Business Terms of Service

1. Parties and Definitions

"LoyalTrak" means the loyalty, membership, and prepaid pass platform operated by Point5 LLC, an Ohio limited liability company ("Point5," "we," "us," or "our").

"Business" or "you" means the entity or individual who creates a LoyalTrak account to sell or offer Passes to its customers.

"Customer" means a consumer who purchases, claims, or is issued a Pass from a Business through LoyalTrak.

"Pass" means any pass a Business sells or offers through LoyalTrak, including prepaid visit passes and class packs, paid and free memberships, free digital punch cards (loyalty cards) and the rewards earned on them, and free promotional passes. A paid Pass is a prepaid service agreement for specific services offered by the Business. A free Pass is a promotional offer by the Business. In every case, a Pass represents the Business's commitment to provide the services or rewards described — Passes are not gift cards, gift certificates, store credit, stored value instruments, cash equivalents, or negotiable instruments of any kind.

"Customer Data" means personal information about Customers collected through LoyalTrak, including names, email addresses, optional phone numbers, and pass and visit history.

"Services" means the LoyalTrak software platform, including pass creation, your online shop page, check-in and redemption tools, reporting, and associated features.

2. Platform Relationship — LoyalTrak is Not a Party to Your Sales

• LoyalTrak provides software tools that allow you to create, sell, offer, and track Passes. We do not provide the underlying services (classes, sessions, washes, drinks, appointments, etc.) or rewards that Passes represent.
• LoyalTrak is not the merchant of record for any Pass sale. Payments are processed directly between you and your Customers via Stripe Connect. LoyalTrak never holds, controls, or takes custody of funds from Pass sales.
• You are solely and exclusively responsible for honoring all Passes sold, issued, or offered through LoyalTrak, including after any account cancellation, suspension, or termination.
• LoyalTrak has no ability to issue refunds to your Customers. Refunds are solely your responsibility and must be handled through your Stripe account.

3. Account Registration and Eligibility

To create a LoyalTrak account, you must:

• Be at least 18 years of age and the age of majority in your jurisdiction
• Be authorized to enter into binding contracts on behalf of your business
• Provide accurate and complete registration information and keep it up to date
• If you sell paid Passes online, complete Stripe Connect onboarding and maintain a valid, active Stripe account in good standing

You are responsible for maintaining the security of your account credentials and for all activity that occurs under your account, including activity by your staff. Notify us immediately at support@loyaltrak.com if you suspect unauthorized access.

4. Subscription Plans and Fees

4.1 Plan Selection

LoyalTrak offers the following plans. Current pricing is displayed at loyaltrak.com and may be updated with notice as described in Section 15.

• Loyalty Plan — Monthly or annual subscription; free Passes only (digital punch cards, free memberships, and free promotions); up to 3 active pass types; no online sales
• Starter Plan — Monthly or annual subscription; everything in Loyalty plus paid Passes and online sales; up to 3 active pass types
• Pro Plan — Monthly or annual subscription; unlimited pass types, branded shop page, scheduled sale dates, limited-quantity passes, and full reporting
• LoyalPak — One-time payment; paid Passes only; 90-day selling window; redemptions of existing Passes continue after the window closes; up to 3 pass types

4.2 Billing and Renewal

Monthly subscriptions are billed in advance on a recurring monthly basis. Annual subscriptions are billed in advance for a full year. Your subscription will automatically renew at the end of each billing period unless we receive your cancellation email before the renewal date. One-time payments (LoyalPak) are non-recurring.

4.3 Plan Changes and Cancellation Requests

• Upgrades can be made anytime from your Billing page. They take effect immediately, and Stripe charges the prorated difference at the time of the upgrade.
• Downgrades and cancellations must be requested by email to support@loyaltrak.com. They take effect at the end of your current billing period. Before a downgrade takes effect, you must bring your pass types within the limits of the new plan; paid Passes cannot be sold on the Loyalty Plan.

4.4 LoyalTrak Fees, Pass Revenue, and Refunds of Fees

4.5 Failed Payments

If a subscription payment fails, we will notify you by email and Stripe will automatically retry the payment. Your account remains active while payment is being retried. If payment cannot be collected after all retries, your subscription ends and your account is treated as cancelled under Section 11.2. You can restore full access at any time by resubscribing. No data is deleted because of a failed or missed payment.

5. Stripe Connect and Payment Processing

LoyalTrak uses Stripe Connect to facilitate payment processing for paid Passes. By connecting a Stripe account, you agree to the Stripe Connected Account Agreement.

• Stripe, not LoyalTrak, is the payment processor for all Pass sales
• LoyalTrak is not responsible for Stripe outages, payment failures, disputes, or chargebacks
• You are responsible for maintaining your Stripe account in good standing
• Chargebacks and disputes are handled between you and Stripe; LoyalTrak has no authority or obligation to intervene
• LoyalTrak does not store payment card information; all payment data is managed by Stripe
• You are responsible for collecting and remitting any sales or other taxes that apply to your Pass sales

6. Your Representations and Warranties

• You are legally authorized to operate your business and hold, and will maintain, every license, permit, registration, certification, and insurance required for your business and for the services you offer — for example, health, cosmetology, professional, childcare, alcohol, or local business licenses.
• You are legally permitted to sell or offer each Pass in every jurisdiction where you sell or offer it, and each Pass complies with all laws that apply to it, including laws governing prepaid services, gift cards and gift certificates, unclaimed property, consumer protection, advertising, promotions and giveaways, and the sale or promotion of alcohol.
• You will provide the services and rewards exactly as described in each Pass — including the services included, number of visits, reward, perks, price, validity period, and any restrictions — for the full validity period of every Pass, and you will honor every reward a Customer earns.
• Your Pass names, descriptions, and terms are accurate, complete, and not misleading, and clearly disclose the expiration date and any restrictions before a Customer buys or claims a Pass.
• You will not describe, advertise, or sell any Pass as a gift card, gift certificate, store credit, cash equivalent, or stored value.
• You own or have the right to use every name, logo, image, and description you upload to LoyalTrak.
• You will comply with all applicable federal, state, and local laws in operating your business and using LoyalTrak.

You agree to notify us promptly at support@loyaltrak.com if any of these statements stops being true.

7. Your Responsibilities as a Business

7.1 Pass Fulfillment

• Honor every Pass according to the services and terms shown at the time it was sold, issued, or claimed
• Set accurate pass descriptions, validity periods, rewards, and restrictions before publishing
• Do not change the terms of a Pass a Customer already holds in a way that reduces what they receive
• Notify your Customers promptly of any material change in service availability
• If you close your business, sell it, or stop offering the services a Pass covers, follow the Business Closure Obligations in our Acceptable Use Policy

7.2 Refunds to Your Customers

Because all Pass revenue flows directly to your Stripe account, only you can issue refunds. You must establish and clearly communicate a refund policy to your Customers, comply with any refund obligations required by law, and process legitimate refund requests through your Stripe dashboard.

7.3 Compliance

You are responsible for complying with all applicable federal, state, and local laws, including but not limited to: consumer protection laws; tax obligations; data privacy and email marketing laws; and any laws governing prepaid service agreements, prepaid service contracts, gift cards, stored value instruments, promotions, or unclaimed property (escheatment) in the places where you operate. It is your responsibility — not LoyalTrak's — to determine what laws apply to your business and your Passes. Point5 LLC makes no representation that LoyalTrak satisfies the requirements of any particular law applicable to your business, and we are not responsible for your compliance or non-compliance with any such law.

7.4 Prohibited Uses

• Selling or offering Passes for services or rewards you do not intend or are unable to deliver
• Engaging in fraudulent, deceptive, or misleading conduct toward Customers
• Violating any applicable law or regulation
• Interfering with the operation of the platform or other users
• Any use prohibited by our Acceptable Use Policy

8. Nature of Passes — Not Gift Cards or Stored Value

• Every pass type must have a defined validity period (either a number of days from purchase or claim, or a fixed expiration date). Passes without an expiration date cannot be created on the platform. A reward that a Customer has already earned on a punch card does not expire.
• Unused visits on a Pass are forfeited when the Pass expires, unless applicable law requires otherwise. Passes are not redeemable for cash.
• Passes represent a Business's commitment to provide specific services or rewards. They do not represent a stored monetary value or an obligation to pay cash.
• LoyalTrak does not represent that Passes are exempt from any particular state's gift card, stored-value, prepaid services, or unclaimed property laws. Businesses are solely responsible for determining which laws apply to the Passes they sell or offer and should consult qualified legal counsel in their jurisdiction.

9. Customer Data, Email, and Communications

9.1 Ownership and Roles

Customer Data collected through LoyalTrak on your behalf belongs to your business. You are the controller of your Customers' personal information, and Point5 LLC processes it on your behalf to provide the Services. You instruct and authorize Point5 LLC to retain Customer Data as described in Section 11.3. We will not sell Customer Data or share it with third parties for their marketing purposes.

9.2 How Customers Are Told Their Email Will Be Used

When a Customer buys or claims a Pass, LoyalTrak shows this notice: "By continuing, you agree that [your business] may email you about your pass and occasional offers. To stop offers, use the unsubscribe link in any offer email or contact [your business]." You may use Customer email addresses only in ways consistent with that notice, your own privacy practices, and applicable law.

9.3 Your Email Obligations

If you send any commercial or promotional email to Customers, you are the sender and are solely responsible for complying with the CAN-SPAM Act and all other applicable email and privacy laws. At a minimum, you must:

• Use accurate "From," "Reply-To," and routing information that identifies your business, and subject lines that are not misleading
• Clearly identify promotional messages as offers or advertisements where required
• Include your business's valid physical postal address in every promotional email
• Include a clear, working unsubscribe link or method in every promotional email, keep it working for at least 30 days after sending, and honor every unsubscribe request within 10 business days
• Never email a Customer who has unsubscribed, except for messages about a Pass they hold
• Never sell, rent, trade, or share Customer email addresses or other Customer Data with anyone else — except service providers that act only on your behalf and under your instructions, such as your email marketing provider — and never use them for any purpose unrelated to your business
• Only enter a Customer's email address or phone number into LoyalTrak (for example, when issuing a Pass by hand) with that Customer's permission. When you add a Customer by hand, you must tell them that you may email them about their pass and occasional offers — or send them only emails about their pass
• Follow any additional laws that apply to Customers outside the United States

9.4 Text Messages and Calls

LoyalTrak does not currently send text messages and does not collect consent for marketing texts or calls. A Customer providing a phone number through LoyalTrak is not consent to receive marketing texts or calls. You may not send marketing text messages or autodialed or prerecorded calls to Customers unless you have separately obtained the consent required by the Telephone Consumer Protection Act and other applicable laws.

9.5 Emails LoyalTrak Sends

LoyalTrak sends Customers transactional and relationship emails about their Passes on your behalf — such as confirmations, pass links, visit and reward updates, low-balance notices, and expiration reminders. LoyalTrak does not send marketing emails to your Customers.

9.6 Security of Your Account and Exports

You are responsible for keeping Customer Data you download or export secure, for limiting account access to authorized staff, and for handling Customer Data in compliance with applicable privacy and data security laws. Customer requests to access or correct their information should be handled by you as the controller. Customer Data cannot be deleted from LoyalTrak; forward any deletion request you believe the law requires to support@loyaltrak.com, and we will handle it as described in our Privacy Policy.

10. Intellectual Property

LoyalTrak and all associated software, design, trademarks, and content are the property of Point5 LLC. You retain ownership of your business data, pass configurations, and Customer Data. You grant Point5 LLC a limited license to use and retain this data solely to provide, secure, and maintain the Services, to keep Pass records as described in Section 11.3, and to comply with law. This license continues for as long as the data is retained.

11. Account Cancellation and Data Retention

11.1 Cancellation by You

You may cancel your subscription at any time by emailing support@loyaltrak.com. Cancellation takes effect at the end of your current billing period, and you keep full access until then.

11.2 What Happens After Cancellation

When your cancellation takes effect, or your subscription ends for non-payment:

• Your shop page is taken offline, and Customers can no longer buy, claim, or sign up for new Passes
• You can no longer create pass types, issue new Passes, or start new punch cards
• You can still sign in to check in Customers and redeem the Passes they already hold, including earned punch card rewards, and to view and download your reports
• Customers can continue to view their Passes and use their QR codes
• You remain fully responsible for honoring every existing Pass for its full validity period, as described in Section 7.1

You can restore full access at any time by resubscribing.

11.3 Data Retention

11.4 Suspension or Termination by LoyalTrak

Point5 LLC may suspend or terminate your account, or disable new Pass sales, for violations of these Terms or our Acceptable Use Policy, or for conduct harmful to LoyalTrak, other users, or your Customers. We will provide reasonable notice except in cases of serious violations or where notice could cause harm. The effects described in Section 11.2 (other than the right to resubscribe) and Section 11.3 apply after any suspension or termination. We may limit access to a suspended or terminated account where needed to prevent fraud or protect Customers, and we may take additional steps to protect Customers, including notifying Customers who hold unused Passes.

12. Disclaimers of Warranties

THE LOYALTRAK PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. POINT5 LLC DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. POINT5 LLC DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT LOYALTRAK SATISFIES ANY LAW THAT APPLIES TO YOUR BUSINESS OR YOUR PASSES.

13. Limitation of Liability

POINT5 LLC SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, OR LOSS OF DATA. IN PARTICULAR, POINT5 LLC IS NOT LIABLE FOR: ANY FAILURE BY YOU TO HONOR PASSES OR REWARDS; YOUR EMAILS, TEXTS, OR OTHER COMMUNICATIONS TO CUSTOMERS; CUSTOMER DISPUTES OR CHARGEBACKS; REVENUE LOST DUE TO PLATFORM DOWNTIME; OR ACTIONS OF STRIPE OR OTHER THIRD-PARTY PROVIDERS.

14. Indemnification

You agree to indemnify, defend, and hold harmless Point5 LLC and its members, officers, employees, and agents from and against any claims, damages, losses, liabilities, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: your use of LoyalTrak; your Passes, including any failure to honor a Pass or reward; any inaccuracy in your representations and warranties under Section 6; your collection, use, or disclosure of Customer Data, including any email, text message, or call you send; your violation of these Terms or our Acceptable Use Policy; your violation of any applicable law; or any dispute between you and your Customers.

15. Changes to These Terms

Point5 LLC may update these Terms from time to time. We will notify you of material changes, including changes to plan pricing, by email at least 14 days before they take effect. Pricing changes apply starting at your next renewal. Your continued use of LoyalTrak after the effective date constitutes acceptance of the updated Terms.

16. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Ohio. Any dispute shall be subject to the exclusive jurisdiction of the state and federal courts located in Cuyahoga County, Ohio. Before initiating legal proceedings, you agree to contact us at support@loyaltrak.com to attempt informal resolution.

17. General Provisions

Entire Agreement. These Terms, together with our Privacy Policy, Refund Policy, and Acceptable Use Policy, constitute the entire agreement between you and Point5 LLC regarding LoyalTrak.

Survival. Your obligation to honor Passes and rewards (Sections 7.1 and 11.2), your payment, chargeback, and tax obligations (Section 5), your representations and warranties (Section 6), your refund and compliance obligations (Sections 7.2 and 7.3), the nature of Passes (Section 8), your Customer Data and email obligations (Section 9), the data license (Section 10), data retention (Section 11.3), the Business Closure Obligations in our Acceptable Use Policy, and Sections 12, 13, 14, and 16 survive any cancellation, suspension, or termination of your account.

Severability. If any provision is found unenforceable, the remaining provisions continue in full force.

No Waiver. Failure to enforce any provision does not waive our right to enforce it in the future.

Assignment. You may not assign your rights under these Terms without our written consent.

18. Contact Information

Point5 LLC operating as LoyalTrak
Cleveland, Ohio
Email: support@loyaltrak.com
Website: loyaltrak.com