Tango Terms of Service

These terms are for customers making orders with Tango. If you are a Reward Recipient, click here for the Tango Choice Terms of Service.

These terms govern the ordering of Rewards and use of Tango services by organizations and enterprises offering rewards programs. If you are a recipient of a reward, click here for the terms of service that govern reward redemption.

Updated: October 3, 2022

These Tango Card Terms and Conditions (“Agreement“) are a legal agreement between you, a Tango Card customer, and Tango Card, Inc. (“Tango Card“) that governs your access to and use of the Services (as defined below) in administering your loyalty, reward, promotional, and incentive programs. Please review this Agreement before you decide whether to accept them and continue with the registration process.

By accepting this Agreement, you represent that you are:

  • A business entity duly authorized to do business in the jurisdiction in which you are organized (“you” or “Customer“); and
  • Your employees, officers, representatives, and other agents accessing the Services are capable of entering into a legally binding agreement on behalf of the legal entity and bind you to the terms of this Agreement and all transactions conducted under their respective account credentials.

Tango Card and Customer are each individually a “Party” and collectively the “Parties.”

By agreeing to the terms of this Agreement, you authorize Tango Card to charge the payment instrument you provide when using any of the Services offered under this Agreement.

Tango Card reserves the right to change, modify, add, or remove all or any part of the terms of this Agreement at any time in our sole discretion. If we make changes to this Agreement, we will provide notice of such changes by posting such changes on our website and updating the “Last Updated” date at the top of this Agreement. We encourage you to review this Agreement each time you make an order through Tango Card to ensure you understand the terms and conditions that apply to such order. Your continued use of the Services indicates your acceptance of any changes to the Agreement.

1. Services Descriptions.

1.1 Tango Card Services. Tango Card provides software, including the proprietary Rewards as a Service® API and Rewards Genius® dashboard, tools, and support services to administer loyalty, reward, promotional, and incentives programs (collectively, the “Services“). Pursuant to the terms of this Agreement and as described in the documentation available at www.tangocard.com and www.rewardsgenius.com (the “Guidelines”), Customer may use the Services to purchase and send URLs, codes, or tokens that are associated with a designated monetary value (any such option, a “ Reward“) to individuals designated by Customer (“Recipients“). Customer may purchase Rewards using an API, in bulk, or individually through the dashboard (any such purchase, an “Order“).

1.2 Rewards. A Reward may be associated with one or more codes that are redeemable exclusively at a particular business or affiliated group of businesses (a “Merchant-Branded Code“) or that are redeemable at a number of businesses associated with a particular payment network (an “Open-Loop Code“), or, at Customer’s election, a Reward may include a catalog of options that allows the Recipient to convert the value of the Reward into one or more Merchant-Branded Codes, Open-Loop Codes, donations to a not-for-profit organization (the organization, an “NPO“), funds transfers to a bank account or wallet (a “Disbursement“), or any other option made available to Customer by Tango Card. All NPOs, issuers of Merchant-Branded Codes, Open-Loop Codes, and Disbursements, and providers of any other Reward option made available to Customer or Recipients by Tango Card are, together, the “Suppliers.

1.3 Updates. The Services and Guidelines, including the available Reward redemption options and brands of Merchant-Branded Codes, may change from time to time. Customer will notify Tango Card in advance of material changes to the size of its Orders or its desired catalog of Reward options so that Tango Card can ensure sufficient supply availability, and Customer will assist Tango Card with forecasting data when requested.

1.4 Merchant-Branded Code and Open-Loop Code Terms. Merchant-Branded Codes, Open-Loop Codes, and Disbursements are each subject to their own respective terms and conditions that govern the redemption, use, and any expiration date or fees of each product. All such terms and conditions are between the respective Supplier of the product and Recipient. Tango Card makes no representation or warranty related to, has no obligation under, and disclaims any liability associated with such terms and conditions.

2. General Terms.

2.1 Verification; Approved Uses of the Services. Customer and its use of the Services must be pre-approved by Tango Card (each use, a “Program“). Unless otherwise approved in writing by Tango Card, Customer may only use the Services for a loyalty, reward, promotional, or incentive program and in a manner consistent with Tango Card’s Acceptable Use Policy, available at www.tangocard.com/acceptable-use-policy, and Customer may not sell or resell any Rewards. Customer must provide accurate, complete, and updated information about its Program, entity structure, and legal representatives (“Know Your Business“, or “KYB“), which may include name, address, tax identification number, and valid email address. Customer authorizes Tango Card to validate KYB information through the use of third parties, such as credit reporting services, and to share such information with Tango Card’s Suppliers for verification, Program approvals, and fraud detection. Tango Card may request additional information at any time as a condition for continued use of the Services.

2.2 Prohibited Uses of the Services. Customer may not use the Services to:

a. Redeem Rewards for its own business or personal use;
b. Sell, resell or, once delivered to a Recipient, redirect to another Recipient, any Reward without written permission by Tango Card;
c. Cause harm to the security or reputation of Tango Card, the Services or any Supplier;
d. Copy, modify, create derivative works of, reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source or object code of the Services or any software component of the Services, in whole or in part;
e. Infringe, misappropriate, or otherwise violate any intellectual property right or other right of any person, including Tango Card or its Suppliers; or
f. Knowingly transmit any data that contains software viruses, time bombs, worms, Trojan horses, spyware, disabling devices, malicious code, or other harmful or deleterious computer code, files or programs to or through the Services.

2.3 Payments. Prior to initiating an Order, Customer must prepay to Tango Card an amount equal to or greater than the aggregate purchase price of the Order. Pre-payments are not FDIC insured and will not accrue interest. Customer authorizes Tango Card to first apply a pre-payment to any fees or amounts owed to Tango Card prior to applying the pre-payment to any Order. Unused pre-payments will be refunded to Customer upon request.

2.4 Binding Orders. Subject to the limited exceptions set forth in the Cancellation Policy available at https://help.rewardsgenius.com/s/article/TangoCardCancellationPolicy, Orders are final and non-refundable and Rewards may not be cancelled, terminated, or forwarded to a subsequent Recipient for any reason.

2.5 Risk of Loss. Tango Card will replace in full any Rewards that were not properly sent or were defective due to an error by Tango Card or the Services, provided that Customer must notify Tango Card of the error promptly upon discovery. Tango Card has no liability or obligation in the case of damage to, theft of, misuse of, loss of, or inability to use a Reward that has been delivered to Customer or a Recipient.

2.6 Taxes. Customer is solely responsible for determining whether any aspects of its Program may be taxable to Customer or a Recipient under applicable federal or state laws and whether any tax filings or payments are required under its Program. Tango Card is not responsible for evaluating the taxability of any aspect of a Program and will not make any tax filings associated with any Program, Order, or Reward. Customer agrees that, in the event a tax auditor or government body requires Tango Card to collect taxes for the Services, Customer will pay any such taxes.

2.7 Investigations. Customer authorizes Tango Card and Suppliers to investigate and prevent suspicious activity indicative of a security breach, fraud, or other unauthorized activity related to Customer’s use of the Services or Recipients’ use of Rewards. Customer will cooperate with any such investigation in good faith.

3. Term, Termination.

3.1 Termination by Customer. Customer may terminate this Agreement at any time and for any reason, immediately upon Notice to Tango Card.

3.2 Termination by Tango Card. Tango Card may terminate this Agreement by providing ninety (90) days written notice to Customer.

3.3 Termination by Tango Card. Tango Card may terminate this Agreement as follows:

a. Customer Breach. Tango Card may terminate this Agreement on ten (10) days’ Notice in the event of a breach of the Agreement that remains uncured for thirty (30) days after Customer’s receipt of Notice specifying the nature of the breach.

b. Change in Law. Tango Card may terminate this Agreement on thirty (30) days’ Notice if there is a change in applicable law, licensing requirement, or regulator opinion that in Tango Card’s reasonable discretion causes or is likely to cause a material adverse impact to Tango Card or the Services.

c. Immediate Risk of Harm. Tango Card may terminate this Agreement immediately:

i. In the event of Customer’s declaration of bankruptcy or the institution of an insolvency proceeding with respect to Customer;

ii. Upon reasonable suspicion that Customer’s Program(s), or a material number of Rewards distributed through such Program(s), have been, or are likely to be, used for fraudulent, illegal, or unauthorized activities;

iii. Upon reasonable suspicion or evidence of misuse of Tango Card IP or Supplier Marks under Section 4; or

iv. If required to comply with applicable law, regulation, or any ruling of a court or other body of competent jurisdiction.

3.4 Suspension in Connection with Unauthorized or Illegal Use. Tango Card may suspend access to the Services or any Program or cancel any Reward if Tango Card reasonably believes that such access, Program, or Reward (a) is related to or may cause a security breach, (b) is in violation of this Agreement, (c) is fraudulent, illegal, or unauthorized, or (d) exposes Customer, Tango Card, or Suppliers to security, financial, legal, or reputational risk.

3.5 Effect of Termination. Upon termination of this Agreement, Customer’s access to the Services and all licenses granted by this Agreement will cease. Any fees owed to Tango Card will immediately become due. Tango Card will refund any unused pre-payments once all amounts owed to Tango Card have been calculated and offset against pre-payment funds. Tango Card will continue to provide Recipient support for Rewards that have already been sent. Sections 2, 4, 6, 7, and 8 and any other provision which by its nature is intended to survive termination, will survive any termination or expiration of this Agreement.

4. Intellectual Property; Licensing.

4.1 Intellectual Property Rights. As between Customer and Tango Card, Tango Card and its licensors exclusively own all rights, title, interest in the copyrights (including rights in derivative works), patents, trademarks, service marks, trade secrets, logos, know-how and other intellectual property, in and to the Rewards as a Service API, Services, email templates, Tango Card dashboard, and Guidelines (collectively, “Tango Card IP“). All rights in Tango Card IP not expressly granted to Customer in this Agreement are reserved and all goodwill inures to Tango Card.

4.2 Licensing of Services. Subject to the terms of this Agreement, Tango Card grants Customer a non-exclusive, non-transferable, revocable, non-sublicenseable right to access and use the Tango Card IP during the Term, only in the manner described in this Agreement. No Services or Tango Card IP are works made for hire, as defined in the United States Copyright Act. No Tango Card IP ownership is transferred under this Agreement, and no Tango Card IP is jointly owned pursuant to this Agreement.

4.3 Customer License to Tango Card. Customer grants Tango Card a fully paid-up, non-exclusive, non-transferable, non-sublicensable, revocable right and limited license during the Term to reproduce and display, as approved by Customer, the Customer’s trademarks, trade names, service marks, logos, and related marks exclusively in order to provide the Services (e.g., to send Rewards to Recipients on behalf of Customer).

4.4 Supplier Marks. Customer is prohibited from using any Supplier trademarks, trade names, service marks, logos, and related marks (“Supplier Marks“) or creating advertising that references Tango Card or any Supplier unless such use has been approved in writing in advance by Tango Card and is in accordance with any applicable Supplier and Tango Card guidelines.

5. Representations, Obligations.

5.1 Customer Control and Responsibility. Customer has sole responsibility for security of Customer’s account credentials, and Customer is fully liable for all orders and actions that occur through the use of Customer’s account, even in the event of fraud or breach of Customer’s systems.

5.2 Customer Warranties. Customer represents and warrants that:

a. Customer is duly-organized and in good standing in the jurisdiction in which it is organized;
b. Customer will not issue, and will not instruct Tango Card to issue, Rewards totaling more than $10,000 to a single Recipient in a single day;
c. Customer’s Program and use of the Services is in compliance with applicable laws, regulations, and any use case restrictions set forth by Tango Card, including but not limited to applicable state unclaimed property laws and applicable privacy and data security laws that require notice or consent before sharing Recipient information with Tango Card;
d. Neither Customer, Customer’s beneficial owners, nor any Recipients are (i) identified on any sanctions or export control list maintained by the U.S. government, including but not limited to, the Specially Designated Nationals List, Blocked Persons List, Foreign Sanctions Evaders List maintained by the Department of the Treasury or OFAC, as well as the Denied Party List, Entity List, and Unverified List administered by BIS (collectively the “Sanctioned Lists”); nor (ii) located, organized or ordinarily resident in a country or territory that is subject to sanctions or embargoes of any kind by the United States of America; and
e. All information provided or made available by Customer is at all times accurate and complete and will not violate, misappropriate, or infringe any intellectual property right, including but not limited to trademark rights, copyrights, moral rights and publicity rights, of Tango Card or any third party.

5.3 Tango Card Warranties. Tango Card represents and warrants that:

a. The Services will comply with applicable US laws, rules and regulations;
b. Customer’s exercise of the rights granted by Tango Card under the Agreement do not knowingly infringe, misappropriate, or violate the intellectual property rights of any third party; and
c. The Services will conform in all material respects to the Guidelines.

5.4 No Other Warranties. EXCEPT FOR THE LIMITED WARRANTY SET FORTH IN THIS SECTION 5, AND NOTWITHSTANDING THE “SERVICE LEVEL COMITTMENTS” SET FORTH IN EXHIBIT A, THE SERVICES ARE PROVIDED “AS IS.” TANGO CARD HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TANGO CARD SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. TANGO CARD MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES, OR THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, OR BE ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.UTORY, OR OTHERWISE. TANGO CARD SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. TANGO CARD MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES, OR THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, OR BE ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.

6. Confidentiality.

6.1 Use of Customer Data by Tango Card. Subject to any other provision in this Agreement and Tango Card’s Data Protection Addendum (“DPA“), available at here, Tango Card may use non-public information obtained from Customer or Customer’s use of the Services (“Customer Data“) solely in the following ways: (a) to perform the Services, (b) to identify, prevent, or mitigate illegal, suspicious, or other unauthorized use of the Services or any Reward, (c) to provide reports and transaction data to Customer, and (d) except with respect to personally-identifiable information of Recipients, for analytics and improvement of the Services. Information that has been aggregated and de-identified is no longer Customer Data. Tango Card will protect Customer Data with at least the standard it uses to protect its own confidential information, but in no event less than a reasonable standard of care.

6.2 Sharing of Customer Data by Tango Card. Tango Card may share Customer Data with third parties solely as follows: (a) with subprocessors and service providers relied upon and contracted by Tango Card to provide the Services, (b) with Suppliers, for customer service, Program approval, fraud or unauthorized activity prevention and detection, and Recipient support, (c) with regulators of competent jurisdiction and authority in the course of routine regulatory filings, audits and examinations, and (d) where required by law or government process.

6.3 Customer Use of Tango Card Data. Customer will protect and keep confidential all non-public information it receives about Tango Card and its products and Services (“Tango Card Data“) using at least the same standard it uses for its own confidential information, but in no event less than a reasonable standard of care. Customer may use Tango Card Data solely for its Program and as permitted by this Agreement. Customer may not disclose or distribute any Tango Card Data, including pricing information, to any third party unless required by law, government process, or a regulator of competent jurisdiction.

7. Limitation of Liability; Indemnification.

7.1 Limitation of Liability. (A) NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY OR TO ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, OR SPECIAL DAMAGES, LOST PROFITS, OR LOSS OF DATA OR DATA USE, DUE TO BREACH OF CONTRACT, TORT OR OTHERWISE, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. (B) EXCEPT IN THE CASE OF INDEMNIFICATION OBLIGATIONS UNDER SECTION 7.2 AND IP INFRINGEMENT, TANGO CARD’S LIABILITY FOR DAMAGES WILL NOT EXCEED, IN THE AGGREGATE, THE REVENUE RECEIVED FROM CUSTOMER DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE ASSERTION OF CUSTOMER’S CLAIM.

7.2 Tango Card Indemnification. Tango Card will defend, indemnify and hold harmless Customer from and against losses, damages, liabilities, judgments, costs or expenses, including reasonable attorneys’ fees, directly arising out of or resulting from any third party claim, suit, action or proceeding in connection with Tango Card’s (a) breach of any representation, warranty or obligation of Tango Card set forth in this Agreement or (b) infringement of the intellectual property rights of a third party, to the extent that such claim of infringement does not result from misuse or unauthorized modification of the Services by Customer, and provided further that in the case of a claim for infringement, Tango Card may, at Tango Card’s discretion, either (i) obtain for Customer the right to continued use of the allegedly infringing matter, (ii) modify the Services to avoid infringement so long as such modification does not materially degrade the functionality of the Services or, (iii) if neither of the prior two remedies are commercially feasible, discontinue the Services to the extent of such claimed infringement.

7.3 Customer Indemnification. Customer will defend, indemnify and hold harmless Tango Card from and against losses, damages, liabilities, judgments, costs or expenses, including reasonable attorneys’ fees, arising out of or resulting from any third party claim, suit, action or proceeding or any sanction imposed by a regulatory authority in connection with Customer’s (a) breach of any representation, warranty or obligation of Customer set forth in this Agreement, (b) unauthorized or unapproved use of Supplier Marks, (c) violations of applicable law, (d) infringement of an intellectual property right of a third party, or (e) cancellation of a Reward that was requested by Customer to be cancelled.

8. Miscellaneous.

8.1 No Partnership; Joint Venture. The Parties are independent. Nothing in this Agreement will be construed as creating an agency relationship, partnership, or joint venture.

8.2 Assignment. Customer may not assign this Agreement without the prior written consent of Tango Card.

8.3 Injunctive Relief. The Parties acknowledge and agree that in the event of a breach by a Party of any of its obligations under Section 2.2 (Prohibited Uses of the Services) or Section 6 (Confidentiality), the other Party will be entitled to equitable relief without any requirement to post a bond or other security, in addition to all other remedies available.

8.4 Notices. All notices required by this Agreement will be valid if delivered as follows:

a. To Customer: sent to the electronic address on file with Customer’s account.
b. To Tango Card by certified mail: Attn: Legal Department, 4700 42nd Ave. SW, Suite 430A, Seattle WA 98116, with an electronic copy sent to legal@tangocard.com.

8.5 Governing Law; Venue. All sales are deemed to take place in the State of Washington. This Agreement is governed by and construed in accordance with the laws of the State of Washington without giving effect to any choice of law provision. Any legal suit, action, or proceeding arising out of or related to this Agreement will be adjudicated exclusively in, and each Party submits to the exclusive jurisdiction of the courts in King County, Washington.

8.6 Dispute Resolution. Any claim arising out of, relating to, or concerning any interpretation, construction, performance, or breach of this Agreement will be settled by arbitration to be held in King County, Washington, in accordance with the rules then in effect of the American Arbitration Association. The decision of the arbitrator will be final, conclusive, and binding on the parties to the arbitration. Customer must bring any cause of action against Tango Card within three (3) years from the accrual of such cause of action.

8.7 Class Action Waiver. Neither Customer nor Tango Card will seek to have any dispute heard as a class action, private attorney general action, or in any other proceeding in which either party acts or proposes to act in a representative capacity. Any proceedings to resolve or litigate any dispute between the parties will be conducted solely on an individual basis.

8.8 Waiver. No failure or delay by Tango Card in exercising any right or privilege arising from this Agreement will constitute a waiver.

8.9 Force Majeure. In no event will Tango Card be liable to Customer or be deemed to have breached this Agreement for any failure or delay in performing its obligations under this Agreement if such failure or delay is caused by circumstances beyond Tango Card’s reasonable control, including, but not limited to, earthquake, explosion, terrorism, cyber attack, strikes, epidemic or pandemic, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.

8.10 Entire Agreement. This Agreement, together with any other documents and policies incorporated by reference and all related exhibits and attachments, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement. It supersedes all prior and contemporaneous understandings and documents about this subject matter. In the event of any inconsistency between the statements made in the body of this Agreement and any other incorporated documents, the following order of precedence governs: (a) this Agreement, excluding its attachments, (b) the attachments to this Agreement, (c) the DPA, and (d) the policies, including links and Guidelines, incorporated by reference.

8.11 Headings; Severability. If any provision of this Agreement is held to be invalid or unenforceable, the holding will not affect any other term or provision of this Agreement. The headings in this Agreement are for reference only and do not affect the interpretation of this Agreement.

EXHIBIT A

API Service Level Agreement

1. Uptime. API will be available 99.5% of the time, seven (7) days per week (the “Up-Time Commitment”). The Up-Time Commitment will be measured monthly.

a. Exclusions. Calculation of the Up-Time Commitment will exclude unavailability of API caused by any of the following:

i. Downtime for scheduled maintenance. Any scheduled maintenance with expected downtime greater than five minutes will occur between 11:00 PM and 3:00 AM Pacific Time and will normally take place upon at least 48 hours prior email notice to API licensees or via API system status message; however, Tango Card reserves the right to schedule maintenance with less than 48 hours notice; or
ii. Hardware, communication lines or application problems of Customer.

b. Technical Support: Tango Card will provide API services support on a 24/7/52 basis, with a two hour resolution objective during business hours and a twelve hour resolution objective outside of weekday business hours.

Problem Classification Definition. The following problem classification table definitions are used for classifying performance issues. All time periods in this section are actual, not business hours or business days.

Classification
Criteria
Severity 1 (Critical)
API is non-operative or has major impairment. For example, orders are not fulfilled. No known work around is currently available.
Severity 2 (Degraded)
Significant problems that severely impact or delay order fulfillment.
Severity 3 (Minimal)
Problems that have little or no impact on daily business process.

c. Response. If the API fails to operate in conformance with the standards set forth above, Customer’s sole remedy is that Tango Card will assign engineers to resolve problems at the level of effort indicated by the escalation response expectation table below.

Escalation Response Expectation Table. The following table specifies the level of response that will be given to a problem at each step of the process based upon the assigned severity of the problem. The table specifies the time estimate for dealing with each step.

Severity
Step 1 (Identify)
Step 2 (Temporary Fix)
Step 3 (Fix)
1 (Critical)
35 minutes
3 hours
24 hours
2 (Degraded)
1 business hour, or 2 hours non-business
5 calendar days
Within 15 calendar days
3 (Minimal)
1 business day
As time is available
As appropriate and as determined by Tango Card in its sole discretion

EXHIBIT B

ADDITIONAL TERMS SPECIFIC TO RESELLING AND PLATFORM DISTRIBUTIONS

Only upon prior written approval from Tango Card, a Customer may use the Services for resale, white labeling, or distribution to sub-customers (“End Users”) who will further distribute Rewards to their own Recipients (“Reseller Programs”). Tango Card reserves the right to require KYB and approval of each End User and its respective Program. Tango Card may withhold approval of any End User or Reseller Program in Tango Card’s sole discretion.

The following additional terms apply to all Reseller Programs:

  • The Acceptable Use Policy (available at tangocard.com/acceptable-use-policy), Prohibited Uses of the Services (Section 2.2) and Representations and Warranties (Section 5.2), and all responsibilities and obligations of Customer under the Agreement apply to Customer and to Customer’s End Users. Customer represents and warrants that all End Users are aware of and agree to the aforementioned terms and the requirements of this Attachment B.
  • Customer is financially responsible for all actions taken and liabilities created through its End Users’ access to and use of the Services, including but not limited to unauthorized use or loss of End Users’ account credentials, fraud occurring through or against End Users’ accounts, insufficient payment by End Users, and End Users’ misuse of Tango Card IP and Supplier Marks.
  • Customer expressly authorizes Tango Card to charge any available payment method on file associated with Customer or to offset from Customer’s account balance or prepayments any amounts owed to Tango Card by any End User.
  • Customer will defend, indemnify, and hold harmless Tango Card from and against all losses, damages, liabilities, judgments, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising out of or resulting from End User’s use of the Services.
  • Customer/End User may not change the web address, title, nature or flow of a Program without notifying Tango Card by writing in advance.
  • Customer/End User must display on the platform that Tango Card is fulfilling the Reward.
  • When making Orders with credit cards, Customer/End User must indicate to purchasers that Tango Card, will be named as the merchant on credit card statements.
  • Customer represents and warrants that End Users and their Recipients are not and will not be (i) identified on any Sanctioned Lists; nor (ii) located, organized or ordinarily resident in a country or territory that is subject to sanctions or embargoes of any kind by the United States of America; and
  • End User is prohibited from reselling any Rewards (unless given explicit written permission by Tango Card).

EXHIBIT C

ADDITIONAL TERMS SPECIFIC TO AMAZON CODES

Customer’s use of any Amazon-branded codes in a Program is contingent upon approval of Customer by Amazon and Customer’s agreement to Amazon’s terms of service, available at http://www.amazon.com/help/corpGC-legal. Such terms of service are applicable only to the use of Amazon-branded codes.

EXHIBIT D

ADDITIONAL TERMS SPECIFIC TO OPEN LOOP CODES

Customer’s use of Open-Loop Codes in a Program is contingent upon (a) approval of Customer by Swift Prepaid Solutions, Inc. and (b) Customer’s agreement to the following additional terms, applicable only to Open-Loop Codes, known also in this exhibit as “prepaid cards”:

1. Issuance of Prepaid Cards. Customer acknowledges that (i) the issuing bank (“Issuing Bank” designated by Swift Prepaid Solutions, Inc. dba daVinci Payments (“Provider”) will be the issuer of any prepaid cards issued pursuant to this Agreement; (ii) any prepaid cards issued pursuant to this Agreement, and all associated accounts, copyrights, patent rights, trademarks and trade secret rights are the property of Provider or its licensors, Customer has no rights in the prepaid cards and nothing in this Agreement shall be construed as restricting Tango Card’s right to distribute, market or otherwise distribute prepaid cards; (iii) Tango Card is an authorized marketing and distribution representative of prepaid card products provided by Provider; (iv) Tango Card is not authorized to bind Provider or Issuing Bank; and (v) Provider may, in its sole discretion, decline to issue or provide prepaid cards for Customer, (a) upon a change in law, payment network rule, or opinion from a regulatory body, (b) a change in Customer’s risk profile, or (c) upon reasonable suspicion of misuse, abuse, illegality, fraud, breach of these terms, or reputational harm that would occur from continuing to issue prepaid cards for Customer.

2. Program Materials; Advertising and Promotions. If directed by Tango Card, Customer shall provide the following materials to prepaid card recipients: (a) the terms and conditions governing use of the prepaid cards; and (b) any other Provider or Issuing Bank disclosures or notices. Per agreement between Customer and Tango Card, Tango Card may provide the terms and disclosures referenced above to recipients on Customer’s behalf. In accordance with Appendix III, Sec. 5, Customer shall obtain Tango Card’s prior written approval for all materials used to market or promote the prepaid cards. Customer shall not market or promote the prepaid cards as gifts or for gifting purposes. If so directed by Tango Card, Customer shall not directly or indirectly offer, advertise, or otherwise promote the prepaid cards to the general public. Customer shall notify Tango Card of the intended use for the prepaid cards.

3. Non-Issuance, Cancellation, Suspension or Expiration of Cards. Issuing Bank shall not be obligated to issue a prepaid card, and may suspend or cancel any prepaid card or may cease issuing prepaid cards for Customer, for reasons of compliance with applicable law, payment network rules or safe and sound banking practices. Customer acknowledges that Prepaid Products may include an expiration date.

4. Cardholder Identification. Upon request, Customer shall reasonably cooperate with Provider and/or Tango Card to verify the identity of prepaid card recipients. Provider may request and obtain information directly from an actual or proposed prepaid card recipient to verify the identity of such individual.

5. Cardholder Fees. Customer acknowledges that Issuing Bank may debit prepaid cards for the fees and service charges set forth in the prepaid card terms and conditions. Issuing Bank may increase or add to the fees and services charges applicable to prepaid cards from time to time.

6. Access to Information. In order to comply with laws, network rules and regulatory requirements, Issuing Bank or Provider may request Customer to provide records pertaining to the setup of prepaid card recipients for participation in the program. Customer agrees and understands that failure to provide such requested information may result in the termination of Customer’s ability to purchase the Prepaid Products, provided that Issuing Bank and Provider will use commercially reasonable efforts to minimize the impact of any data production requests on Customer.

7. Publicity. Customer shall not use, reproduce or otherwise incorporate the name, trademarks, trade names, service marks, logos or similar property owned, licensed to or used by Provider or Issuing Bank in any news release, public announcement, advertisement, promotional material, brochure or other communication or writing without first obtaining Provider’s written consent, other than with respect to any communication or document required to be made or disclosed by federal, state or local law or regulation, including, but not limited to, federal securities laws. In addition, Customer shall refrain from taking any action that may tarnish the reputation of, or cause people to hold in poor regard, Provider, Issuing Bank, the program or prepaid card products.

8. Provider as Third Party Beneficiary. The parties acknowledge and intend that, as the provider of any prepaid cards issued pursuant to this Agreement, Provider shall be deemed to be a third-party beneficiary with rights of enforcement under this Agreement. For the avoidance of doubt, Customer is not a third-party beneficiary under any agreement between Provider and Tango Card.

9. Limitation of Liability and Indemnification. Provider shall have no liability to Customer resulting from or related to the issuance or distribution of prepaid cards for Customer.