Terms and Conditions | Open Rewards

Open Rewards - Terms of Use

Effective Date: September 9th, 2025

PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING OR PARTICIPATING IN OPEN REWARDS, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL TERMS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR PARTICIPATE IN THE OPEN REWARDS PROGRAM.

THESE TERMS OF USE INCLUDE AN ARBITRATION AGREEMENT, MANDATORY BINDING ARBITRATION, WAIVER OF CLASS ACTION RIGHTS, AND WAIVER OF JURY TRIAL. BY AGREEING TO THESE TERMS, YOU AGREE TO THOSE PROVISIONS.

1. ADDITIONAL TERMS

These Terms of Use apply to your access to, and participation in, the Open Rewards program ("Open Rewards" or the “Services”). These Terms of Use do not alter in any way the terms or conditions of any other agreement you may have with Open Rewards for other products or services.

2. CHANGES TO TERMS

Open Rewards reserves the right to change or modify these Terms of Use or any policy, FAQ, offer, promotion, benefit or guideline pertaining to Open Rewards, in whole or in part, at any time and in its sole discretion. Any changes or modifications will be effective immediately and may be posted to https://www.openrewards.com, so please check back from time to time. You waive any right you may have to receive specific notice of such changes or modifications, and your continued access to or participation in Open Rewards following any such changes or modifications confirms your acceptance. If you do not agree to these Terms of Use, you must stop accessing and participating in Open Rewards.

3. PERSONAL USE

Open Rewards is for your own use only. Open Rewards is not targeted towards, nor intended for use by, anyone under the age of 13. If you are between the ages of 13 and 18, you may access and participate in Open Rewards only under the supervision of a parent or legal guardian who agrees to be bound by these Terms of Use.

Our Privacy Policy is incorporated into these Terms of Use and also governs your participation in Open Rewards. Please read the Privacy Policy carefully to understand how Open Rewards collects, uses and discloses information about users, how to update or change your personal information, and how we communicate with you.

4. JOINING OPEN REWARDS

Open Rewards is a promotional program designed to encourage local commerce. To open your Open Rewards account, download the Open Rewards mobile app (“App”) and follow the prompts to create an account. You will be required to provide the following information:
Name, email address and/or phone number, and password.

Each person may only register one (1) account with Open Rewards. If you have been previously suspended, removed, or otherwise deactivated from Open Rewards, you may not create or register another account.

5. WALLETS

The rewards you earn through Open Rewards (“Rewards”) are organized into various “Wallets” based on the activities you take to earn the Rewards, as described below. Rewards may be subject to different terms, including limitations on redemption and expiration based on the Wallet to which they are assigned, and these program parameters will be communicated to you through the App.

5.1. Community Wallet. Rewards associated with each of our promotional partners (each, a “Community”) are assigned to their own Community Wallet in the App. Communities may be your local city, county, chamber, business association, etc. The Rewards you earn from activities you undertake in connection with each Community are added to the corresponding Community Wallet. Your ability to earn points in connection with a given Community may also start and pause, and the terms on which Rewards in a given Community Wallet can be redeemed or expire may change from time to time.

5.2. Anywhere Wallet. When you join Open Rewards, you are also automatically provided with an Anywhere Wallet. This Wallet is where you can earn Rewards from independent businesses not associated with a Community.

Our processing platform serves as the final record of your Rewards activity. This includes the number of Rewards you have accumulated, have available for redemption, and that you have redeemed.

6. EARNING REWARDS

You can earn Rewards in the following ways:

6.1. Shopping at a listed business in the App. Businesses that are eligible for Open Rewards are listed in the App, along with information about available Rewards. You can earn Rewards by shopping at the listed business and either connecting your credit/debit card with the App through Plaid or submitting a receipt through a Claim request. Not all businesses listed in the App have an active Rewards offering at all times. Purchases of foreign currency, money orders, traveler's checks, gift cards (both purchasing and reloading), and similar cash-equivalent transactions are not eligible for points awards. We may revoke earned Rewards for purchases that are returned or refunded.

6.2. Earning a sign-up bonus. From time to time, sign-up bonuses may be offered. If a sign-up bonus is offered, you may receive the sign-up bonus Rewards in the corresponding Community's Wallet when you select the Community during your sign-up process or when you earn Rewards for the first time in that Community. Sign-up bonus Rewards are limited to once per user and per device and are subject to the terms, limits, time duration, and availability of funds, applicable to Rewards relevant Community Wallet.

6.3. Referring a friend. From time to time, referral bonuses may be offered. If a referral bonus is offered, you will receive the referral bonus Rewards in the corresponding Community Wallet when your referred user completes their sign-up using your referral code and perform the needed actions in the App (if any), or when you sign up using your friend's referral code and perform the needed actions in the App (if any). Referral bonus Rewards are subject to the Community's terms, limits, time duration, and availability of funds applicable to the relevant Community Wallet.

6.4. Other Promotions. From time-to-time, we may introduce promotions to allow you to receive Rewards in additional ways. All other promotions will be subject to any additional terms and conditions specified in the terms of the promotional offer and these Terms of Use, unless explicitly stated otherwise.

There may be a delay between when you take an action eligible for earning Rewards and when Rewards are reflected in your Wallet and eligible for redemption. All Rewards balances in a given Wallet are subject to the same limits, redemption, and expiration rules of that Wallet, regardless of how the Rewards were earned.

7. Rewards Value

Rewards are non-transferable and cannot be redeemed by anyone other than you. Rewards have no cash value and are not your property, until they are actually redeemed. Rewards may not be transferred or assigned to any other party (including a transfer upon death or as part of a domestic relations matter), and any attempt to do so shall be void and of no legal effect. The sale, assignment or barter of any Rewards, other than by us, is expressly prohibited.

8. REDEEMING REWARDS

Depending on the program parameters of a Community Wallet, you may redeem your Rewards in either of two ways:

8.1. Redeem Rewards towards another purchase. You may redeem Rewards in a given Community Wallet by making a purchase at any listed business associated with the same Community and eligible for redemption, and submitting a redemption request in the App. Once processed, we will transfer funds to your selected payout method. If the amount of Rewards you redeemed is less than the total amount of your purchase, you may also earn additional Rewards on the difference, subject to applicable Rewards earning guidelines and limits. We reserve the right to evaluate all redemption requests for compliance with the terms of this Agreement and terms associated with the relevant Community Wallet.

8.2. Direct Payout. If a Community Wallet permits redemption via Direct Payout enabled, you may submit a redemption request in the App to cash out the Rewards you have earned via a supported payment method, subject to any limitations of the program parameters for the Community Waller.

Once you request to redeem your Rewards, you cannot cancel or otherwise revoke the request. We are not responsible for payouts sent to wrong destinations entered by you. We reserve the rights to modify the supported payout methods at any time and will notify you if your selected payout method is no longer supported. We reserve the right to reject any redemption request if we cannot verify your identity or account information. Rewards may be deducted from your Wallet prior to your receipt of a Rewards payout.

9. INSTANT PAY

Instant Pay is an optional feature that businesses may choose to offer as a means of allowing you to redeem Rewards. If a business offers this feature, you may use your Rewards balance to immediately pay for some or all of a purchase at that business as an alternate means of redemption.

To use Instant Pay, you must scan the business's Open Rewards QR code and enter the amount you want to pay. To prevent fraud, you may be required to provide additional verifications.

If the business is associated with multiple Communities and you have available Rewards balances in multiple Wallets associated with such Rewards, the payment will be split across the available balances in your associated Community wallet.

10. EXPIRATION

Your Rewards balance may be subject to expiration, depending on the program parameters of each Community Wallet. If an expiration applies to your balance, you will see your expiration schedule in the App. Rewards expire at the end of the noted calendar month; for example, if your App shows that you have Rewards expire in May, that means they will expire at the end of May 31st. The Rewards set to expire first within a Wallet will be used first for redemptions.

11. LINKED ACCOUNT

By making an account and connecting your credit or debit card with the App through Plaid, you authorize us to obtain information about you and your credit or debit card account that may be necessary to provide the Services. We may obtain such information directly, or indirectly through our third-party service providers, and such information may be obtained from your bank and other third-party websites and databases. You agree that our third-party service providers and the operators and owners of the third-party websites and databases also will be entitled to rely on this authorization. We do not review the accuracy of the information we obtain.

You agree that (i) when Open Rewards is accessing and retrieving information about you or your credit or debit card from third-party sites, Open Rewards is acting as your agent, and not as the agent of, or on behalf of, the third party, and (ii) the Services are not sponsored or endorsed by any third parties.

12. OTHER CONDITIONS.

You acknowledge that Open Rewards is a promotional program as to which no consideration has been paid to you. Unless and until you redeem Rewards in accordance with these Program Terms of Use, no right, title, or interest in the Rewards has been conveyed. You consent and authorize us, our affiliates, or any non-affiliated third parties with whom we contract to manage Open Rewards to share information about you and Open Rewards, as necessary, to effect, administer, enforce, service, or fulfill the terms of Open Rewards. The Program is void where prohibited by federal, state, or local law. You are responsible for any tax liability, including disclosure requirements, related to your participation in Open Rewards. When laws require us to do so, we will report redeemed Rewards through Open Rewards as income to the Internal Revenue Service, as well as state and local tax authorities. Please consult your tax advisor if you have any questions about your personal tax situation.

13. NOTIFICATIONS

We may send you push notifications, SMS and email messages related to your use of the Services from time to time, such as account verification, claim and redeem confirmation and updates, Rewards expiration notices, and announcements from or your Communities.
You can cancel the SMS service at any time. Just text "STOP" to the short code. After you send the SMS message "STOP" to us, we will send you an SMS message to confirm that you have been unsubscribed. After this, you will no longer receive SMS messages from us.

If you are experiencing issues with the messaging program you can get help by contacting Customer Support through the App.
Carriers are not liable for delayed or undelivered messages.

As always, message and data rates may apply for any messages sent to you from us and to us from you. Message frequency varies. If you have any questions about your text plan or data plan, it is best to contact your wireless provider.

If you have any questions regarding privacy, please refer to our privacy policy.

14. INTELLECTUAL PROPERTY

Except as otherwise indicated, the App, and all text, images, marks, logos and other content contained in or communicated using the App, including, without limitation, the Open Rewards name, logo and all designs, text, graphics, pictures, information, data, software, sound files, other files, and the selection and arrangement thereof (collectively, the "Content") are the property of Open Rewards and are protected by United States and international copyright or trademark laws. All rights to the Content are expressly reserved by Open Rewards. Nothing contained in the App may be construed as granting, by implication, estoppel or otherwise, any license or right to use any patent, trademark, copyright or other proprietary right or any third party without the prior written permission of Open Rewards or such other party that may own such patent, trademark, copyright or other proprietary right(s).

15. DISCLAIMER OF WARRANTIES

We take reasonable steps to provide the App in a secure, timely, accurate and complete manner. However, it is possible that information provided through the App may be incorrect or not current. Further, the Internet has inherent risks, and we cannot guarantee that your access to and use of the App will be uninterrupted or error free or that the App, or sites to which they may link, will be free from loss, corruption, attack, interference, hacking or other security intrusion. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our sites for reconstruction of any of your lost data.

YOUR USE OF THE OPEN REWARDS PROGRAM, IS AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. NO WARRANTY OF ANY KIND, IMPLIED, EXPRESSED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND FREEDOM FROM COMPUTER VIRUS, IS GIVEN WITH RESPECT TO THE SERVICES, THE MOBILE APPLICATIONS OR ANY HYPERLINKS TO OTHER INTERNET RESOURCES.

Please note that the ability to exclude warranties varies in different jurisdictions. To the extent that a jurisdiction places limits on our ability to exclude warranties, these exclusions exist to the extent permitted by law. Because of this jurisdictional variance, some of the above exclusions may not apply to you.

16. LIMITATION OF LIABILITY

OPEN REWARDS, ITS PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS AND ASSIGNS (THE "OPEN REWARDS PARTIES") SHALL NOT BE LIABLE FOR ANY LOSS OR INJURY OR ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL DAMAGES, OR ANY LOSS OR DAMAGES WHATSOEVER INCLUDING BUT NOT LIMITED TO: LOSS OF USE, DATA, REVENUE, OR PROFITS, WHETHER IN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS, USE OF, OR YOUR INABILITY TO ACCESS OR USE THE OPEN REWARDS PROGRAM. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY FOR ANY CLAIM THAT YOU MAY HAVE RELATING TO THE SERVICES OR MATERIALS IS YOUR RIGHT TO CEASE USE OF THE SERVICES AND MATERIALS.

17. INDEMNIFICATION

You agree to defend, indemnify and hold harmless Open Rewards, its affiliates, officers, gents, employees, and partners arising from or in any way related to any third party claims relating to from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the App other than as expressly authorized in these Terms of Use, your violation of the rights of a third party, or any negligent acts, omissions or intentional wrongdoing by you. Any such indemnification shall be conditioned on the indemnified party: (a) notifying you in writing of any such claim, demand, action, cost, liability, loss or threat thereof; (b) cooperating with you in the defense or settlement thereof; and (c) allowing you to control such defense or settlement. The indemnified party shall be entitled to participate in such defense at its own cost and expense. The foregoing Disclaimer of Warranties, Limitation of Liability and Indemnification provisions shall apply to the fullest extent permitted by law.

18. DISPUTE RESOLUTION

PLEASE READ THIS SECTION 19 (“Arbitration Provision”) CAREFULLY AS IT AFFECTS YOUR RIGHTS AND INCLUDES, AMONG OTHER THINGS, MANDATORY BINDING ARBITRATION, CLASS ACTION WAIVER, AND WAIVER OF JURY TRIAL.

YOU ACKNOLWEDGE THAT YOU HAVE READ THIS PROVISION CAREFULLY AND UNDERSTAND THAT IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND US. YOU UNDERSTAND THAT YOU HAVE THE RIGHT TO REJECT THIS ARBITRATION PROVISION AS PROVIDED IN SECTION 19.3 BELOW.

18.1. Informal Dispute Resolution. If a Dispute arises, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. You agree that before filing any Dispute in arbitration or, for an excluded matter, in court, you will try to resolve the Dispute informally by contacting us at support@openrewards.com. Similarly, Open Rewards will undertake reasonable efforts to contact you (if we have contact information for you) to resolve any Dispute we may possess informally before taking any formal action. If you have availed yourself of our customer service department without satisfaction, you and Open Rewards agree to participate in an informal dispute resolution process prior to initiating a formal proceeding in arbitration or small-claims court. To initiate this process, the complainant must present to the other party a written Notice of Dispute. The Notice of Dispute must be on an individualized basis and must contain the following: (a) the complainant’s name and contact information (mailing address, phone number, and email address, and other iterations thereof associated with the dispute), (b) a description of the nature of the dispute, (c) the date of any purchase, transaction, or interaction at issue, and relevant documentation or screen captures if available; and (d) the relief sought. If you are the complainant, you must mail your Notice to Open Rewards, Attention: Legal Department, 650 Castro St Ste 120 PMB 96003, Mountain View, CA, 94041. Open Rewards will send any Notice of Dispute to the most recent contact information we have on file for you. For a period of sixty (60) days from receipt of a compliant Notice of Dispute (or such longer period as is agreed upon in writing), you and Open Rewards will attempt to resolve the dispute through good-faith negotiations. During this time, you and Open Rewards must hold at least one telephonic or video dispute resolution conference. This conference must be individualized, such that a separate conference must be held for each complainant. If you or Open Rewards is represented by counsel, that counsel may participate, but you and a corporate representative from Open Rewards must also personally appear at and participate in the conference. Any relevant limitations period and filing fee(s) or other deadlines shall be tolled during the sixty-day informal dispute resolution period (or such longer period as is agreed upon in writing). After this sixty-day period, the relevant limitations periods and filing fee(s) or other deadlines shall no longer be tolled until filing with AAA is effectuated under this Section 19.

Compliance with this pre-arbitration informal dispute resolution process is a prerequisite and condition precedent to initiating small-claims court or arbitration proceedings. Unless prohibited by law or applicable rules, an arbitration administration provider cannot accept or administer an arbitration, nor assess any fees, until these requirements are met.

As used in this Section 19, “Dispute” shall include any past, present, or future Dispute, dispute, or controversy involving you (or persons claiming through or connected with you), on the one hand, and us on the other hand, including our affiliates, employees, directors, representative and agents, relating to or arising out of this Agreement, and/or the activities or relationships that involve, lead to, or result from this Agreement, including (except to the extent expressly provided otherwise below) the validity or enforceability of this Arbitration Provision, any part thereof, or the Agreement.

18.2. Election to Arbitrate; Exceptions. If we are unable to resolve a dispute through the informal dispute resolution process, any remaining controversy, allegation, dispute, or claim between you and Open Rewards, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud and any other intentional tort or negligence), common law, constitutional provision, respondeat superior, agency, or any other legal or equitable theory, whether arising before or after the effective date of these terms, shall be resolved through final and binding arbitration. This includes, but is not limited to, those arising out of or related to this Agreement; the Privacy Policy; Open Rewards's site and services; any advertising, marketing, or other communications with or regarding Open Rewards or its site or services; or any other interaction or transaction between you and Open Rewards, whether heretofore or hereafter arising, unless the claim fits into one of the Exceptions to Agreement to Arbitrate below. It also applies even after you have deleted your Open Rewards account. If you reside in the U.S. (and as applicable to U.S. residents), certain portions of this section are deemed to be a “written agreement to arbitrate” pursuant to the Federal Arbitration Act (“FAA”). You and Open Rewards agree that we intend that this section satisfies the “writing” requirement of the FAA.
This Arbitration Provision means that YOU AND OPEN REWARDS EACH AGREE TO GIVE UP THE RIGHT FOR YOUR CLAIMS TO BE HEARD IN A COURT OF LAW AND BY A JUDGE OR JURY. Arbitrations are not identical to litigation and have different rules than standard court proceedings. For instance, arbitrations may involve lawyers, but they are less formal than lawsuits in courts. If either Open Rewards or you do not like the arbitrator's decision, the courts only have a limited ability to change the outcome of arbitration or make the arbitrator reconsider his or her decision.

The arbitrator will have the authority to award monetary damages on an individual basis and to grant, on an individual basis, any non-monetary remedy or relief available to an individual to the extent available under applicable law and rules, and these Terms of Use. An arbitrator’s award of damages and/or other relief must be consistent with the terms of the limitation of liability section of this Agreement. If we have a dispute about whether this agreement to arbitrate is valid, can be enforced, or applies to our dispute, we agree that the arbitrator will decide that, too. In a Mass Arbitration as defined in Section 19.8, the parties agree that such disputes shall be decided by a Process Arbitrator.

IF WE HAVE A DISPUTE ARISING OUT OF OR RELATING TO THE INTERPRETATION OR APPLICATION OF THIS ARBITRATION PROVISION, INCLUDING WITHOUT LIMITATION WHETHER IT IS VALID, CAN BE ENFORCED, OR APPLIES TO OUR DISPUTE, THE ARBITRATOR WILL DECIDE THAT. In a Mass Arbitration as defined in Section 19.8, the parties agree that such disputes shall be decided by a Process Arbitrator. The parties agree that a court of law shall have the authority to enjoin a court or arbitral filing in violation of this Agreement to Arbitrate.

Notwithstanding the foregoing, both you and Open Rewards retain the right: (1) to bring an individual action in small claims court (a “Small Claims Action”); (2) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, the misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (an “IP Protection Action”); or (3) to bring a claim in a court of competent jurisdiction related to consumer personal information, including without limitation, the provision of false information or a data breach resulting in the unauthorized access, acquisition or compromise of consumer personal information (a “Personal Information Action”). Disputes include matters arising as initial claims, counter‐claims, cross-claims, third-party claims, or otherwise. The scope of this Arbitration Provision is to be given the broadest possible interpretation that is enforceable.

18.3. Opt-Out of Arbitration Provision. You may opt out of this Arbitration Provision for all purposes by sending an arbitration opt out notice to us at support@openrewards.com, within thirty (30) days of the date of your electronic acceptance of this Agreement (such notice, an “Arbitration Opt-Out Notice”). Such Arbitration Opt-Out Notice must clearly state that you are rejecting arbitration; identify the Agreement to which it applies by date; provide your name, and address, and be signed by you. If the opt-out notice is sent on your behalf by a third party, such third party must include evidence of his or her authority to submit the opt-out notice on your behalf. No other methods can be used to opt out of this Arbitration Provision. If you don’t provide Open Rewards with an Arbitration Opt-Out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except with regard to a Small Claims Action, an IP Protection Action, or a Personal Information Action, as expressly set forth above. For the avoidance of doubt, your opt-out will be effective only for Disputes that arise after execution of the revised Agreement.

18.4. No Class or Representative Actions. Except for the mass arbitration procedures set forth in Section 19.9, NO ARBITRATION SHALL PROCEED ON A COMBINED, CONSOLIDATED, MASS, CLASS, REPRESENTATIVE, OR COLLECTIVE BASIS (INCLUDING AS PRIVATE ATTORNEY GENERAL ON BEHALF OF OTHERS), EVEN IF THE DISPUTE OR DISPUTES THAT ARE THE SUBJECT OF THE ARBITRATION HAD PREVIOUSLY BEEN ASSERTED (OR COULD HAVE BEEN ASSERTED) IN A COURT AS CLASS REPRESENTATIVE, OR COLLECTIVE ACTIONS IN A COURT. Unless consented to in writing by all parties to the arbitration, no party to the arbitration may join, consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are parties to a single transaction. Unless consented to in writing by all parties to the arbitration, an award in arbitration shall determine the rights and obligations of the named parties only, and only with respect to the claims in arbitration, and shall not: (a) determine the rights, obligations, or interests of anyone other than a named party, or resolve any Dispute of anyone other than a named party; nor (b) make an award for the benefit of, or against, anyone other than a named party. No Administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this Section 19.4, and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable.

18.5. Judicial Forum for Disputes. In the event that (i) you or we bring a Small Claims Action, IP Protection Action, or Personal Information Action; (ii) you timely provide Open Rewards with an Arbitration Opt-out Notice; or (iii) this Section 19 is found not to apply, the exclusive jurisdiction and venue of any Dispute will be the state and federal courts located in San Francisco, CA and each of the parties hereto waives any objection to jurisdiction and venue in such courts. You and we both further agree to waive our right to a jury trial.

18.6. WAIVER OF RIGHT TO LITIGATE. UNLESS YOU TIMELY PROVIDE Open Rewards WITH AN ARBITRATION OPT-OUT NOTICE, YOU ACKNOWLEDGE THAT YOU HAVE A RIGHT TO LITIGATE DISPUTES THROUGH A COURT BEFORE A JUDGE OR JURY, BUT WILL NOT HAVE THAT RIGHT IF ANY PARTY ELECTS ARBITRATION PURSUANT TO THIS ARBITRATION PROVISION. THE PARTIES HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHTS TO LITIGATE SUCH DISPUTES IN A COURT BEFORE A JUDGE OR JURY UPON ELECTION OF ARBITRATION BY ANY PARTY.

18.7. General Arbitration Procedures. The party initiating arbitration shall do so in the American Arbitration Association (the “AAA”), and the AAA’s rules and procedures (including their Consumer Arbitration Rules, Commercial Arbitration Rules, and Mass Arbitration Supplementary Rules, as applicable) will be used. If something in these Terms is different than or inconsistent with the AAA’s rules and procedures, then we will follow these Terms. You can review the AAA’s rules and procedures at www.adr.org/rules, or you can call the AAA at 1-800-778-7879.
To initiate an arbitration, the complaining party must provide the other party with a written Demand for Arbitration as specified in the applicable AAA rules. The AAA provides applicable forms for Demands for Arbitration (Commercial Arbitration Demand and Consumer Arbitration Demand), and a separate affidavit for waiver of fees for California residents only is available at https://adr.org/sites/default/files/Waiver_of_Fees_CA_Only.pdf. If one party starts or threatens a lawsuit, the other party can demand arbitration. This demand may be given after a lawsuit has been filed and may be given in papers or motions in the lawsuit. It can be made if a party starts a lawsuit on an individual basis and then tries to pursue a class action or public injunctive relief. Once an arbitration demand is made, no lawsuit can be brought and any existing lawsuit must stop. The AAA will appoint the arbitrator in accordance with its rules. However, unless the parties agree otherwise, the arbitrator must be a retired or former judge or a lawyer with at least ten (10) years of experience.

18.8. Mass Arbitration Procedures. The following batching process and the AAA Mass Arbitration Supplementary Rules shall apply when twenty-five (25) or more similar demands are asserted against Open Rewards and where representation of the claimants is consistent or coordinated across the cases (a “Mass Arbitration”).

At the outset of such disputes, you and Open Rewards agree to delegate to a Process Arbitrator all matters listed as within the scope of a Process Arbitrator’s authority under the Mass Arbitration Supplemental Rules, as well as disagreements concerning the validity, enforceability, and applicability of these terms, and any other matters that the parties mutually agree to delegate. To the extent permitted by law and applicable AAA rules, the parties also agree to hold joint case management conferences and joint hearings, and to the filing of joint briefs and other papers, before the Process Arbitrator, provided that each claimant is given the opportunity to raise and/or respond to any individualized issues specific to that claim.

For disputes under this Section that proceed to a Merits Arbitrator, counsel for the claimants and counsel for the respondent shall each select five (5) cases (per side) to proceed on an individual basis as part of a batching process. All remaining disputes that have complied with the foregoing procedures in this Section 19 shall not continue or be deemed filed in arbitration, nor shall any arbitration fees be assessed in connection with those claims, until they are selected to proceed as part of the batching process. You and Open Rewards agree that a single arbitrator shall preside over each batch of cases. After decisions have been rendered in the first ten (10) cases, Open Rewards and all known claimants shall engage in a mediation. If the parties are unable to resolve the remaining cases after the mediation, each side shall select another ten (10) cases (per side) to proceed on an individual basis as part of a second batching process. The parties may agree in writing to modify the number of cases to be included at each stage of the batching process. After decisions have been rendered in this second batch of cases, Open Rewards and all known claimants shall engage in a second mediation. If the parties have not resolved the remaining disputes at the close of the second mediation, any claimant whose demand has not been adjudicated, or Open Rewards, may elect to opt out of the arbitration by providing notice to opposing counsel, and if the claimant or Open Rewards wishes to proceed with the claim they may file an individual, non-class action in court. For those claimants who do not opt out, their claims will proceed in arbitration in continued batches of up to one-hundred (100) demands. To increase the efficiency of administration and resolution of arbitrations, and as permitted by law and the relevant rules and procedures, the AAA shall: (i) designate a single arbitrator for each batch; and (ii) provide for a single filing fee due per side per batch; (iii) allow joint case management conferences and joint hearings, and such other coordinated procedures as the arbitrator deems appropriate, while still providing each claimant with the opportunity to raise and/or respond to any individualized issues.

This batching process shall in no way be interpreted as authorizing class or representative arbitration or litigation of any kind. Open Rewards does not agree or consent to class arbitration, private attorney general arbitration, or arbitration involving joint or consolidated claims under any circumstances, except as set forth in this sub-section. Any limitations periods and filing fee(s) and deadlines shall be tolled for each demand subject to this section from the time that the AAA filing requirements are satisfied with respect to that demand, until the date the arbitration is closed. If any dispute arises between the general AAA consumer or commercial rules and the Mass Arbitration Supplementary Rules, the Mass Arbitration Supplementary Rules shall control. A court shall have authority to enforce this section and, if necessary, to enjoin the mass filing or prosecution of arbitration demands in violation thereof.

18.9. Arbitration Costs. Except as set forth in this sub-section or as otherwise limited by applicable law, each party shall bear the expense of its own costs, attorneys’ fees, experts, and witnesses in a dispute under this Section, and the payment of filing, administrative, and arbitrator fees and costs shall be governed by applicable AAA rules.

If your claim is for $10,000 (US) or less, Open Rewards is open to paying your filing, administration and arbitrator fees associated with the arbitration, upon request to the AAA. You must tell the AAA at the time you begin the arbitration proceeding. Open Rewards will be notified of your request. This offer is not applicable if your claim is one of more than five (5) similar claims asserted against Open Rewards where representation is consistent or coordinated across the cases.

If your claim is for more than US $10,000, and arbitration is too expensive for you to afford when compared to filing a lawsuit in court, Open Rewards will pay for as much of your part of the filing, administration and arbitrator fees as the arbitrator decides is necessary to make the arbitration not too expensive for you. This offer is not applicable if your claim is one of more than five (5) similar claims asserted against Open Rewards where representation is consistent or coordinated across the cases.

Open Rewards will not try to have you pay us back for covering your fees and will not try to make you cover its fees unless the arbitrator decides that your claims are frivolous or were brought for an improper purpose and it is fair to make you do this under the circumstances. If the arbitrator finds that either the claim(s) or the relief sought by a claimant are frivolous or were brought for an improper purpose, as measured by the standards set forth in Federal Rule of Civil Procedures 11, then the respondent may seek fee- and/or cost-shifting.

18.10. Arbitration Location. Unless the arbitrator determinates that an in-person hearing is necessary or you and Open Rewards otherwise agree, the arbitration may be conducted in via videoconference, telephonically or via other remote electronic means. If your Dispute does not exceed $10,000 not inclusive of attorneys’ fees and interest, then the arbitration will be conducted solely on the basis of the documents that you and Open Rewards submit to the arbitrator, unless the arbitrator determines that a videoconference, telephonic or in-person hearing is necessary. However, the arbitrator may, in its discretion, conduct special hearings at any other place for the purpose of receiving evidence that would otherwise be unavailable at the situs of the arbitration, or for the convenience of the parties or witnesses, and that the place for the special hearing selected by the arbitrator shall also be deemed a place where the arbitrator “[is] sitting” for purposes of Section 7 of the FAA. The arbitrator or any of the parties to the arbitration or any party may attend any hearing telephonically or electronically. The telephonic or electronic, adjudicative (as opposed to physical) presence of the arbitrator at a hearing satisfies the “[is] sitting” requirement of Section 7 of the FAA. Subject to such rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

18.11. Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the administrator rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof.

18.12. Confidentiality. The existence and content of the arbitration proceedings, including documents and briefs submitted by the parties, any correspondence with or hearings before the AAA, and correspondence, orders, and awards issued by the arbitrator, will remain strictly confidential and will not be disclosed to any third party without the express written consent from the other party, unless disclosure to the third party is reasonably required in the context of conducting the arbitration proceedings or legal proceedings.

18.13. Survival and Severability of Arbitration Provision. This Arbitration Provision shall survive the termination of this Agreement. With the exception of Section 19.6, if a court decides that any part of this Arbitration Provision is invalid or unenforceable, then the remaining portions of this Arbitration Provision shall nevertheless remain valid and in force. In the event that a court finds that all or any portion of Section 19.4 to be invalid or unenforceable, then the entirety of this Arbitration Provision shall be deemed void and any remaining Dispute must be litigated in court pursuant to Section 19.5.

19. SUSPENSION/TERMINATION

Open Rewards reserves the right to suspend or terminate your use of Open Rewards at any time for any reason in Open Rewards’s sole discretion, including if Open Rewards determines that you have violated these Terms of Use or that the user's Open Rewards account is unauthorized, deceptive, fraudulent or otherwise unlawful. If your Open Rewards account is closed by us for any reason you will forfeit any Rewards.

20. SEVERABILITY AND SURVIVAL

Except as otherwise provided herein, if any provision or part of a provision of these Terms of Use shall be deemed unlawful, void or for any reason unenforceable, then that provision or part of the provision shall be deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions.

21. GOVERNING LAW

These Terms of Use shall be governed by, and any Dispute shall be resolved in accordance with, without regard to conflict of law rules, the laws of the State of Delaware.

22. WAIVER.

Our failure or delay in enforcing any of your obligations, or exercising a right or remedy, does not amount to a waiver of that obligation, right, or remedy. Additionally, if we waive a particular obligation in one circumstance, it does not prevent us from subsequently requiring compliance with the obligation on other occasions.

23. GENERAL PROVISIONS.

These Terms of Use are the entire understanding and agreement between you and the Company. These Terms of Use will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Terms of Use. You may not assign or transfer these Terms of Use or your rights hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms of Use or any of our rights or obligations under these Terms of Use at any time without notice. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.