Member using such methods.


12. Disclaimers. 



12.1.     stickK, its parents, subsidiaries, and affiliated companies, and each of their respective members, shareholders, officers, directors, employees and agents (the “stickK Entities”) and Partner, its parents, subsidiaries, and affiliated companies, and each of their respective members, shareholders, officers, directors, employees and agents (the “Partner Entities” and together with the stickK Entities, the “Disclaiming Entities”) have not made nor are they in any manner responsible or liable for any warranty, representation, or guarantee, express or implied, in fact or in law, relative to any Reward (whether such Reward is a good or service), including but not limited to its quality, mechanical condition, merchantability or fitness for a particular purpose. Any and all warranties and/or guarantees on a Reward (whether such Reward is a good or service) are subject to the respective manufacturer’s or service provider’s terms, and Members agree to look solely to such manufacturers or service providers for any such warranty and/or guarantee.





12.2.     The Disclaiming Entities not will be responsible for lost, late, incomplete, stolen, misdirected, or illegible materials, email or mail; or for any computer, telephone, cable, network, satellite, electronic or Internet hardware or software malfunctions, failures, connections, or availability, or for garbled or jumbled transmissions, or for service provider/Internet/Web site/use net accessibility or availability, traffic congestion, or unauthorized human intervention, or for inaccurate capture of any information, or the failure to capture any such information. The Disclaiming Entities are not responsible for any incorrect or inaccurate information, whether caused by printing errors, Website Users, tampering, hacking, or by any of the equipment or programming associated with or utilized in the Program, and is not responsible for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to the Website or any communications means. The Disclaiming Entities are not responsible for injury or damage to participants' or to any other person's computer related to or resulting from participating in this Program or downloading materials from or use of the Website.




13. Limitations on Liability.  A Member is solely responsible for the equipment and Internet access required to connect to the Program.



13.1.     THE PROGRAM IS PROVIDED BY STICKK ON AN "AS IS" BASIS. STICKK EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES OF ANY KIND (WHETHER EXPRESSED, IMPLIED, STATUTORY OR OTHERWISE), INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. STICKK SHALL NOT BE LIABLE OR RESPONSIBLE FOR THOSE GUARANTEES OR WARRANTIES MADE OR OFFERED BY ADVERTISERS, PARTNERS, MANUFACTURERS OR SUPPLIERS.





13.2.     UNDER NO CIRCUMSTANCES SHALL STICKK BE HELD RESPONSIBLE OR LIABLE FOR A MEMBER'S USE OF THE INFORMATION AND/OR PRODUCTS PROVIDED AND/OR MADE AVAILABLE THROUGH THE REWARDS PROGRAM OR FOR ERRORS OR ANOMALIES RESULTING IN THE UNININTENDED OR ERRONEOUS AWARD OF REWARD POINTS, REWARDS OR OTHER BENEFITS UNDER THE PROGRAM TO MEMBERS. STICKK OFFERS NO ASSURANCES, GUARANTEES OR WARRANTIES THAT THE PROGRAM WILL BE UNINTERRUPTED OR ERROR-FREE AND DOES NOT GUARANTEE THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE PROGRAM. STICKK ASSUMES NO RESPONSIBILITY FOR ANY COMPUTER-RELATED DAMAGES DUE TO DOWNLOADING MATERIALS, INCLUDING POINT-EARNING OPPORTUNITIES.





13.3.     STICKK WILL NOT BE LIABLE, AND IS NOT RESPONSIBLE, FOR DAMAGES OF ANY KIND RELATED TO A MEMBER'S PARTICIPATION OR INABILITY TO PARTICIPATE IN THE PROGRAM, WHETHER THE DAMAGES ARE DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL, EVEN IF STICKK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.





13.4.     IF STICKK IS FOUND LIABLE FOR ANY LOSS OR DAMAGE WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH THE PROGRAM OR THESE TERMS AND CONDITIONS, THEN ITS LIABILITY WILL IN NO EVENT EXCEED, IN TOTAL, THE SUM OF US $250.00.




14. Indemnification.  You agree to release, defend, indemnify and hold harmless the Disclaiming Entities, from and against, and accept all responsibility of any kind, including but not limited to financial, for any liability, claims, losses, damages or proceedings (including reasonable attorneys' fees) relating to any actions taken by you or anyone else using your Member Account (whether or not such use occurred with or without your permission), including but not limited to accrual and redemption of Rewards Points, disclosure of Member passwords, Rewards and any other matter in connection with your participation in the Program. Each Member acknowledges and agrees that stickK shall not be responsible nor liable for any agreements between a Member and any of the Program's affiliated companies with regard to Member's participation in third-party promotions and/or other activities.


15. Miscellaneous.



15.1.     Modification.  Membership in the Program is offered at the discretion of stickK and stickK may change the terms of the Program, and/or any part of it, at any time at its sole discretion and with notice deemed reasonably acceptable by stickK to affected Members, even though such changes may affect the redemption value of the Rewards Points already accumulated by a Member. stickK may change or discontinue the Program, including its terms, and shall not be liable to a Member or any third party if stickK exercises its right to change or discontinue the Program. Once a Reward has been redeemed, any change in the Program will not affect Rewards whose orders are in process. A Member's continued participation in the Program will constitute a Member's knowledge and agreement to any and all changes to the Program and associated Program Rules. If a Member does not agree with any changes made to the Member Agreement, he/she may terminate his/her participation in the Program at any time by doing so on the Website, at which time all Rewards Points in that Member's Account will be forfeited. stickK reserves the right at its sole discretion to change Reward Point earning opportunities, the number of Rewards Points awarded for qualified activities, redemption opportunities and corresponding Point totals to be earned upon notice to the Members. Any notices relative to the Program shall be in a manner which is deemed appropriate by stickK and may be limited to posting notice of the changes on the Website.





15.2.     Force Majeure.  The failure of stickK to comply with these Program Rules because of an act of God, war, fire, riot, terrorism, earthquake, actions of federal, state or local governmental authorities or for any other reason beyond the reasonable control of stickK, shall not be deemed a breach of these Program Rules. If any such contingency shall last for more than sixty (60) days, stickK shall have the right to terminate the Program by giving notice thereof and stickK shall have no liability to any Member in connection therewith.





15.3.     Disputes.  stickK reserves the right to adjudicate all matters relating to the award, retention and use of Rewards Points and any other dispute between stickK and a Member, relating to the Program, in its sole discretion, and the Members agree to abide by such adjudication absent clear and convincing evidence that stickK has acted in an arbitrary or capricious manner. stickK’s adjudication of particular matters with individual Members shall not bind stickK as to the adjudication of similar future matters. Except as stated above or where prohibited, Members agree that: (1) any and all disputes, claims, and causes of action arising out of or connected with this Program, or any Rewards ordered, or the administration of the Program shall be resolved individually, without resort to any form of class action, and exclusively by arbitration, to take place in the State of Maryland pursuant to the Rules of the American Arbitration Association, then effective, (2) any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with participating in the Program but in no event attorneys' fees; (3) under no circumstances will a Member be permitted to obtain awards for, and Members hereby waive all rights to claim, indirect, punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased; and (4) any award shall be limited to $250 as set forth in Paragraph 13.4.





15.4.     Governing Law.  Except where prohibited, by enrolling and participating, Members agree that all issues and questions concerning the construction, validity, interpretation and enforceability of these Program Rules, or the rights and obligations of Members(s) and stickK in connection with the Program, shall be governed by, and construed in accordance with, the internal laws of the State of Maryland, without regard for the conflicts of law doctrine of any jurisdiction. By enrolling and participating in the Program, Members agree that if they take any legal action arising out of or relating to the Program or these Program Rules, they will file such action only in the state and federal courts located in Maryland.





15.5.     Integration, Waiver.  This Agreement sets forth the entire understanding between the Members and stickK and supersedes any and all prior or contemporaneous agreements or understandings between any Member and stickK, whether oral or written, as to the subject matter of these Program Rules. If any provision of these Program Rules or the application thereof to any Member or circumstances shall to any extent be held to be invalid or unenforceable, the remainder of these Program Rules, or the application of such provisions to persons or circumstances as to which it is not held to be invalid or unenforceable, shall not be affected thereby, and each provision shall be valid and be enforced to the fullest extent permitted by law. No waiver of these terms and conditions will be valid unless the waiver is in writing and signed by an officer of stickK.

 

Date of last revision: September 18, 2012