Please read these Terms of Use (the “Agreement” or “Terms of Use”) carefully before using the services offered by Loyaltiecom Ltd. (“Loyaltie”, the “Company”, “we”, “our”, or “us”).

This Agreement sets forth the legally binding terms and conditions for your use of:

• The website at www.loyaltie.com,
• Any other sites owned and operated by Loyaltie that redirect to www.loyaltie.com, and
• All related subdomains and services

(collectively, the “Website”), as well as any services, tools, features, or applications we provide (together with the Website, the “Services”).

By using the Services in any way, including visiting or browsing the Website, opening an account, listing items, or purchasing items, you agree to be bound by these Terms of Use.

1. Description of the Services and Store Role

1.1 Online Store.
Loyaltie operates an online store where independent sellers (“Sellers”) can create and manage online storefronts or pages on Loyaltie (“Shops”) to offer goods and/or services (each, an “Item”) to buyers (“Buyers”) for one-time or, where offered, recurring purchases (each, an “Order”).

1.2 Loyaltie Not a Party to Transactions.
When a Buyer places an Order from a Seller via the Services, the resulting contract for sale is solely between the Buyer and the Seller (the “Purchase Contract”). Loyaltie is not a party to the Purchase Contract and does not act as a buyer, seller, distributor, manufacturer, or agent of either party. All dealings and obligations under a Purchase Contract are strictly between the respective Seller and Buyer.

1.3 No Endorsement or Guarantee.
Loyaltie does not pre-screen Items or Shops and does not guarantee, endorse, or make any representations regarding:

• The quality, safety, legality, or suitability of any Items,
• The accuracy or completeness of any descriptions, photos, or content provided by Sellers, or
• A Seller’s ability to fulfil Orders.
• Whether any Item complies with applicable laws, regulations, or licensing requirements (including for CBD, supplements, food, and cosmetics).

1.4 Use at Your Own Risk.
You acknowledge and agree that you use the Services, purchase, use, consume, or apply Items, and interact with other users at your own risk.

2. Acceptance of Terms

2.1 Incorporated Policies.
These Terms of Use incorporate by reference:

• Our Privacy Policy, available at: https://loyaltie.com/sell/privacy-policy
• Any other policies, rules, or guidelines published by Loyaltie on the Website (collectively, the “Policies”).

By using the Services, you agree to all such Policies.

2.2 Updates to Terms.
Loyaltie may modify or replace these Terms of Use at any time by posting updated terms on the Website. It is your responsibility to review the Terms regularly. Your continued use of the Services after updated Terms have been posted constitutes your acceptance of those changes.

2.3 Changes to Services.
We may, at any time and without notice:

• Change, suspend, or discontinue the Services (or any part of them),
• Impose limits on certain features or services, or
• Restrict your access to parts or all of the Services,

without any liability to you.

3. Eligibility and Account Registration

3.1 Eligibility.
The Services are available only to individuals who are:

• At least sixteen (16) years old, and
• At least the legal age in their jurisdiction to form a binding contract.

By using the Services, you represent and warrant that you meet these requirements. We may request proof of age and suspend or terminate your account if proof is not provided.

3.2 Account Registration.
You may browse the Website without registering, but certain features (including buying or selling Items) require an account (“Account”). When you register:

• You must provide accurate, complete, and current information.
• You must keep this information updated.

3.3 Account Credentials.
You may not:

• Register a username, Shop name, or other identifier that:
  • Is the name of another person with the intent to impersonate that person,
  • Infringes third-party rights, or
  • Is offensive, vulgar, or obscene.

We may refuse or cancel any such identifier at our sole discretion.

3.4 Security of Your Account.
You are solely responsible for:

• All activity occurring under your Account, and
• Keeping your sign-in methods secure — including the email account where you receive sign-in links and any Google, Facebook, or Apple account you connect.

You must not use another user’s Account without their permission. You agree to notify Loyaltie immediately of any unauthorized use of your Account or other security breach.

3.5 Compliance with Laws.
You agree to comply with all applicable local, state, national, and international laws and regulations in connection with your use of the Services.

4. General Use of the Services

4.1 Prohibited Technical Actions.
You may not, directly or indirectly:

• Take any action that imposes or may impose (as determined by us) an unreasonable load on our infrastructure or our third-party providers’ infrastructure;
• Interfere or attempt to interfere with the proper working of the Services;
• Bypass or circumvent any measures we use to prevent or restrict access to the Services;
• Use any manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any page of the Website;
• Decipher, decompile, disassemble, reverse engineer, or otherwise attempt to derive source code or underlying ideas or algorithms of any part of the Services (except to the extent permitted by applicable law);
• Modify, translate, or create derivative works of any part of the Services; or
• Copy, rent, lease, distribute, or otherwise transfer any of your rights in the Services.

4.2 User Conduct and Content Restrictions.
You may not use the Services, or submit any content, in any manner that:

1. Infringes any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any person or entity, or violates any law or contract;
2. You know is false, misleading, or inaccurate;
3. Is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, obscene, offensive, profane, or invasive of another’s privacy;
4. Constitutes unsolicited or unauthorized advertising, spam, or chain letters;
5. Contains software viruses or other harmful code;
6. Breaches any legal duty owed to a third party (e.g., contractual or confidentiality obligations); or
7. Impersonates any person or entity, including any Loyaltie employee or representative.

5. Communications & Community Rules

5.1 Messages.
Loyaltie provides communication tools (such as “Messages”) that allow Buyers, Sellers, and other users to contact each other. You may use Messages to:

• Ask questions about Items or Orders,
• Resolve issues relating to Orders, or
• Communicate about legitimate, on-platform transactions.

You may not use Messages to:

• Send unsolicited advertising, promotions, or spam;
• Request donations unrelated to a transaction;
• Harass, threaten, or abuse others, or violate our anti-discrimination or hateful content policies;
• Contact someone after they have asked you not to;
• Interfere with another user’s business or transaction; or
• Exchange personal or financial information for the purpose of conducting off-platform transactions (e.g., directing payment outside Loyaltie, sharing QR codes, or directing buyers to other checkout sites).

5.2 Interference.
You may not interfere with the business or operations of another user. Examples include:

• Contacting Buyers to dissuade them from purchasing from a particular Seller;
• Publicly posting disputes with another user to harm their reputation;
• Purchasing from a Seller solely to leave negative feedback;
• Engaging in click fraud or similar tactics.

5.3 Harassment and Discrimination.
Harassment, hate speech, or discriminatory conduct towards other users is strictly prohibited. If you receive messages that violate these rules, you are encouraged to report them to Loyaltie.

6. Seller Terms

This Section applies specifically to Sellers. By creating a Shop or listing Items on Loyaltie, you agree to all obligations in this Section, in addition to the rest of these Terms.

6.1 Shop and Listings.
As a Seller, you:

• Are responsible for creating accurate and complete listings for your Items, including clear descriptions, pricing, shipping/delivery methods, processing times, and any applicable terms (e.g., returns);
• Must not misrepresent the condition, authenticity, origin, or characteristics of any Item;
• Must comply with all laws applicable to your Items, including product safety, labelling, and consumer protection laws.

6.2 Orders and Fulfilment.
Once a Buyer places an Order via the Services:

• You are entering into a Purchase Contract with the Buyer;
• You are responsible for timely processing, fulfilment, and delivery of the Order, in accordance with your listing and any applicable law;
• If you are unable to fulfil an Order, you must promptly inform the Buyer and, where applicable, issue any required refunds.

6.3 Recurring / Plan-Based Purchases.
If you offer recurring or plan-based purchases (such as repeat deliveries or subscriptions):

• You must clearly disclose billing frequency, total costs, cancellation terms, and any minimum commitment;
• You must honour cancellations in accordance with applicable law and your published policies.

6.4 Customer Service & Communication.
You agree to:

• Respond promptly and in good faith to Buyers’ questions and concerns;
• Provide meaningful updates if there are delays or issues;
• Cooperate in good faith with Loyaltie’s case system and Purchase Protection Programme (see Section 10).

6.5 Refunds and Returns.
You are responsible for setting and honouring your own return, cancellation, and refund policies, consistent with applicable law. Where Loyaltie determines, through its case system or Purchase Protection Programme, that a Buyer is entitled to a refund, you may be required to fund or reimburse such refunds.

6.6 Compliance with Laws & IP.
You must:

• Ensure that your Items and content do not infringe any third-party rights, including intellectual property rights;
• Comply with all applicable tax, consumer protection, privacy, and ecommerce laws; and
• Provide accurate information about your business where required (e.g., trade name, address, company registration details).
• Provide accurate ingredient, allergen, and origin information on every listing.

6.7 Use of Buyer Data.
You may receive personal data about Buyers (such as names, addresses, and contact details) solely for the purpose of fulfilling Orders. You agree that:

• You will use such data only to fulfil Orders or as otherwise expressly permitted by applicable law;
• You will not use Buyer data for unsolicited marketing or cross-promotion without separate, lawful consent obtained independently from Loyaltie;
• You will store and protect Buyer data in accordance with applicable data protection laws (including, where applicable, GDPR);
• You will delete or anonymize personal data when no longer needed, subject to legal retention requirements.

6.8 Taxes.
Loyaltie does not provide tax advice. You are solely responsible for:

• Determining what taxes (including sales, VAT, GST, and similar) apply to your sales;
• Collecting, reporting, and remitting any such taxes to the appropriate authorities.

6.9 Regulated Products (including CBD).
Certain Items — including CBD and hemp-derived products, dietary supplements, food and beverages, cosmetics, pet products, and any Item making health-related claims — may be subject to specific federal, state, and local laws and regulations. Loyaltie cannot confirm that every such Item is eligible to be sold on Loyaltie or shipped to any given location.

As a Seller, you are solely responsible for ensuring that your Items, and their labeling, packaging, marketing, and sale, comply with all applicable laws and regulations in every location where you sell and ship them, including:

• Holding all required licenses, permits, registrations, and certificates of analysis;
• Complying with all age, quantity, shipping, and jurisdiction restrictions (including not selling or shipping an Item into a state or locality where it is prohibited);
• Ensuring all claims about your Items (including health, medical, or therapeutic claims) are truthful, substantiated, and lawful; and
• Removing any listing that becomes non-compliant.

Loyaltie may remove any listing or suspend any Shop that we believe, in our sole discretion, may not comply with applicable law, without liability to you.

6.10 Product Responsibility and Seller Indemnity.
You are solely responsible for your Items, including their safety, quality, legality, and fitness for purpose, and for any harm or loss they cause. In addition to Section 11.1, you agree to indemnify, defend, and hold harmless the Loyaltie Parties from and against any and all claims, demands, losses, damages, liabilities, fines, penalties, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your Items, including any product-liability, personal-injury, illness, allergic-reaction, property-damage, or wrongful-death claim; (b) any recall, safety alert, or regulatory action relating to your Items; (c) any alleged non-compliance of your Items, labeling, marketing, or sales practices with applicable law; (d) any claim that your Items or content infringe or misappropriate third-party rights; and (e) your handling of Buyer data. Loyaltie may, at its option, control the defense of any such claim at your expense, and you may not settle any claim that imposes obligations on Loyaltie without our prior written consent. This obligation survives termination.

6.11 Payouts.
Loyaltie and its payment partners collect Buyer payments on your behalf and remit your payout net of Loyaltie fees, payment-processing fees, refunds, chargebacks, and any other amounts you owe under these Terms (payout = gross sales − fees − refunds − chargebacks − adjustments). Payouts are made in U.S. dollars through our third-party payout provider on or about the first day of each month, or on such other schedule as shown in your Seller dashboard. To receive payouts you must provide and keep current accurate identity, banking, and tax information (including IRS Form W-9 or W-8, as applicable); we may withhold payouts until this information is complete and verified. Loyaltie may report your earnings to tax authorities where required by law.

6.12 Holds, Reserves, Set-off and Chargebacks.
Loyaltie may delay, hold, or place a reserve on all or part of your payouts where we reasonably believe it is necessary to cover open cases, refunds, chargebacks, suspected fraud, regulatory or legal risk, unusual sales patterns, or a material increase in your cancellation or dispute rates, and for up to 90 days after your Shop is closed. You are responsible for chargebacks, payment reversals, and associated fees arising from your Items, listings, or fulfilment, and you agree to cooperate promptly with any evidence request. Loyaltie may set off any amount you owe against your payouts. If your balance is negative, you agree to repay it within 30 days of notice, and we may charge your payment method on file or refer the balance for collection.

6.13 Pricing, Promotions and Marketing.
You set the prices of your Items. Loyaltie may run platform-wide promotions, coupons, credits, and membership benefits. Where Loyaltie funds a promotion, your payout is calculated on the pre-discount Item price; where you fund one, on the discounted price. For Orders placed by Loyaltie+ members, Loyaltie covers a portion of the shipping cost, up to the limits shown in your Seller dashboard and other Seller information we publish, which we may update from time to time. You grant Loyaltie the right to feature your Shop, Items, name, logo, and content in Loyaltie marketing, advertising, newsletters, and product feeds distributed to search engines, social platforms, affiliate partners, and AI shopping assistants, consistent with Section 8.3.

6.14 Seller Performance, Suspension and Effect of Termination.
Loyaltie may set and publish performance standards (such as on-time shipping, cancellation rate, response time, and case outcomes). If you fall below them, or if we reasonably believe your Shop presents a legal, safety, or fraud risk, we may limit your Shop’s visibility, remove listings, pause new orders, or suspend or close your Shop, with or without notice. On suspension or termination you remain responsible for fulfilling or refunding all accepted Orders, for all obligations relating to Items already sold, and for any amounts owed to Loyaltie or Buyers.

6.15 Independent Relationship and Insurance.
You are an independent business, not an employee, agent, franchisee, or joint venturer of Loyaltie, and you are free to sell through other channels. You are responsible for your own business licences, permits, insurance, and employees. We strongly recommend that you maintain product-liability insurance appropriate to the Items you sell.

6.16 Recalls and Safety Notices.
You must notify Loyaltie at support@loyaltie.com within 48 hours of becoming aware of any recall, safety alert, regulatory inquiry, or serious adverse event relating to an Item you have sold on Loyaltie, and you must cooperate with any resulting Buyer notification or refund process, at your cost.

7. Buyer Terms

This Section applies specifically to Buyers.

7.1 Purchasing on Loyaltie.
By placing an Order on Loyaltie, you acknowledge and agree that:

• You are purchasing directly from an independent Seller, not from Loyaltie;
• You have read the Item description and the Seller’s policies before purchasing;
• You have provided accurate and complete delivery information; and
• You are responsible for paying all applicable charges (including Item price, shipping, and any taxes or duties as indicated).
• You are responsible for reading all labels, ingredients, warnings, and directions before using an Item, and for confirming an Item is lawful for you to purchase and receive where you live.

7.2 Payment Methods.
Payment for Orders may be processed using:

• Major credit or debit cards,
• PayPal and certain bank transfer services,
• Digital wallets (e.g., Apple Pay, Google Pay),
• Other methods supported by Loyaltie’s payment partners

(availability varies by country and time).

7.3 Payment Processing and Authorization.
You authorize Loyaltie and its third-party payment processors (“Payment Processors”) to:

• Charge your selected payment method for the full amount of the Order, including taxes and shipping;
• Reserve or authorize charges where necessary; and
• Share necessary transaction details with Payment Processors to complete payment.

If there are insufficient funds or your payment cannot be collected, Loyaltie reserves the right to contact you and seek payment or cancel the Order.

7.4 On-Platform Transactions Only.
For safety and fraud prevention:

• All payments for Items must be completed via the Loyaltie checkout system;
• Transactions completed off-platform are not covered by Loyaltie’s case system or Purchase Protection Programme.

You must not attempt to circumvent Loyaltie’s checkout system or encourage others to do so.

7.5 Reviews.
You may leave reviews (including text, ratings, photos, or videos) about your purchases within a time frame specified by Loyaltie.

By leaving a review, you agree that your review content will:

• Be honest, accurate, and based on your actual experience;
• Not contain hate speech, harassment, threats, obscene content, or other policy violations;
• Not be used to extort or manipulate Sellers (e.g., demanding benefits in exchange for positive reviews).

You grant Loyaltie a license to use, display, and reproduce your review content in connection with the Services. Loyaltie may remove or edit reviews that violate these Terms or our Policies.

8. Content and Intellectual Property

8.1 Content on the Services.
The Services contain content provided by Loyaltie, users, and third parties (“Content”). Content may be protected by copyrights, trademarks, and other rights. You must comply with all applicable rights and notices in any Content you access.

8.2 User Submissions.
By submitting any content (including text, images, videos, logos, trademarks, and other materials) via the Services (“User Submissions”), you represent and warrant that:

• You own the content or have the necessary rights to submit it; and
• Your content complies with these Terms and applicable laws.

8.3 License to Loyaltie.
You grant Loyaltie a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, and transferable license to:

• Use, host, store, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly display, and publicly perform your User Submissions and associated trademarks in connection with:
  • Operating and improving the Services,
  • Marketing and promoting Loyaltie and the Services (including on third-party sites and in any media), and
  • Re-distributing the Services or parts of them;
• Allow other users to access and use your User Submissions as permitted via the Services.

This license survives termination of your Account and does not limit your ability to grant additional licenses to others.

8.4 Loyaltie Materials.
Except for User Submissions, all content and materials in the Services, including designs, layouts, interfaces, graphics, code, and trademarks (“Materials”), are owned by Loyaltie or its licensors and protected by intellectual property laws. We grant you a limited, non-transferable, non-sublicensable license to access and use the Services and Materials for your personal or internal business use, subject to these Terms.

You may not:

• Resell or commercially exploit the Services or Materials (except as a Seller listing your Items);
• Publicly perform or display Materials;
• Create derivative works of the Services or Materials;
• Use data mining, robots, or similar data gathering methods; or
• Use the Services or Materials for any purpose not expressly allowed by these Terms.

8.5 Copyright Infringement.
If you believe that any content on the Services infringes your copyright, please contact us using the contact details in Section 14 with sufficient detail for us to evaluate your claim. You may be liable for damages if you materially misrepresent that content is infringing.

9. Fees and Payments

9.1 Account Creation.
Creating an Account on Loyaltie is free. However, we may charge fees for certain Services, as described in this Section or elsewhere on the Website.

9.2 Seller Platform Fees.
Sellers may be charged:

• Platform fees based on revenue from sales via the Services (“Platform Fees”);
• Transaction or processing fees charged by Payment Processors;
• Payout or bank transfer fees when funds are sent to Seller bank accounts.

Current Seller fees are 16% of each order plus a 4% payment-processing fee, as published at loyaltie.com/sell. We will notify Sellers in advance of fee changes; continued use of the Services after a fee change takes effect constitutes acceptance of the new fees.

9.3 Loyaltie Not a Payment Processor.
Loyaltie itself is not a bank or Payment Processor and does not hold funds as a financial intermediary. Payment processing services are provided by third-party Payment Processors, and your use of such services may be subject to their terms and policies.

10. Order Issues, Cases & Purchase Protection

10.1 Resolving Order Issues with the Seller.
If you have an issue with an Order (e.g., non-delivery, late delivery, damaged Item, or Item not as described), you agree to:

1. First contact the Seller via Loyaltie Messages or the order support function; and
2. Allow the Seller a reasonable opportunity (e.g., 48 hours) to resolve the issue.

10.2 Loyaltie Case System.
If you and the Seller cannot resolve the issue, you may be able to open a case with Loyaltie (the “Case System”). You agree that:

• Loyaltie may request additional documentation or information from you and/or the Seller;
• Loyaltie will make a decision in its sole discretion based on the information available;
• Loyaltie’s decision under the Case System does not extinguish any legal rights you may have against the Seller.

10.3 Purchase Protection Programme.
Loyaltie may operate a Purchase Protection Programme (the “Programme”) under which Buyers may be eligible for refunds for Orders that:

• Never arrive;
• Arrive significantly later than reasonably expected (excluding delays beyond the Seller’s reasonable control);
• Arrive damaged or in materially different condition than described; or
• Are not as described in the listing (e.g., wrong model, quantity, or misrepresented condition).

Details of the Programme, including eligibility criteria, refund process, time limits, and exclusions, may be described on the Website and are subject to change at Loyaltie’s sole discretion.

You acknowledge that:

• The Programme is a discretionary customer-care programme and does not create any independent legal right or cause of action;
• Loyaltie may modify, suspend, or discontinue the Programme at any time;
• Abuse of the Programme (by Buyers or Sellers) may lead to exclusion from the Programme and/or suspension or termination of Accounts.

10.4 Ineligible Transactions.
Unless otherwise required by law, certain issues may not be covered by the Case System or Programme, including:

• Items altered, used, worn, washed, or discarded after receipt;
• Items accurately described in the listing but not meeting personal expectations;
• Disputes about shipping costs, customs duties, or taxes;
• Orders placed or paid outside the Loyaltie checkout system;
• Items returned without the Seller’s prior agreement (unless required by law);
• Issues covered by local warranty or statutory return laws that must be handled directly between Buyer and Seller.

11. Indemnity, Disclaimers & Limitation of Liability

11.1 Indemnity.
To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless Loyaltie, its affiliates, officers, directors, employees, agents, partners, and licensors (the “Loyaltie Parties”) from any claims, losses, damages, liabilities, costs, and expenses (including legal fees) arising out of or related to:

• Your use or misuse of the Services;
• Your User Submissions or content;
• Your interactions or disputes with other users;
• Your violation of these Terms or any applicable law; or
• Your breach of any representations or warranties made in these Terms.
• If you are a Seller, your Items and any claim relating to them (see Section 6.10).

11.2 Disclaimer of Warranties.
The Services and all Content are provided on an “as is” and “as available” basis without warranties of any kind, whether express or implied, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement;
• Any warranties arising from course of dealing or usage of trade.

Loyaltie does not warrant that:

• The Services will be uninterrupted, secure, or error-free;
• Any defects will be corrected;
• The Services or Content are free of viruses or harmful components; or
• The results of using the Services will meet your requirements or expectations.

Your use of the Services is at your sole risk.

11.3 Limitation of Liability.
To the fullest extent permitted by applicable law:

• In no event shall Loyaltie or the Loyaltie Parties be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or use, arising from or in connection with the Services or these Terms, whether in contract, tort, or any other legal theory; and
• Loyaltie’s aggregate liability arising out of or relating to the Services or these Terms shall not exceed the greater of:
  • (a) the total amount you paid to Loyaltie (if any) for use of the Services during the twelve (12) months immediately preceding the event giving rise to the claim; or
  • (b) one hundred (100) U.S. dollars.

Where applicable law does not allow exclusion or limitation of certain damages, Loyaltie’s liability will be limited to the maximum extent permitted by law.

11.4 No Liability for Items or Seller Conduct.
Loyaltie does not manufacture, produce, store, inspect, handle, or ship any Item and is not the seller of record. To the fullest extent permitted by law, the Loyaltie Parties have no liability of any kind — whether in contract, tort (including negligence), product liability, strict liability, breach of warranty, or otherwise — for any Item purchased via the Services or for any Seller’s acts or omissions, including for: (a) any injury, illness, allergic reaction, adverse effect, death, or property damage caused by or associated with an Item or its use, consumption, or application; (b) any defect in, or the safety, quality, legality, or regulatory status of, any Item; (c) any recall; (d) inaccurate listings, labeling, or claims; or (e) any Seller’s failure to comply with applicable law. Any claim relating to an Item must be brought against the Seller, and you release the Loyaltie Parties from all such claims. Nothing in this Section limits any refund you may be eligible for under the Case System or Purchase Protection Programme, which remain discretionary customer-care programmes.

11.5 Non-Excludable Liability.
Nothing in these Terms limits liability that cannot be excluded under applicable law, such as liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation.

12. Termination

12.1 Termination by Loyaltie.
We may suspend or terminate your access to the Services at any time, with or without cause or notice, including if we reasonably believe that you have violated these Terms or any Policy, or if we decide to discontinue the Services.

12.2 Termination by You.
You may terminate your Account at any time by following the instructions on the Website. Termination does not entitle you to any refund of fees already paid, unless required by law.

12.3 Survival.
All provisions that by their nature should survive termination (including, without limitation, ownership provisions, disclaimers, indemnity, and limitations of liability, and specifically Sections 6.9 through 6.12, 6.14, 6.16, and 11) shall remain in full force and effect.

13. Governing Law, Disputes & Miscellaneous

13.1 Governing Law.
These Terms of Use and any related dispute shall be governed by and construed in accordance with the laws of the State of New York, United States, without regard to its conflict of laws principles.

13.2 Jurisdiction and Venue.
You agree that any action or proceeding arising out of or relating to these Terms or the Services shall be brought exclusively in the state or federal courts located in New York City, New York, and you hereby submit to the personal jurisdiction of such courts and waive any objections as to inconvenient forum.

13.3 Limitation Period.
To the extent permitted by law, any claim or cause of action arising out of or related to the Services must be filed within one (1) year after such claim or cause of action arose, or be forever barred.

13.4 Entire Agreement.
These Terms of Use, together with all Policies referenced herein, constitute the entire agreement between you and Loyaltie regarding the Services and supersede all prior or contemporaneous communications and proposals.

13.5 Severability.
If any provision of these Terms is held invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that the remaining provisions remain in full force and effect.

13.6 No Waiver.
The failure of either party to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.

13.7 Assignment.
You may not assign or transfer these Terms or any rights or obligations hereunder without Loyaltie’s prior written consent. Loyaltie may assign these Terms without restriction.

13.8 Force Majeure.
Loyaltie shall not be liable for any failure to perform its obligations where the failure results from events beyond its reasonable control, including but not limited to natural disasters, war, civil unrest, strikes, embargoes, governmental actions, failures of telecommunications, or internet outages.

13.9 Precedence of Laws.
These Terms shall not override any mandatory consumer or other laws that apply to you and cannot legally be waived.

14. Contact Information

The Services are offered by:

Loyaltiecom Ltd.
33 J.L. Gordon St., Tel Aviv 6341409, Israel
Email: support@loyaltie.com
Phone: (667) 660-4619

If you have questions about these Terms of Use, you may contact us at the email address above.