Tango Card Enterprise Terms of Service




TANGO CARD® ENTERPRISE TERMS OF SERVICE

Updated: December, 2016

TANGO CARD provides a collection of tools, services and resources for businesses to create, launch, operate and manage rewards programs (the “Services”).

The following are the terms and conditions for the use of the Services by a TANGO CARD business customer (“you” or “Customer”), along with any operating rules or policies that may be published from time to time by TANGO CARD.

These Enterprise Terms of Service (the “Terms”) expressly incorporate the provisions contained within the following included linked pages:
Account Creation, Funding and Use (applies to all Services)
Blast Rewards (applies only to bulk orders via spreadsheet)
RaaS® API Terms of Service and License (applies only to the RaaS® API)
API Partner Platform Requirements (applies only to API users)
API Service Level

Trademark Use and Merchant Card Terms (applies to all Services)
Cash Equivalent Rewards – Additional Terms (applies if Customer includes Cash Equivalent Rewards)
International (non-U.S.) Rewards – Additional Terms (applies if Customer includes International Rewards)

Where provisions expressly only apply to a certain Service, then they only apply to our Agreement if you use such Service. For example:
– if you only use the RaaS API, the specific provisions in the “Blast Rewards” attachment will not be applicable to you.
– if you only use Blast Rewards Service, the provisions expressly pertaining to the RaaS API Attachments will not be applicable to our Agreement.
– if you do not include International (non-U.S.) rewards in your Program, the “International (non-U.S.) Rewards – Additional Terms” will not be applicable to your Program.

Once you accept these Terms, therefore, you can freely change or expand the Services you use, without need to modify this Agreement.



General Definitions

Fulfillment (or Fulfill). The delivery of a Reward to a Recipient by TANGO CARD, including associated procedures to process an order from Customer to deliver such Reward.

Gift Card. A third-party Merchant digital Gift Card (also “e-Gift Card”) supplied by TANGO CARD.

Merchant. A retailer whose Gift Card is supplied by TANGO CARD to Customer under a Service.

Platform. An integrated online service that enables Customer to order Rewards programmatically.

Program. A Reward Fulfillment and support program contemplated by these Terms.

RaaS® API. Platform Services hosted by TANGO CARD for order placement and fulfillment.

Recipient. The individual that receives the Reward.

Reward. An e-Gift Card, a non-profit donation, or other digital content supplied as a reward or incentive to a Recipient.

Reward Link. A URL that sends a Recipient to a landing page where the Recipient can select from a custom catalog of Rewards.

1. Services.

The Services are provided subject to these Terms and any operating guidelines or policies that TANGO CARD may establish from time to time. TANGO CARD will provide prior email Notice of any material changes. Your continued use of the Services constitutes acceptance of any such changes.

TANGO CARD provides two ordering methods as Services:

Blast Rewards – A secure method to order and send Rewards in bulk using a spreadsheet ordering template. You have the option to send Rewards to Recipients yourself, or have Tango Card send your Rewards to your recipients on your behalf via a customized email template.

Rewards as a Service℠ Application Programming Interface (the “RaaS® API”) – An API hosted by Tango Card to integrate Rewards into your platform and the platforms of your clients and customers.

2. Account Set-up.

After you agree to these Terms, you will be contacted by a Customer Success Manager to set up your Corporate Account and to assist you with the specific Service(s) you want to use. For Customers who require a Statement of Work (an “SOW”) for procurements, TANGO CARD has developed a standard SOW that is designed specifically to function with this Agreement. While TANGO CARD does not require an SOW, your Customer Success Manager will assist you in the preparation of an SOW if you require one.

You must set up an Account in order to use any Services and provide accurate and complete Account information and updates as needed. Customer is responsible for maintaining the security of the information in Customer’s possession regarding the Customer Account, passwords, and files, and for all uses of Customer’s Account and of the Services in Customer’s name. At its sole discretion, TANGO CARD reserves the right to refuse registration of an account.

See “Account Creation Funding and Use” for details.

3. Suspension and Termination.

Customer may terminate its use of Services or this Agreement at any time, for any reason. TANGO CARD will provide Customer no less than six months prior notice in the event TANGO CARD terminates a Services program generally.

Notwithstanding the foregoing, TANGO CARD may suspend or terminate Services to a Customer (1) upon Customer’s breach of these Terms that remains uncured after ten day’s written notice to Customer; (2) in the event of Customer’s bankruptcy or any other insolvency proceeding with respect to Customer, or (3) upon evidence of fraudulent or illegal use of the Services.

Upon termination of any Service, for any reason, TANGO CARD shall return to Customer any unused funds remaining in Customer’s Account, in accordance with the provisions of the “Account Creation, Funding and Use” attachment.

Any provision which, by its nature, is intended to survive termination, shall survive.

4. Ordering and Sending Rewards.

Each Service has distinct procedures and methods for ordering and sending Rewards. Please refer to the specific Service descriptions for the provisions applicable to the Service(s) you want to use.

Merchant Gift Cards and Reward Links are purchased at face value. Certain Rewards (e.g., Paypal®) may have third-party service charges in addition to their face value; these service charges are passed through by TANGO CARD, and Customer is made aware of them prior to order confirmation. TANGO CARD itself charges no fees to provide the Services described in this Agreement.

It is very important that you provide accurate information and check it fully before you submit an order under any Service. Customer is responsible for providing accurate information when ordering a Reward, regardless of the Service used. TANGO CARD is not liable or responsible for error in (i) a Recipient’s name, Recipient email address, Reward type and/or denomination, delivery instructions or any other information provided by Customer; or (ii) fulfilling any Reward due to circumstances caused by the Customer. Errors in fulfilling Rewards caused by or resulting from TANGO CARD’s mistake or negligence shall be the responsibility of TANGO CARD.

No single Recipient shall be sent Rewards of $10,000 or more in a single banking day. No single Reward may be in excess of $2,000.

An order placed by Customer is deemed a final, binding order to TANGO CARD. All sales are deemed to take place in the State of Washington.

Once delivered, Rewards are not returnable. Customer is responsible for understanding applicable expiration rules regarding Gift Cards. Generally, Gift Cards from U.S. Merchants that are dollar-denominated do not expire. Gift Cards for use outside of the U.S. may be subject to different expiration rules. Certain digital content (that are not Gift Cards) may have an expiration date. The delivery of any such Reward by TANGO CARD will expressly make the Recipient aware if an expiration date is applicable.

TANGO CARD maintains an environment in compliance with PCI Data Security Standards.

5. Partner Platform Requirements and Service Level Agreement.

Additional terms and conditions that apply to the RaaS API are stated in Attachment 4 of this Agreement.

6. Intellectual Property.

At Customer’s request, TANGO CARD may use templates to create Customer-branded (or co-branded) emails for the delivery of Rewards (the use of which are subject to the Parties’ mutual approval). Customer solely owns all of its pre-existing intellectual property, including its trademarks, service marks, etc., used in connection with any such emails. TANGO CARD solely owns all of its pre-existing intellectual property, including that used in the creation of such email templates. No intellectual property shall be “jointly owned” as a result of Customer’s use of the Services.

Title to and ownership of each Party’s respective intellectual property rights remains with the respective Party.

All use of any Merchant trademarks and service marks must comply with and is subject to the “Merchant Card Terms and Trademark Use” Section of this agreement.

7. Confidentiality.

If Customer and TANGO CARD mutually executed a separate, written Non-Disclosure Agreement (“NDA”) prior to Customer’s acceptance of these Terms, such prior NDA shall remain in full force and effect and be binding upon both TANGO CARD and Customer.

Otherwise, the following shall apply to each party’s Confidential Information: Confidential Information means any information or material that is of value to a disclosing party and is not generally known to third parties, or that a disclosing party treats as proprietary whether or not owned by that party. Confidential Information shall not include information that: (1) is known by the receiving party at the time of receipt and not subject to any other nondisclosure agreement; (2) is or becomes generally known to the public through no fault of the receiving party; (3) is otherwise lawfully and independently developed by the receiving party without reference to Confidential Information; or (4) is lawfully acquired by the receiving party without any obligation of confidentiality.

The receiving party shall not use or disclose (except as permitted in connection with the use or provision of Services) any Confidential Information. If the receiving party breaches this provision, the disclosing party will be entitled to seek equitable relief. The receiving party agrees to protect Confidential Information with no less diligence than it protects its own confidential or proprietary information. If disclosure of Confidential Information is required under provisions of any law or court order, the receiving party will limit any such disclosure to the minimum necessary to comply with such law or order and will notify the disclosing party sufficiently in advance so the disclosing party will have a reasonable opportunity to object.

TANGO CARD will not use any personally-identifiable Recipient information provided by Customer, except to the extent necessary to perform and provide the Services to Customer, which may include administrative contact with Recipient in connection with customer service and support. TANGO CARD will not share, transfer, sell or market personally-identifiable Recipient or Customer information with or to any third party.

8. Warranties.

Customer represents and warrants that (i) Customer will use the Services only for lawful purposes and only in compliance with these Terms and all applicable laws, and (ii) if TANGO CARD is sending emailed Rewards on Customer’s behalf, Customer has obtained legally-sufficient consent from Recipients for this purpose.

TANGO CARD represents and warrants that: (i) it will comply with the laws, rules and regulations that apply in connection with the provision of its Services; (ii) it shall perform the Services in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and shall devote adequate resources to meet its obligations.

TANGO CARD further warrants that:
– it owns or has license to use all software, templates, and any other items used to deliver the Services or made available to Customer as a result of the Services;
– the Services will perform without material defect or error in principle features and functions; and
– the Services and Customer’s exercise of the rights granted by TANGO CARD under the Agreement do not infringe, misappropriate or violate the intellectual property rights of any third party.

9. Limitation of Liability.

EXCEPT WITH RESPECT TO A PARTY’S CONFIDENTIALITY OR INDEMNIFICATION OBLIGATIONS: (A) NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY OR TO ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, INCIDENTAL, OR SPECIAL DAMAGES, LOST PROFITS, LOSS OF DATA OR DATA USE, OR COSTS OF PROCURING SUBSTITUTE GOODS ARISING OUT OF THIS AGREEMENT, DUE TO BREACH OF CONTRACT, TORT OR OTHERWISE, EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. THIS LIMITATION OF LIABILITY SHALL BE APPLICABLE ONLY TO THE EXTENT PERMITTED BY LAW IN THE EVENT OF GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR IN THE EVENT OF PERSONAL INJURY OR DEATH. (B) SUBJECT TO SUBPART (A) ABOVE, THE LIABILITY OF TANGO CARD FOR DAMAGES SHALL NOT EXCEED, IN THE AGGREGATE, THE REVENUE RECEIVED FROM CUSTOMER DURING THE SIX MONTH PERIOD PRIOR TO THE ASSERTION OF ITS CLAIM, ANY CLAIM FOR DAMAGES IN EXCESS THEREOF BEING HEREBY WAIVED BY CUSTOMER.

10. Indemnity.

TANGO CARD shall defend, indemnify and hold harmless Customer from and against all losses, damages, liabilities, judgments, costs or expenses of whatever kind, including reasonable attorneys’ fees, arising out of or resulting from any third party claim, suit, action or proceeding in connection with TANGO CARD’s breach of any representation, warranty or obligation of TANGO CARD set forth in these Terms or based on a claim that any of the Services provided hereunder infringes any intellectual property right of a third party.

Customer shall 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 any third party claim, suit, action or proceeding in connection with Customer’s breach of any representation, warranty or obligation of Customer set forth set forth in these Terms or based on a claim that any content provided by Customer infringes any intellectual property right of a third party. Customer’s indemnity shall include the actions of any Customer End User’s use of the RaaS API Services, if applicable.

11. Notices.

All notices required or permitted hereunder shall be in writing and shall be given as follows. Either party may change its address or email address for Notice upon written notice to the other party.

If by Customer: by personal delivery or by nationally recognized courier service to TANGO CARD, INC., Attention: Legal Department, 4700 42nd Ave. SW, Suite 430A, Seattle, WA 98116; or by email sent to the email address associated with the Customer’s current Customer Success Manager with a copy sent same day by email to legal@tangocard.com.

If by TANGO CARD: by personal delivery or by nationally recognized courier service to the postal address associated with Customer’s Account; or by email sent to sent to the email address associated with the Customer’s Account.

12. Miscellaneous.

For issues related to the use of (rather than the receipt of) a Merchant Gift Card, the applicable Merchant’s customer service will be responsible.

Neither Party hereto shall be liable for the failure to perform any of its obligations if such failure is caused by a force majeure event.

These Terms, with all incorporated documents referenced herein, constitutes the entire understanding and agreement between the Parties with respect to the Services and supersedes prior agreements between the Parties, provided, however, the Parties may modify these Terms with a written instrument signed by TANGO CARD and Customer.

The Parties are independent parties and nothing herein shall be construed as creating an agency relationship, partnership, and/or joint venture between the Parties.

No rights, licenses or obligations under created hereby may be assigned by Customer to any other entity without the prior written consent of TANGO CARD, such consent not to be unreasonably withheld, conditioned or delayed. TANGO CARD may assign, delegate or transfer its rights hereunder to a wholly-owned subsidiary, commonly-owned affiliate, or a parent company upon notice to and without the need for consent from Customer. In the event of any permitted assignment, this agreement shall be binding upon and inure to the benefit of each of the Parties and their respective legal successors and permitted assigns.

This agreement shall be governed by and construed in accordance with the laws of the State of Washington, United States of America, excluding its conflict of law principles. The exclusive jurisdiction for any action relating to this agreement (whether for breach of contract, tort or otherwise) shall be a federal or state court in King County or Seattle, Washington.

ATTACHMENT 2
ACCOUNT CREATION, FUNDING AND USE


TANGO CARD only processes orders for which payment has been made in advance and in fully settled funds.

When you agree to the Terms of this agreement, your Customer Success Manager will contact you to assist setting up your Corporate Account (“Account”). There is no obligation to fund an Account until you are ready to use it.

The Account allows you to pre-pay for orders using any of TANGO CARD’s Services. Having cleared and settled funds available in an Account will allow us to fulfill your orders promptly.

Payments may be made into an Account by company check, wire transfer of funds, eCheck/ACH or credit card. Wire transfers shall be sent payable to TANGO CARD (your Customer Success Manager will provide you the necessary routing information). Please include a memo stating your account name/identifier, your company name, and the email address associated with your Account.

In all cases, TANGO CARD reserves the right to require a commercially reasonable period after receipt of funds before such funds shall be available for Fulfillment. Generally:

– ACH and wired funds shall be available for use one full business day after receipt by our bank.
– Paper checks must be drawn on a recognized United States bank and pre-printed with your company’s name, street address, and telephone number. There will be a holding period of five full business days after receipt of a check. If we cannot verify the bank or your bank account, we reserve the right to return the check to the address shown on the check. Please send checks to: TANGO CARD Inc., 4700 42nd Ave SW, Suite 430A, Seattle, WA 98116.
– Orders paid by credit card funds will (i) be subject to a processing convenience fee of 3.5%, which will be withdrawn from your Account at the time of order, and (ii) not be processed until such funds are fully cleared and settled into the Account. Payments by credit card are usually cleared within 48 hours. Funds available from credit card payment shall be limited to $5000 per business day.

No interest shall be paid or owed on funds in the Account. Orders that have not been paid for ninety days after order placement will be cancelled.

When you tell us that you desire to terminate your use of TANGO CARD’s services, final settlement and return of any funds remaining in your Account and not needed to pay for ordered Rewards shall take place no later than thirty (30) days after the date of termination via company check, or if requested by Customer, via a wire transfer. Funds that had been paid by credit card will be credited back to the same credit card.

ATTACHMENT 3
BLAST REWARDS™ TERMS OF USE


Blast Rewards enables the ordering and personalized delivery of digital Gift Cards and other digital content via secure bulk ordering. Gift Cards are purchased by you at face value and either (i) sent by us to the Recipients you designate on your behalf, or (ii) sent by us to you for you to distribute.

If you want to use Blast Rewards, once you agree to the Terms, your Customer Success Manager will provide you with a Secure FTP login, including username/password credentials, on a server hosted or recommended by TANGO CARD. You may order Gift Cards in bulk by using TANGO CARD’s spreadsheet ordering template, which will be provided by your Customer Success Manager. Orders shall be pre-paid in accordance with “ACCOUNT CREATION, FUNDING AND USE” and provide all necessary information to enable TANGO CARD to properly fulfill orders.

At your request, we will deliver Rewards to your Recipients at no extra cost using an email template that is customized for you. This email will contain approved Merchant branding (as required) for e-Gift Cards, and, for a Reward Link, reference to a landing page for redemption from a catalog of Rewards. Alternatively, TANGO CARD will return to you a file of activated Gift Card codes for you to distribute. You are solely responsible for theft, loss or damage to these codes after delivery by TANGO CARD to your SFTP login, if this option is selected by you.

If you distribute the Rewards, you are responsible for complying with Attachment 5, “Trademark Usage And Merchant Card Terms.” Under no circumstances may you otherwise use or display the marks of any of the Merchants and organizations that appear on our website in connection with or association with your use of Blast Rewards.

ATTACHMENT 4
REWARDS AS A SERVICE™ APPLICATION PROGRAMMING INTERFACE:
The RaaS® API TERMS OF SERVICE AND LICENSE


The RaaS API

The RaaS® API automates Reward delivery and enables you to integrate Rewards into your platform and, if desired, the platforms of your clients and customers. The incorporated attachments “PARTNER PLATFORM REQUIREMENTS” and “API SERVICE LEVEL” apply exclusively to Service provided by the RaaS API.

1. Additional Definitions

i. Approved Reward Program: A specific Reward program that has been approved by TANGO CARD for Customer’s use with the RaaS API.

ii. End User: A customer/client of Customer that is using API Services through Customer’s Partner Platform.

iii. Partner Platform: The platform that Customer integrates with the RaaS API. The use of the expression “Partner” is meant informally and is not intended to establish a legal partnership between Customer and TANGO CARD.

2. License Grant

i. TANGO CARD hereby grants to Customer and Customer accepts, subject to the terms and conditions of this License, a limited, revocable, non-sublicenseable (except as specifically allowed for End Users), non-exclusive, non-transferable, license to use API Services and in the manner approved by TANGO CARD. API Services may only be used to send Rewards to your own employees and customers, at no charge to the Recipient.

ii. Customer shall not sublicense, disclose or transfer API Services credentials to any third party without the written consent of TANGO CARD. For clarity, Customer may allow End Users to use the RaaS API for an Approved Reward Program, through Customer’s Platform, in accordance with Attachment 4B, “PARTNER PLATFORM REQUIREMENTS”.

3. Proprietary Rights.

Customer acknowledges that it has not and will not acquire any ownership interest in the API Services. TANGO CARD and its licensors reserve all rights pertaining to the API not specifically granted herein.

4. Maintenance and Changes.

i. TANGO CARD will provide support or maintenance for the RaaS API (“Support Services”), as described in Attachment 4B. Support Services will be provided at TANGO CARD’s discretion.

ii. HOSTED SERVICES ARE PROVIDED “AS IS AND WITH ALL FAULTS”. NO WARRANTY, REPRESENTATION, GUARANTEE, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, AS TO THE CONDITION, QUALITY, PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OR USE OF HOSTED SERVICES IS GIVEN OR ASSUMED BY TANGO CARD AND ALL SUCH WARRANTIES, REPRESENTATIONS AND TERMS ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW, AS ARE ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE. TANGO CARD DOES NOT WARRANT THAT DEFECTS IN HOSTED SERVICES WILL BE CORRECTED.

5. Suspension of API Services.

i. TANGO CARD may suspend Customer’s access to the API to (1) prevent use that is not in compliance with Customer’s Approved Reward Program; (2) correct a material error in the API; or (3) comply with a law, regulation or rule or any ruling of a court or other body of competent jurisdiction.

ii. TANGO CARD may suspend Customer’s access to the API in the event TANGO CARD’s proprietary fraud-detection algorithms and controls detect unusual activity on Customer’s account. In such event, TANGO CARD will expeditiously contact Customer’s representative to verify such activity and/or take appropriate measures.

iii. TANGO CARD may suspend Customer’s access to certain Rewards available through the API due to circumstances that are outside of our control (e.g., if a Merchant or Non-Profit Organization were to terminate its agreement with TANGO CARD or were to require us to restrict access to their digital codes).

6. Compliance with Laws.

i. Customer acknowledges and agrees that by accessing or using the RaaS API Services in any country outside the United States, Customer, not TANGO CARD, assumes full responsibility for compliance with all the laws and regulations of such country, including, without limitation, all laws and regulations governing the import, use, distribution, development, or transfer of Recipient personal information and encryption software or technology and all requirements of registration or licensing related to same.

ii. If Customer is located in a member state of the European Union, Customer waives all notices, acknowledgements and confirmations relative to contracting by electronic means which may be required under Articles 10(1), 10(2), 11(1) and 11(2) of EU Directive 2000/31/EC as implemented in Customer’s jurisdiction in respect of Customer’s use of the RaaS API.

ATTACHMENT 4A
API PARTNER PLATFORM REQUIREMENTS


A Customer of the TANGO CARD RaaS® API may establish a “Partner Platform” to enable its customers or clients (“End Users”) to order and deliver rewards via the API. The following requirements are applicable to Partner Platforms of any type. TANGO CARD may supplement these requirements and provide additional guidance from time to time.

API integration may occur various ways. Depending on how integration is designed, Customer may be the only party accessing the API, or an End User may be allowed to directly access and use the API through Customer’s Partner Platform. Accordingly, the following requirements apply to Customer and/or End Users, as applicable. However, (a) Customer is solely responsible for End User’s access to the API, including for fraudulent purchases of Gift Cards through their platform, and (b) significant misuse of the API by an End User may be cause for TANGO CARD to suspend the use of the API by Customer and any of its End Users.

— Customer/End User must receive TANGO CARD’s prior express written approval of any Rewards Program that uses the API, which such approval is at TANGO CARD’s discretion and will specify the Rewards that are available for use in such Program.

— Customer/End User must comply with Attachment 5 “TRADEMARK USAGE AND MERCHANT CARD TERMS.”

— Customer/End user may not use any registered marks, or slogans TANGO CARD designates with a ™ in this Agreement or on its web site (e.g., Rewards As A Service™), without prior approval from TANGO CARD.

— Customer/End User may not change the web address, title, nature or flow of an Approved Reward Program without notifying TANGO CARD by writing in advance.

— Customer/End User are responsible for taking appropriate measures to safeguard Customer platform access credentials from unauthorized use. Customer/End User are solely responsible for ensuring appropriate protection of any accounts associated with Customer Partner Platform.

— Customer Is solely responsible and liable to TANGO CARD for credit card chargebacks or ACH reversals, including those caused by Customer’s End User, if applicable.

— Customer/End User may not use the API in connection with any activity that TANGO CARD deems in its sole discretion is defamatory, libelous, threatening, hateful, discriminatory, or harassing, or includes any pornographic, obscene, gratuitously violent, illegal or otherwise offensive or objectionable content.

— Customer/End User may not re-sell the Gift Cards directly to consumers at a discounted rate.

— Customer/End User may (i) use TANGO CARD to send Reward emails or (ii) use an email template that has been expressly approved by TANGO CARD.

— Customer/End User are solely responsible for providing to Recipients any receipt or confirmation requested by a Recipient to support a deduction taken for a Recipient’s donation to a non-profit organization.

— Customer/End User must display on the platform that TANGO CARD is fulfilling the Reward.

— Customer/End User must display on the platform that “TANGO CARD is the merchant of record” when accepting funds with a credit card.

— Customer/End User are solely responsible to ensure sufficient funds are available to fulfill orders. The API permits Customer/End User to make balance inquiries at any time.

ATTACHMENT 4B
SERVICE LEVEL COMMITMENT RaaS® API


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.

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

— Downtime for pre-scheduled, announced maintenance. Any pre-scheduled maintenance with expected downtime greater than five minutes will occur between 11:00 PM and 3:00 AM Pacific Time and shall normally take place upon at least 48 hours prior email notice to API licensees or via API system status message; however, TANGO reserves the right to pre-schedule maintenance with less than 48 hours notice;

— Force majeure, failures in the Internet, a “denial of service attack” or similar third party actions, or failure of services that are outside TANGO CARD’s control; or

— Hardware, communication lines or application problems of Customer.

3. 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 have 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) This shall include problems that have little or no impact on daily business process.

4. Response. If the API fails to operate in conformance with the standards set forth above, 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
Note: Some Severity 3 problems lack commercial justification on which to expend resources and, therefore, may never be resolved.

In the event of an Up-Time Commitment failure, TANGO CARD will deliver a post mortem report within three (3) business days of the end of the month outlining the situation(s) which led to the issue, and a set of solutions it will implement to prevent reoccurrence.

ATTACHMENT 5
TRADEMARK USAGE AND MERCHANT CARD TERMS


The following terms apply to the use of any Merchant trademark or service mark by a TANGO CARD Customer and to the use or distribution of a Merchant Gift Card.

Customer:

(a) is prohibited from reselling any Merchant Gift Cards (unless written permission is given by Tango Card);

(b) is obligated to make the Merchant Gift Card Terms (which means the terms published by a Merchant to govern the usage and redemption of its gift cards) available to Recipients in a manner and form reasonably directed by TANGO CARD;

(c) is prohibited from using any of the Merchant Marks except in accordance with the Merchant’s guidelines if provided to Customer, and is obligated to promptly conform its use, display and distribution of Merchant Marks and guidelines to any changes Merchants may make from time to time of which Customer has been notified;

(d) is obligated to submit any content that includes Merchant Marks or materials prepared by Customer to TANGO CARD for review prior to using any such materials and is prohibited from including any defamatory, libelous, threatening, hateful, discriminatory, or harassing material, or including any pornographic, obscene, gratuitously violent, illegal or otherwise offensive or objectionable content, or including any such objectionable material or content in any such content;

(e) is obligated to promptly direct to TANGO CARD any inquiries or complaints it receives arising out of any distribution of Merchant Gift Cards to recipients and prohibits Customer and its customer service personnel from making any representations on behalf of or concerning any Merchant;

(f) permits the disclosure by TANGO CARD of Customer’s name and contact information as necessary for TANGO CARD to fulfill its reporting obligations under its Merchant Card supply agreements;

(g) disclaims, to the extent permitted by law, all warranties and any liability by Merchants or Merchant affiliates for any indirect, incidental or consequential damages, arising from the sale, resale and distribution of any Gift Card; and

(h) in the event Customer publishes Merchant Marks in a manner not approved by TANGO CARD or the Merchant, or the Customer itself fails to follow Merchant guidelines concerning the publication of Merchant Card terms, and such failure is not due to TANGO CARD’s action or inaction, Customer is obligated to defend and indemnify any Merchant and its affiliates (and each of their respective employees, directors and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry or other proceeding brought or instituted by a third party (each, a “Claim”) against any Merchant, its affiliates, or any of their respective employees, directors and representatives to the extent such Claim is based on (i) any failure by Customer to provide or disclose the Merchant Gift Card Terms, (ii) Customer’s marketing, promotion and distribution of Gift Cards in violation of the Merchant Gift Card Terms (except to the extent attributable to the Merchant Marks), and (iii) any violations of applicable law by Customer or its employees or agents (excluding violations for which TANGO CARD is responsible under this Agreement).

ATTACHMENT 6
CASH EQUIVALENT REWARDS – ADDITIONAL TERMS


Cash Equivalent Rewards. “Cash Equivalent Rewards” are those products that contain stored value that can be used without restriction to a specific retailer or website, such as: Paypal, Virtual VISA, Virtual MasterCard, and Bitcoin. Other Cash Equivalent Reward products may be available from TANGO CARD from time to time.

Customer Acknowledgement. Customer acknowledges and agrees that the following terms and conditions apply to Cash Equivalent Rewards:

1. The delivery method of Cash Equivalent Rewards may be different than a retail gift card. A third party, under contract to and on behalf of TANGO CARD, may send the actual value to the Recipient.

2. The Recipient may be required to register with such third party in order to use the stored value and to enable the third party supplier to comply with certain financial and banking regulations (e.g., Financial Crime Enforcement Network or “FinCEN”, “Know your Customer” and anti-money laundering or “AML” bank rules, etc.). TANGO CARD has no control over or involvement with these matters.

3. Cash Equivalent Rewards are not able to be canceled and are non-refundable.

4. Cash Equivalent Rewards may expire.

5. Cash Equivalent Rewards may have service fees that TANGO CARD passes through to the purchasing Customer, in addition to the face value of the Reward.

6. When used internationally, there may be a currency conversion fee and/or shipping and handling fees applied to a Cash Equivalent Reward. TANGO CARD does not control or benefit from such fees.

7. In the case of Bitcoin, the value of the Reward may change between the time the Reward is communicated to the Recipient and the time the Recipient claims the Reward.

TANGO CARD will make commercially reasonable effort to advise Customer of the specific restrictions and terms that apply to a given Cash Equivalent Reward prior to Customer’s inclusion of the Cash Equivalent Reward in the Customer’s Program, but TANGO CARD is not and shall not be held liable to Customer or any Recipient for the application of any of the restrictions or conditions mentioned above.

ATTACHMENT 7
INTERNATIONAL (NON-U.S.) REWARDS – ADDITIONAL TERMS


Purpose. This Attachment establishes certain additional terms for Customer’s purchases from TANGO CARD of International Rewards for use within the Customer’s Program and expressly modifies the Enterprise Terms of Service to the extent set forth herein. The availability of International Rewards real time through TANGO CARD’s RAAS API is a special and unique service. TANGO CARD endeavors to provide a broad selection of International Rewards for business customers to meet program goals.

International Rewards. “International Rewards” are those products that contain stored value that can be used at retailers that are based outside of the United States.

Customer Acknowledgement. Customer understands and acknowledges International Rewards are different in experience and availability as compared to Rewards intended for use within the United States. Customer acknowledges and agrees that the following terms and conditions apply to International Rewards:

1. International Rewards may not follow same redemption experience as U.S. gift cards. For example, they may have one-time use restrictions.

2. Customer acknowledges that it will help TANGO CARD with accurate forecasting data to ensure proper purchasing allocation by TANGO CARD.

3. International Rewards cannot be canceled and are non-refundable.

4. International Rewards may expire.

5. If an International Reward becomes unavailable, TANGO CARD will communicate to the Customer expected restock times.

6. International Rewards may have service fees that TANGO CARD passes through to the purchasing Customer, in addition to the face value of the Reward. There may be a currency conversion fee and/or shipping and handling fees applied to an International Reward. TANGO CARD does not control or benefit from such fees.

7. International Rewards may be unavailable from time to time for a variety of reasons (e.g., supplier API performance). Customer acknowledges that ordering and delivery turnaround times may be significantly longer than for U.S.-based Rewards.

TANGO CARD will make commercially reasonable effort to advise Customer of the specific conditions, restrictions and terms that apply to a given International Reward prior to Customer’s inclusion of the International Reward in the Customer’s Program, but TANGO CARD is not and shall not be held liable to Customer or any Recipient for the application of any of the restrictions or conditions mentioned above.

ACCEPT THE AGREEMENT


The button below will take you to Docusign to accept the Tango Card Enterprise Service Agreement. Please have the following information ready in order to complete the form:

— Your name, title, email and phone number
— Company name and full address

Please be prepared to complete the above information when you click because the form will time out after 15 minutes for security purposes.