Partner Terms of Service

These Partner Terms of Service ("Partner Terms") govern your participation as a merchant, district, or sponsor partner in the Preffin platform. By registering as a partner or using the Partner Hub, you agree to these terms.

1. Definitions

• "Preffin" means Preffin, Inc. and its affiliates.
• "Partner" means a merchant, district, or sponsor that has registered to participate in the Preffin platform.
• "Merchant" means a business that offers goods or services to consumers and participates in the Preffin cashback program.
• "District" means a special tax district, community improvement district (CID), business improvement district (BID), or similar organization that funds cashback rewards for a geographic area.
• "Sponsor" means a business, organization, or government entity that funds cashback rewards or promotional campaigns.
• "Platform" means the Preffin mobile application, website, Partner Hub, and related services.
• "Users" means consumers who use the Preffin app to earn cashback rewards.
• "Transaction Data" means information about purchases made by Users at participating Merchants.

2. Partner Registration

2.1 Eligibility

To become a Partner, you must:

• Be a legally registered business or organization
• Have authority to bind your organization to these terms
• Provide accurate and complete registration information
• Maintain all required licenses and permits for your business

2.2 Account

You are responsible for maintaining the security of your Partner Hub account and for all activities conducted through your account. You must designate authorized users and maintain appropriate access controls.

3. Merchant Terms

3.1 Participation

As a Merchant, you agree to:

• Honor all cashback offers displayed to Users for your business
• Process transactions normally without discrimination against Preffin Users
• Provide accurate business information including location, hours, and category
• Maintain quality products and services consistent with your representations

3.2 Transaction Processing

Preffin uses card-linking technology to detect transactions at your location. You authorize Preffin and its service providers to receive transaction data for purchases made by Users using linked payment cards. This data is used solely to verify transactions and calculate cashback rewards.

3.3 Point of Sale Integration (Optional)

For item-level or SKU-level cashback offers (e.g., cashback on specific products or categories), Merchants may opt to integrate their point of sale (POS) system with Preffin. POS integration enables:

• Product-specific cashback offers (e.g., "10% back on local produce")
• Category-based rewards (e.g., "5% back on beverages")
• Promotional campaigns tied to specific items or SKUs
• Enhanced reporting on product-level performance

Supported POS Systems: Preffin supports integration with major POS providers including Square, Toast, Clover, Lightspeed, Shopify POS, and others. Integration is facilitated through secure OAuth connections or API access.

Data Shared: When you enable POS integration, you authorize Preffin to receive itemized transaction data including: item names, SKUs or product identifiers, quantities, item prices, discounts applied, and transaction timestamps. This data is used solely to verify eligibility for item-level cashback offers and is subject to the data use restrictions in Section 6.

Merchant Control: POS integration is entirely optional. Merchants who do not integrate their POS system remain eligible for merchant-level cashback offers (e.g., "3% back at [Merchant Name]"). You may enable or disable POS integration at any time through the Partner Hub.

3.4 Merchant Fees

Cashback rewards may be funded by you, by a District, by a Sponsor, or by Preffin. Your fee structure will be specified in your Merchant Agreement. Fees are typically calculated as a percentage of qualifying transaction amounts or a fixed fee per transaction.

3.5 Payment Terms

If you are responsible for funding cashback rewards, you will be invoiced according to your Merchant Agreement. Payment is due within the timeframe specified (typically Net 30). Late payments may result in suspension of your participation.

4. District Terms

4.1 District Participation

As a District partner, you agree to:

• Define the geographic boundaries of your district
• Specify cashback rates and eligible merchant categories
• Fund cashback rewards according to your District Agreement
• Promote the program to merchants and consumers in your district

4.2 Funding Obligations

Districts are responsible for funding cashback rewards earned by Users at participating merchants within the district. Funding may be provided through:

• Prepaid balance (recommended)
• Monthly invoicing based on actual cashback earned
• Annual budget allocation

4.3 Reporting

Preffin will provide Districts with regular reports on program performance, including transaction volumes, cashback distributed, merchant participation, and user engagement. Reports are available through the Partner Hub.

5. Sponsor Terms

5.1 Sponsor Campaigns

As a Sponsor, you may fund:

• Enhanced cashback rates at specific merchants or categories
• Promotional campaigns and challenges
• District-wide or city-wide cashback programs
• Targeted offers based on user preferences (with appropriate consent)

5.2 Campaign Terms

Each sponsored campaign will be governed by a Campaign Agreement specifying budget, duration, targeting criteria, and success metrics. Preffin will provide campaign performance reports.

5.3 Brand Guidelines

Sponsors may receive brand visibility within the Preffin app subject to Preffin's brand guidelines. All sponsored content must comply with applicable advertising laws and regulations.

6. Data and Privacy

6.1 Transaction Data

Partners receive access to Transaction Data necessary to verify program participation and measure performance. This data is provided in aggregate or anonymized form unless individual-level data is required for transaction verification.

6.2 Data Use Restrictions

Partners agree to:

• Use Transaction Data solely for purposes related to the Preffin program
• Not sell, share, or disclose Transaction Data to third parties
• Implement appropriate security measures to protect data
• Comply with all applicable privacy laws and regulations
• Delete Transaction Data upon termination of the partnership

6.3 User Privacy

Partners may not use Preffin to collect personal information about Users for purposes unrelated to the cashback program. Partners may not contact Users directly using information obtained through Preffin without User consent.

7. Intellectual Property

7.1 Preffin IP

Preffin retains all rights to its trademarks, logos, software, and platform. Partners receive a limited, non-exclusive license to use Preffin branding materials solely for promoting their participation in the program, subject to Preffin's brand guidelines.

7.2 Partner IP

Partners retain ownership of their trademarks and business information. Partners grant Preffin a license to display Partner names, logos, and business information within the Platform to promote the cashback program.

8. Representations and Warranties

Each Partner represents and warrants that:

• It has the authority to enter into these Partner Terms
• Its participation will not violate any law or agreement
• All information provided to Preffin is accurate and complete
• It will comply with all applicable laws and regulations
• It will maintain appropriate insurance coverage

9. Indemnification

Partners agree to indemnify, defend, and hold harmless Preffin and its officers, directors, employees, and agents from any claims, damages, losses, or expenses arising from:

• Partner's breach of these Partner Terms
• Partner's products, services, or business operations
• Partner's violation of any law or third-party rights
• Any dispute between Partner and a User

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, PREFFIN SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM THE PARTNERSHIP. PREFFIN'S TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY PARTNER TO PREFFIN IN THE TWELVE MONTHS PRECEDING THE CLAIM.

11. Term and Termination

11.1 Term

These Partner Terms remain in effect until terminated. Individual Merchant, District, or Sponsor Agreements may specify their own terms.

11.2 Termination for Convenience

Either party may terminate the partnership with thirty (30) days written notice. Partners remain responsible for any outstanding payment obligations.

11.3 Termination for Cause

Preffin may terminate immediately if Partner breaches these terms, engages in fraud, or conducts activities that harm Users or Preffin's reputation.

11.4 Effect of Termination

Upon termination:

• Partner's access to the Partner Hub will be revoked
• Partner must cease using Preffin branding
• Outstanding payment obligations remain due
• Confidentiality and data protection obligations survive

12. Confidentiality

Each party agrees to maintain the confidentiality of the other party's confidential information, including business terms, pricing, and proprietary data. Confidentiality obligations survive termination for three (3) years.

13. Dispute Resolution

Any disputes arising from these Partner Terms shall be resolved through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall take place in St. Louis, Missouri.

14. General Provisions

• Governing Law: These Partner Terms are governed by the laws of the State of Delaware.
• Entire Agreement: These Partner Terms, together with any applicable Merchant, District, or Sponsor Agreement, constitute the entire agreement.
• Amendment: Preffin may amend these terms with thirty (30) days notice. Continued participation constitutes acceptance.
• Assignment: Partners may not assign their rights without Preffin's consent.
• Severability: If any provision is unenforceable, the remaining provisions continue in effect.
• No Agency: Nothing creates an agency, partnership, or joint venture between the parties.

15. Contact

For questions about these Partner Terms, contact:

• Email: partners@preffin.com
• Partner Support: partners.preffin.com/support
• Mail: Preffin, Inc., Attn: Partner Relations, St. Louis, MO