TERMS OF SERVICE

Effective date: 31 March 2023
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Welcome to Karma Card. Please read on to learn the rules and restrictions that govern your use of the following online services: (i) the Karma Card websites located at getkarmacard.com, and all of our other websites to which these Terms are posted (the“Websites”), (ii) the Karma Card mobile application(s) to which these Terms are posted (the “Application”); and (iii) any services, content, communications, and product features relating to the Website and Application ((i) through (iii) collectively, the “Services”).

These Terms of Service (the “Terms”) are a binding contract between you and Karma Corporation. (“Karma Card,” “we” and “us”). Your use of the Services in any way means that you agree to all of these Terms, and these Terms will remain in effect while you use the Services. These Terms include the provisions in this document as well as those in the Privacy Policy and any other relevant policies.
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These Terms govern your use of the Services, including your use of the Services to access or use the mobile application operated by Karma Card to manage or conduct transactions on the account (the “Karma Card Account”) or the Karma Card Debit Card (“Karma Card”), both of which are powered by Apto Payments, Inc. (the “Partner”) in conjunction with Patriot Bank (“Bank”). The Karma Card Account and Karma Card are governed by the Apto Payments and Patriot Bank any other documents provided to youby or on behalf of Bank (collectively, “Bank Terms”), and by using the Karma Card Services to access the Karma Card Account or Karma Card offered by Partner, you are agreeing to be bound by the Bank Terms.
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Through the Karma Card Services, you may open and access a Karma Card Account and Karma Card. Your Karma Card Account and Karma Card are provided by the Partner and Bank, thus, governed by the Bank Terms, which you can access here.

DISCLAIMER:
We are not a bank and do not provide banking services. To the extent these terms conflict with the Bank Terms on any issues related to the Karma Card Account or Karma Card, the Bank Terms shall govern.
The Karma Card is issued by Patriot Bank N.A., Member FDIC, pursuant to a license from Mastercard U.S.A. Inc. This Card can be used everywhere Mastercard® debit cards are accepted.

Your use of or participation in certain Services may also be subject to additional policies, rules, and/or conditions (“Additional Terms”), which are incorporated herein by reference,and you understand and agree that by using or participating in any such Services, you agree to also comply with these Additional Terms.
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Karma Card Cardholder Agreement and Additional Terms of Service. Your use of the Karma Card will also be governed by the Cardholder Agreement, which includes the Patriot Bank Privacy Policy, and the Apto Payments Privacy Policy. Karma Card is a “Program Partner” of Apto Payments for the purposes of the Cardholder Agreement. The card funding methods available with your Karma Card (the “Funding Sources”) are Transfer from Linked Account, rePower, check load, and ACH funding from Linked Account.

Please read these Terms carefully. They cover important information about Services provided to you and any charges, taxes, and fees we bill you. These Terms include information about future changes to these Terms, automatic renewals, limitations of liability, a class action waiver, and resolution of disputes by arbitration instead of in court. PLEASE NOTE THAT YOUR USE OF AND ACCESS TO OUR SERVICES ARE SUBJECT TO THE FOLLOWING TERMS; IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS THE SERVICES IN ANY MANNER.
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MEDIATION NOTICE AND CLASS ACTION WAIVER: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, MEDIATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS- WIDE ARBITRATION.
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Will these Terms ever change?
‍We are constantly trying to improve our Services, so these Terms may change along with our Services.
We reserve the right to change the Terms at any time. If you disagree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes.

What about my privacy?
‍Karma Card takes the privacy of its members very seriously. For the current Karma Card Privacy Policy, please click here.

What are the basics of using a Karma Card Account?
1. Karma User Account
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When you sign up on Karma Card (getkarmacard.com), your Karma User Account will be created. This account can be used to apply for a Karma Card and activate your Karma Card Account. You can also use your Karma User Account to connect and link your other debit/credit cards and donate cashback (Karmified Cards). Your Karma Card is different from your Karmified Card. These terms govern the usage of your Karma Card and Karma Card Account.
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2. Karma Card Account

When you apply for a Karma Card you will be required to provide us with certain information or data, such as your contact information. You undertake and promise to provide us with accurate, complete, and updated registration information about yourself. You may not transfer your account to anyone else without our prior written permission. You will not share your account with anyone, and you are responsible for any activity associated with your account. Your Karma Card Account will be connected to your Karma Card issued by Patriot Bank.
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3. Eligibility

You must be at least eighteen (18) years old to use the Services. You represent and warrant that (i) you are an individual of at least eighteen (18) years old (and the age of majority in the jurisdiction in which you reside to form a binding contract); (ii) you have not previously been suspended, removed or deactivated from the Services; (iii) you are a legal resident of the United States.A business cannot register for the Karma Card Services.
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4. Identity Verification.

You hereby authorize Karma Card, directly or through third parties, Partner and Bank, to make any inquiries we consider necessary to validate your identity and/or authenticate your identity and account information. This may include asking you for further information and/or documentation about your identity, or requiring you to take steps to confirm ownership of your email address, wireless/cellular telephone number or financial instruments, and verifying your information against third-party databases or through other sources.
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5. Personal and Non-commercial Use Only

You may not create more than one (1) Karma Card account. You will only use the Services for your own personal and non-commercial use, not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. If your use of the Services is prohibited by applicable laws, then you are not authorized to use the Services.We cannot and will not be responsible for your using the Services in a way that breaks the law.
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What about messaging?
a. E-Sign Consent. Karma Corporation and their respective affiliates and third-party service providers may provide you with certain communications, notices, agreements, Transaction Account statements, or disclosures in writing (“Communications”) regarding the Transaction Account and Cards. Your agreement to these E-signature and Electronic Disclosure Consent Terms confirms your ability and consent to receive Communications electronically from Bank, Servicer and their respective affiliates and third-party service providers rather than in paper form, and to the use of electronic signatures in our relationship with you (“Consent”). If you choose not to agree to this Consent or you withdraw your consent, you may be restricted from using theServices.
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b. Electronic Delivery of Communications. Under this Consent, we may provide all Communications electronically by email, or to the mobile phone number you provided as part of your application for the Transaction Account or Card, or by making them accessible via a Servicer-powered website or mobile application. Communications include (a) agreements and policies required to use the Transaction Account and the Card (e.g. this Agreement, the Bank Privacy Policy, and the Servicer Privacy Policy), (b) the Transaction Account balances and transaction history, and Transaction Account statements, (c) required federal and state documents, and (d) any other written Communications between you and us. We may also use electronic signatures and obtain them from you.

c. System Requirements. To access and retain the electronic Communications, you will need the following:
● A mobile device with Internet or mobile connectivity.
● A recent device operating system that supports text messaging, email, downloading, and applications from the Apple App Store or Google Play store.
● The most recent versions of Apple Safari or Google Chrome on iOS or Google Chrome for Android OS.

d. Withdrawal of Consent to Electronic Communications. You may withdraw your Consent to receive electronic Communications at any time, by sending an email to contact@intellabridge.com. However, withdrawal of your consent to receive electronic Communications may result in termination of your access to your Transaction Account and your Card. Any withdrawal of your Consent will be effective after a reasonable period of time for processing your request.

e. Updating your Mobile Phone Number or Email. You can change your mobile phone number or email address by sending a message through help@getkarmacard.com.
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f. Telephone Communications. We, Servicer and Program Partner may record or monitor any telephone conversations with you. If we do record, we do not have to keep the recordings, unless applicable law says that we must. When you give us your mobile number, we have your Consent to contact you at that number about your Card and Transaction Account. Your Consent allows us to use text messaging, artificial or prerecorded voice messages, and automatic dialing technology for informational and service calls, but not for telemarketing or sales calls. This Communication may include contact from companies working on our behalf to service your Transaction Account. Message and data rates may apply. You may change these texting and messaging preferences by sending a message to help@getkarmacard.com.

Are there restrictions in how I can use the Services?
‍You represent, warrant, and agree that you will not contribute any Content or MemberSubmission (each of those terms is defined below) or otherwise use the Services or interact with the Services in a manner that:
(a) infringes or violates the intellectual property rights or any other rights of anyone else (including Karma Card);
(b) violates any law or regulation, including, without limitation, any applicable export control laws, privacy laws or any other purpose not reasonably intended by Karma Card; (
( c) is dangerous, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
(d) jeopardizes the security of your account or anyone else’s (such as allowing someone else to log in to the Services as you);
(e) violates the security of any computer network, or cracks any passwords or security encryption codes;
(f) “crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
(g) copies or stores any significant portion of the Content;
(h) decompiles, reverse engineers, or otherwise attempts to obtain the source code orunderlying ideas or information of or relating to the Services; or
(i) are intended for commercial use.A violation of any of the foregoing is grounds for termination of your right to use or access the Services.

What are my rights in the Services?
‍The materials displayed or performed or available on or through the Services, including, but not limited to, text, graphics, data, articles, photos, images, illustrations and so forth (all of the foregoing, the “Content”) are protected by copyright and/or other intellectual property laws from our current commercial use.

You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Services, and you will not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content or (ii)in a way that violates someone else’s (including Karma Card's) rights.

Use, reproduction, modification, distribution, or storage of any Content for any purpose other than using the Services is expressly prohibited without prior written permission from us. You understand that Karma Card owns the Services. You will not modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, or otherwise exploit any of the Services. The Services may allow you to copy or download certain Content, but please remember that even where these functionalities exist, all the restrictions in this Section still apply.

Who is responsible for what I see and do on the Services?

‍Any information or Content publicly posted or privately transmitted through the Services is the sole responsibility of the person from whom such Content originated, and you access all such information and Content at your own risk, and we aren’t liable for any errors or omissions in that information or Content or for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services. We can’t guarantee the identity of any members with whom you interact in using the Services and are not responsible for which members gain access to the Services.

You are responsible for all Content you contribute, in any manner, to the Services, and you represent and warrant you have all rights necessary to do so in the manner in whichyou contribute it.
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The Services may contain links or connections to third-party websites or services that are not owned or controlled by Karma Card. When you access third-party websites or use third-party services, you accept that there are risks in doing so and that Karma Card is not responsible for such risks.
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Karma Card has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices of or opinions expressed in any third-party websites or by any third party that you interact with through the Services.In addition, Karma Card will not and cannot monitor, verify, censor, or edit the content of any third-party site or service. We encourage you to be aware when you leave theServices and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize. By using the Services, you release and hold us harmless from any and all liability arising from your use of any third-party website or service.
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Your interactions with organizations and/or individuals found on or through the Servicesare solely between you and such organizations and/or individuals. You should make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any of these third parties. You agree that Karma Cardshall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings. If there is a dispute between members of the Services or between members and any third party, you agree that Karma Card is under no obligation to become involved. In the event that you have a dispute with one or more other members, you release Karma Card, its directors, officers, employees, agents, our Partner, the Bank and its directors, officers, employees, agents, and Karma Card‘s, the Partner, and the Bank’s respective partners and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or our Services.
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You shall and hereby do waive any similar law of any jurisdiction which says in substance: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.”

Will Karma Card ever change the Services?
‍We are always trying to improve our Services, so they may change over time. We may suspend or discontinue any part of the Services, or we may introduce new features or impose limits on certain features or restrict access to parts or all of the Services.We reserve the right to remove any Content from the Services at any time, for any reason (including, but not limited to, if someone alleges you contributed that Content in violation of these Terms), in our sole discretion, and without notice.

Do the Services cost anything?
‍There is no charge to obtain the VIRTUAL AND PHYSICAL KARMA CARDS. Additionally, fees may apply, please check the card holder agreement of our Partner.
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If you wish to continue using such Services, you must pay all applicable fees for such Services. Note that if you elect to receive text messages through the Services, data and message rates may apply. Any and all such charges, fees, or costs are your sole responsibility. You should consult with your wireless carrier to determine what rates, charges, fees, or costs may apply to your use of the Services.
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Certain of our Services are subject to payments (the “Paid Services”). Please note that any payment terms presented to you in the process of using or signing up for a PaidService are deemed part of these Terms. Paid Services cannot be terminated before the end of the period for which you have already paid, and except as expressly provided in these terms, Karma Card will not refund any fees that you have already paid.
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We will bill you by charging your Karma Card Account for use of the Paid Services. By choosing to use Paid Services, you agree to pay us all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms, and you authorize us to charge your Karma Card Account. We reserve the right to correct any errors or mistakes made even if a payment has already been requested or received.
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Some of the Paid Services may consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed to by you. By choosing a recurring payment plan, you acknowledge that such Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY CHARGE YOUR KARMA CARD ACCOUNT FOR PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOUHAVE TERMINATED THIS AUTHORIZATION. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION FOR US TO CHANGE YOUR KARMA CARD ACCOUNT, GO TO ACCOUNT SETTINGS (FOUND IN THE APPLICATION).
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Current Information Required. YOU MUST PROVIDE CURRENT, COMPLETE, AND ACCURATE INFORMATION FOR YOUR KARMA CARD ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR KARMA CARD ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS), AND YOU MUST PROMPTLY NOTIFY US IF YOUR KARMA CARD ACCOUNT OR KARMA CARD IS COMPROMISED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY, SUCH AS THE UNAUTHORIZED DISCLOSURE OR USE OF YOUR ACCOUNT. CHANGES TO SUCH INFORMATION CAN BE MADE AT ACCOUNT SETTINGS (FOUND IN THE APPLICATION).
IF YOU FAIL TO PROVIDE ANY OF THE FOREGOING INFORMATION, YOU AGREE THAT WE MAY CONTINUE CHARGING YOU FOR ANY USE OF PAID SERVICES UNDER YOUR KARMA CARD ACCOUNT UNLESS YOU HAVE TERMINATED YOUR PAID SERVICES AS SET FORTH ABOVE.

Change in Amount Authorized. If the amount to be charged to your Karma Card Account varies from the amount you preauthorized, you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction.

Auto-Renewal for Paid Services. Unless you opt out of auto-renewal, which can be done through your account settings (found in the Application), any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. To change or resign your Paid Services at any time, go to account settings. If you terminate a Paid Service, you may use your membership until the end of your then-current term, and your subscription will not be renewed after your then-current term expires. However, you will not be eligible for a prorated refund of any portion of the membership fee paid for the then-current subscription period. If you do not want to continue to be charged on a recurring monthly basis, you must cancel the applicable Paid Service through your account settings or terminate your Karma Card Account and Karma Card before the end of the recurring term.

Reaffirmation of Authorization. Your non-termination or continued use of a Paid Service reaffirms that we are authorized to charge your Karma Card Account for that Paid Service. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.

What if I want to stop using the Services?
‍You’re free to do that at any time by contacting our Customer Support; please refer to our Privacy Policy, to understand how we treat information you provide to us after you have stopped using our Services.
Karma Card is also free to terminate (or suspend access to) your use of the Services or your account for any reason in our discretion, including your breach of these Terms, Bank Terms, or Additional Terms. Karma Card has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms.
Any termination by Karma Card of the Services provided on behalf of the Partner and the Bank will result in the closure of your Karma Card Account in accordance with the Bank Terms.
Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account.
Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us, including without limitation the arbitration agreement.

Contests, Sweepstakes, and Promotions
‍Any contests, sweepstakes or other promotions (collectively, "Promotions") made available through the Services will be governed by rules that are separate from these Terms. If you participate in any of the Promotions, please review the applicable rules as well as our Privacy Policy. If the rules for a Promotion conflict with these Terms, the Promotion rules will apply.

What else do I need to know?
Warranty Disclaimer. Karma Card and its licensors, suppliers, partners, parent, subsidiaries or affiliated entities, and each of their respective officers, directors, members, employees, consultants, contract employees, representatives and agents, and each of their respective successors and assigns (Karma Card and all such parties together, the “Karma Parties”) make no representations or warranties concerning the Services, including without limitation regarding any Content contained in or accessed through the Services, and the Karma Card Parties will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services or any claims, actions, suits procedures, costs, expenses, damages or liabilities arising out of use of, or in any way related to your participation in, the Services. The Karma Card Parties make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through or in connection with the Services. THE SERVICES AND CONTENT ARE PROVIDED BY KARMA CARD (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Our Liability for Failure to Complete Transactions. Karma Card may decline to authorize a transaction for any reason, and we are not responsible for any losses you may incur if we do not authorize a transaction. You understand that any person may deny acceptance of or refuse to accept your Card and we are not responsible for such denial or refusal. In no event Karma Card, the Partner, the Bank or Servicer be liable for indirect or consequential damages (including lost profits), extraordinary damages, special or punitive damages.

Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL ANY OF THE KARMA CARD PARTIES BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) ANY SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) ONE- HUNDRED ($100) DOLLARS OR (II) THE AMOUNTS PAID AND/OR PAYABLE BY YOUTO KARMA CARD IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, THUS, THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.

Indemnity. You agree to indemnify and hold the Karma Card Parties harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys’ fees) arising from or in any way related to any claims relating to (a) your use of the Services (including any actions taken by a third party using your account), Karma Card Account, Karma Card, the Partner, and related banking or other financial products and services provided by Bank (or other financial institutions) through the Karma Card Services, and (b) your violation of these Terms. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Karma Card’s prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.

Choice of Law. These Terms are governed by and will be construed under the applicable federal law, and the laws of the State of Delaware, without regard to the conflicts of laws provisions thereof.

In the event of a controversy, dispute or claim arising out of, in connection with, or in relation to the interpretation, performance, nonperformance, validity or breach of these Terms and Conditions or otherwise arising out of, or in any way related to these Terms and Conditions, or the transactions contemplated hereby, including without limitation, any claim based on contract, tort, statute or constitution, You agree to negotiate in good faith to resolve such disputes prior to instituting any action or proceeding in courts. You shall give 30 days written notice to Karma Card with a brief description of the dispute and shall negotiate for a reasonable period of time to settle such dispute.

Any action or proceeding arising out of or under these Terms and Conditions will be instituted in the State of Delaware and each party submits to exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.

Miscellaneous. You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that the Karma Card may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms are found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Karma agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Karma Card, and that these Terms supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Karma Card, and you do not have any authority of any kind to bind Karma Card in any respect whatsoever.

Karma Card Donation Cashback Program.

Earning Karma Card Donation Cashback
You will earn and accrue cashback based on purchase activity and usage of Your Karma Card Account (as defined in the Agreement), according to the active Donation Cashback earnings scale.

“Net Merchandise Purchases” means purchases of merchandise or services on the Karma Card Account, less any returned merchandise credits or service credits posted to the Karma Card Account. Net Merchandise Purchases does not include cash withdrawals or any associated fees, charges, traveler’s checks, money orders or associated fees, money transfers or other fees, gaming chips, or fees or premiums for coverage or insurance to protect the balances of a Karma Card Account holder.

Merchants who accept the Karma Card are assigned a merchant code, which is determined by the merchant or its processor in accordance with card brand procedures based on the kinds of products and services they primarily sell.

As such, even though a merchant may sell retail items that may be similar to retail items sold by another merchant, the merchants may not have the same merchant code, and therefore the purchases at the merchants may not be included in the same category for the purposes of earning Donation Cashback.

Net Merchandise Purchases must be submitted by merchants using the identified merchant category codes to qualify for earning Donation Cashback. We are not responsible for incorrectly coded transactions. Additionally, purchases made through third parties, including resellers, or using a third-party payment account may not be eligible for accruing Donation Cashback.

Karma Card reserves the right to remove merchants from the Donation Cashback Program in its sole discretion including when required by local laws, rules, or regulations. Questions concerning eligible transactions and what constitutes Net Merchandise Purchases will be determined in the sole discretion of Karma Card.

The Donation Cashback you earn will be credited to Karma Card on a monthly basis when transactions post to your Karma Card. We encourage you to frequently review your Karma Card Account.

Once posted to Karma Card Account, these Donation Cashback are available to you should you choose to utilize and donate the same to your select charities powered by Benevity.

There is no limit on the total Donation Cashback you can earn each year. Donation Cashback statements will be made available through the application. The frequency, timing, content or layout of the Donation Cashback statements are subject to change from time-to-time at the discretion of Karma Card.

General
Karma Card reserves the right, in its sole discretion, to suspend, cancel or modify the Donation Cashback Program at any time and for any reason and without prior notice. Administrative services may be provided by third party service providers.

Karma Card reserves the right, in its sole discretion, to add, delete, change or revise the Terms and Conditions of the Donation Cashback Program including, but not limited to, qualifications for participation in the Program, Program features or procedures, the imposition or discontinuance of special promotions or offers, additions, deletions or revisions of Donation Cashback offered, revisions of the amount of Donation Cashback required for Redemption, revisions of cashback caps, limitations or expiration periods, revisions to disqualifying events or the imposition of new, revised or additional Program terms.

You will be responsible for both determining and paying any federal, state or local taxes, fees or other charges, if any, that may be imposed by any governmental or regulatoryauthority on Rewards obtained through the redemption of Donation Cashback, whether or not such taxes, fees or other charges are imposed at the time of Donation Cashback redemption or subsequently. Should Karma Card be required to report taxes, tax reporting, if any, will be made to the tax ID number of the account holder, based on our records.

The Program is owned and administered by Karma Card, and is subject to all applicable laws and regulations. You must be an individual and use the Karma Card Account only for lawful personal, family or household purposes, and not for any business, commercial or investment purpose.

You agree to indemnify and hold Karma Card and our third-party service providers and their respective affiliates, directors, officers, employees, agents and contractors harmless from and against any loss, damage, liability, cost, or expense of any kind (including attorneys’ fees) arising from Your or an authorized user’s: (i) use of the Program; (ii) any fraud or misuse of the Program; (iii) violation of these Terms and Conditions; and/or (iv) violation of any applicable law or the rights of any third party.

While Donation Cashbacks do not expire, they may be automatically be donated, canceled, or forfeited. We may temporarily or permanently suspend your ability to earn Donation Cashback at any time, with or without cause. Karma Card reserves the right, in its sole discretion, to disqualify you or any authorized user on Karma Card Account from participation in the Program and to cancel or invalidate any Donation Cashback in the following events: (i) Your Karma Card Account balance is negative for a period of time exceeding 30 days or any other time, as determined by Karma Card in its sole discretion; (ii) Your Karma Card Account is in default under the Agreement; (iii) You or we close your Karma Card Account for any reason; (iv) in cases of actual or suspected abuse, fraud, violations of the Terms and Conditions or any actual or suspected abuse or fraud with respect to the Karma Card Account or the Donation Cashback accumulated, or we otherwise suspect or believe You are or have engaged in activity that we deem to be abusive or “gaming” conduct under the Program, as determined in our sole discretion; (iv) .

Neither Karma Card nor its third party service providers, their respective employees, officers, affiliates or agents will be liable to you for any action or inaction any of them take or fail to take with respect to the Donation Cashback Program or any changes in the Terms and Conditions of the Program.Neither Karma Card nor its third party service providers, their respective employees, officers, affiliates or agents assumes any responsibility for, and will not be liable for, any financial loss, personal injury, property loss or damage, other loss, accident, delay, inconvenience, or irregularity which You and/or Your guest may suffer by reason of any act, default, non performance or wrongful, careless, negligent, or unauthorized act or omission of any Program supplier, its employees, or any third party.

Neither Karma Card nor its third party service providers, their respective employees, officers, affiliates or agents will be responsible for any errors or omissions, or for any bodily injury or property damage that may result from participation in the Program nor for any damage, loss or expense of any nature resulting from the usage of any Donation Cashback, defects in any Donation Cashback or from any cancellation irregularity or mishap affecting the Donation Cashback received through the Program.

In no event shall we or any of our affiliates or agents be responsible or liable to you, or anyone claiming through you or on Your behalf, for any indirect, special, exemplary, punitive or consequential damages, including without limitation lost revenue, lost profits, or lost opportunity, arising out of or relating to any of the acts or omissions of Karma Card or any of our respective affiliates or agents, or otherwise in connection with or relating to the Program or its administration, or that result from the use of or inability to use the Program, even if we have been made aware of the possibility of such damages.

In addition, we make no warranty or representation either expressed or implied, and expressly disclaim any and all liability and damages with respect to type, quality or fitness for use of goods or services provided through this Program or otherwise obtained by you in connection with the Program or through the use of redeemed Donation Cashback.

You agree to notify Karma Card promptly upon the receipt of your Donation Cashback statement of any errors relating to the addition or deletion of cashback accumulated but in no event later than sixty (60) days after the error appeared on your Donation Cashback summary. We reserve the right (but are not required) to correct inaccurate cashback values represented in your Donation Cashback summary, and to adjust cashback values at our sole discretion.

All trademarks, service marks and trade names used in this Program are with the permission of the respective Program suppliers. Program suppliers are in no way affiliated with Karma Card, nor are they considered sponsors or co-sponsors of this Program. All trademarks, service marks and trade names used by Karma Card in this Program, including the Karma Card Donation Cashback Program design are property of Karma Card. No use of these may be made without the prior written authorization of Karma Card.

These Terms and Conditions constitute the entire agreement between you and Karma Card with respect to the subject matter described herein, and supersede all prior agreements or representations, written or oral, concerning such subject matter; provided, however, nothing herein modifies the terms and conditions of the Agreement.

You may not assign any of your rights or obligations under these Terms and Conditions, in whole or in part, without our prior written consent. We may assign our rights and/or obligations under these Terms and Conditions, in whole or in part, without your consent. We may waive or delay enforcing any of our rights herein without losing them. Neither we nor our service providers are responsible for any disputes between you and a merchant relating to a transaction or goods or services. Any claim or dispute arising from or relating to these Terms and Conditions or to the Program will be governed by and construed in accordance with Delaware law (without regard to its conflicts of law principles) and as applicable, federal law. To the extent permitted by applicable law, these Terms and Conditions disclaim any implied contractual terms or obligations.

In the event of a controversy, dispute or claim arising out of, in connection with, or in relation to the interpretation, performance, nonperformance, validity or breach of these Terms and Conditions or otherwise arising out of, or in any way related to these Terms and Conditions, or the transactions contemplated hereby, including without limitation, any claim based on contract, tort, statute or constitution, You agree to negotiate in good faith to resolve such disputes prior to instituting any action or proceeding in courts. You shall give 30 days written notice to Karma Card with a brief description of the dispute and shall negotiate for a reasonable period of time to settle such dispute.

Any action or proceeding arising out of or under these Terms and Conditions will be instituted in the State of Delaware and each party submits to exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.

By accumulating Karma Card Donation Cashback and redeeming the said Donation Cashback under the Program, you agree to all of the Program features, limitations and restrictions contained in these Terms and Conditions as well as any additional terms and conditions contained in any additional Programs, promotions or transactions that may be offered to you from time-to-time and any terms and conditions contained in any certificate, coupon or document issued to you.