Cently Rewards Terms of Service

The Cently Rewards Program (the “Program”) is offered by NextGen Shopping, Inc. (“Cently” or “we” or “us”). The Program allows you to earn Cently Rewards (“Rewards”) by making certain qualifying purchases and through other promotions and offers that may be provided by Cently. As a participant in the Program, you will be able to earn Rewards. Rewards will be credited to your PayPal account.

There is no cost to join the Program.

By enrolling or participating in the Program, you agree to the following Terms and Conditions:

ELIGIBILITY

Only residents of the United States who are over eighteen (18) years of age are eligible to become Program members (“Members”). Members must have a registered Cently account (“Account”) and a valid PayPal account registered with a United States address in order to obtain Rewards. The Program is void where prohibited by law, and is subject to change as may be necessary to comply with such laws or regulations. Cently may change these eligibility requirements at any time, and reserves the right to refuse membership and/or participation to any applicant for any reason, in its sole discretion.

BECOMING A CENTLY REWARDS PROGRAM MEMBER

You can become a Member when when you create a Cently Account at www.cently.com. You must supply the requested information, including a valid email address. There is a limit of one (1) Account per person. There is no purchase or fee required to enroll in the Program or become a Member.

All Member enrollments are subject to verification at any time and for any reason. Cently reserves the right, in its sole and absolute discretion, to require proof of identity and/or eligibility (in a form acceptable to it – including, without limitation, government issued photo identification) for the purposes of verifying an individual’s eligibility to participate in the Program; and/or for any other reason Cently deems necessary, in its sole and absolute discretion. Failure to provide such proof to the complete satisfaction of Cently in a timely manner may result in Program disqualification.

EARNING REWARDS

Members may earn Rewards in various ways, which may include:

Cashback: Rewards may be earned as “cashback” (“Cashback Rewards”) on eligible purchases made with select merchant websites (“Merchants”). To be eligible to receive Cashback Rewards: (i) sign into your Cently account; (ii) ensure cookies are enabled on your browser; and (iii) make a qualifying purchase (“Qualifying Purchase”) with a select Merchant, either through the Chrome desktop browser with the Cently extension installed or by clicking on a qualifying cashback link located at www.cently.com.

You will not receive Cashback Rewards for: items excluded by law; shipping; the value of any merchant discounts or coupons; gift-wrapping; gift cards, unless specifically stated; credits; extended warranties; taxes (in most cases); nor any items that Cently or the particular Merchant deems ineligible.

Please go to www.cently.com and the applicable Merchant’s website for more information about how and where you can earn Cashback Rewards at each Merchant, including which items or services do not constitute a Qualifying Purchase at that Merchant.

A purchase may cease to be a Qualifying Purchase and the associated Cashback Rewards may be invalidated if the purchase is returned, exchanged, or cancelled by the Merchant.

Cashback Rewards are only recorded if the Reward value exceeds $0.01.

Cently will attempt to credit Member Accounts with the corresponding Cashback Rewards on a timely basis. Members, however, have the responsibility of ensuring that their Cashback Rewards are properly credited. Any claim for Cashback Rewards not accurately credited must be received by us within 90 calendar days of the relevant Qualifying Purchase. A claim for missing Cashback Rewards can be made online using the form located at: https://www.cently.com/track-cashback.

Clicking on other coupon or “cashback” websites, browser extensions, or websites with affiliate links after making a Qualifying Purchase may invalidate Cently’s tracking, and therefore that purchase may cease to be a Qualifying Purchase.

Referral Program: Rewards may be earned when a Member “refers a friend” to the Program (“Referral Rewards”). To be eligible to receive Referral Rewards: (i) log into your Cently Account portal; (ii) locate your unique referral link; (iii) send your unique referral link to a friend who is not already enrolled in the Program, and who is not a Member (“Friend”); (iv) your Friend must create an Account within thirty (30) calendar days of clicking on the link; (v) your Friend’s cookies must be enabled. When your friend makes a Qualifying Purchase, you will be awarded 10% of the Cashback Rewards he/she earns in the twelve (12) month period following the date on which your friend created his/her Account. Further, in the case that your Friend makes a referral to his/her friend, you will be awarded 10% of that referred friend’s Cashback Rewards he/she earns on Qualifying Purchases during the twelve (12) month period following the date on which such referred friend created his/her Account.

Referral Rewards are only recorded if the Reward value exceeds $0.01.

All Referral Rewards are anonymously displayed in the Referral History section of the My Rewards tab on your Account. Cently shall not disclose to you: your Friend’s personal information, order amount, or the particular Merchant that they purchased from.

Cently’s Referral Program is intended for Members to refer their friends and family to the Program.

The following is a non-exhaustive list of actions that are not permitted and may, at Cently’s sole and exclusive discretion, result in termination of the Account(s) and any accrued Rewards: (i) self-referral; (ii) any bulk email distribution of a referral link; (iii) unsolicited commercial mail or “spam”; (iv) posting referral links on any Merchant’s social media pages or feeds; (v) posting referral links on third-party forums; (vi) bidding on paid Merchant’s brand terms or keywords on search engines or the like, for the purpose of driving Cently referrals; (vii) promoting referral links through search advertising, display advertising, or any paid promotional channel in any manner; (viii) taking any action or displaying any content that is disparaging or defamatory to Cently.

Note that Referral Rewards earnings may be cancelled or deemed ineligible should the originating transaction of Cashback Rewards be cancelled or deemed ineligible.

Any mention or review of Cently on your personal blog or website that contains a referral link should have the appropriate disclosure language to comply with FTC laws.

Other Promotions or Offers: From time to time, Cently and the Merchants may provide you with additional ways to earn Rewards through offers, promotions, and other programs. Such offers and promotions may be subject to additional terms and conditions.

HOW REWARDS ARE CREDITED

Members must connect their own personal PayPal account to their Cently Account, and the PayPal account must be registered with a United States address. A single PayPal account cannot be connected to multiple Program Accounts, and each user is only permitted to have one account with Cently. Payment of Rewards will be processed monthly to the Member’s PayPal account. The minimum payment for Rewards is $25. For clarity, payment of Member Rewards will only be processed when the accrued balance reaches $25.

MAXIMUM ANNUAL REFERRAL REWARDS

Members may earn and accrue a maximum of $595 of Referral Rewards per calendar year. Cently reserves the right, in its sole and exclusive discretion, to increase this maximum for certain Members on an individual basis. If your referral earnings exceeds $595 in any calendar year please contact help@cently.com for consideration in a special program.

ACCOUNT CANCELLATION, INACTIVITY AND TERMINATION

Cancellation by Member: Members may cancel their Account at any time by choosing ‘Delete Account’ from the Account Settings tab located at https://www.cently.com/settings when logged into their membership portal. If a Member cancels his/her Account, any unredeemed Rewards in his/her Account will immediately be voided.

Inactivity: All accrued Rewards shall expire if no Qualifying Purchase is made through a Member’s Account for a consecutive period of one (1) year from the date of Member’s last Qualifying Purchase. Cently reserves the right to extend the expiration date, at its own discretion, on an individual Member basis. Notwithstanding the foregoing, in the event that a Member wishes to maintain their Account without making a Qualifying Purchase, Members can extend their expiration date by twelve (12) months by sending an email to help@cently.com from Member’s registered email address with the subject line “Please Maintain My Cently Account.”

Termination by Cently: Cently may terminate or suspend the entire Program or a Member’s Account at any time, in Cently’s sole discretion. Unredeemed Rewards in the Account may be voided if the terminated Member’s Account is found in breach of Terms.

MARKETING COMMUNICATIONS

By participating in the Cently Rewards Program, Member agrees to allow Cently to communicate via mail, email, phone, external websites and various other channels. If permission is granted by the Member, Cently may also communicate via text or mobile device. Cently may use these channels to communicate Member Account status, notify Member when they are eligible for a Reward, communicate Program changes, offer special Member promotions, offers, information and other messages that may be of interest to the Member.

SEPARATE TERMS AND CONDITIONS AND BENEFITS BY MERCHANTS

In addition to, and independent of these Cently Rewards Program Terms, Merchants may have their own terms and conditions, which describe specifically how Cently works with respect to purchases from that specific Merchant. Such third-party terms and conditions may describe things such as how you earn Rewards, which items are excluded from earning Rewards, and whether or not you need to link your Cently Account with the Merchant’s account in order to earn Rewards. In certain cases, the Merchant may also provide you with additional benefits that are not directly related to Cently (e.g., price discounts on certain items). Cently bears no liability under or responsibility for any Merchant-provided terms and conditions, or for any associated additional benefits, which are offered solely by the applicable Merchant, and may be changed or discontinued at the sole and exclusive discretion of such Merchant.

OUR RIGHT TO MONITOR YOUR ACCOUNT

You hereby grant Cently and its Merchants the right to monitor your Cently Account activity. We have the right to take any necessary legal action based on fraud, abuse, or suspicious activity in connection with your Cently Account or any of your activities relating to Cently, and you agree to cooperate with any such action or investigation. If you are engaged in such activity, you may be liable for monetary losses, including litigation and/or arbitration costs and damages. This section shall survive the termination of Cently, the Program, or your Account.

THE PROGRAM MAY BE SUSPENDED, CHANGED OR TERMINATED

Cently reserves the right, at its sole discretion and without prior notice, to suspend, change or terminate the Program, in whole or in part; to modify, limit or suspend the use of or redemption of Rewards in any respect; to modify or change redemption procedures, including the number of Rewards required for payment; to modify, limit or suspend the collection of Rewards, including but not limited to imposing time limits. We may give you notice of changes to the Program Terms & Conditions by posting an updated version of this page at https://www.cently.com/terms or via email. Cently may make these changes even though the changes may affect the value of Rewards already accumulated at any time, and from time to time. You understand and agree by participating in the Program that Cently can make these changes at any time, with or without notice. Cently reserves the right to terminate the program with six months' notice, without compensation. This means that regardless of the number of Rewards you accumulate in the Program, your right to accumulate and redeem Rewards can be terminated six months after Cently give you notice.

GENERAL CONDITIONS

Cashback Rewards will not be awarded if, in Cently’s reasonable opinion, the merchandise purchased will be used for resale or commercial use and any Rewards awarded on such purchases will be forfeited. Cently reserves the right to limit Rewards awarded with respect to any offer or promotion to reasonable household quantities. On a return and/or exchange, Rewards may be deducted from the Member’s Account that was used for the original purchase.

Cently’s decisions with respect to all aspects of the Program are final and binding on all participants without right of appeal. Any attempt by any Member to obtain more than the stated number of Rewards by using multiple/different email addresses, identities, registrations and logins, or any other methods will void that Member’s Rewards. Use of any automated system or service to participate is prohibited and will result in disqualification. In the event of a dispute as to any registration, the authorized account holder of the email address used to register will be deemed to be the Member. The “authorized account holder” is the natural person assigned an email address by an Internet access provider, online service provider or other organization responsible for assigning email addresses for the domain associated with the submitted address. Any automated computer receipt or statement of Account does not constitute proof of actual number of Rewards. Cently reserves the right to withdraw, amend or suspend the Program (or to amend these Terms & Conditions) in any way, in the event of an error, technical problem, computer virus, bugs, tampering, unauthorized intervention, fraud, technical failure or any other cause beyond its reasonable control. Any attempt to deliberately damage or to undermine the legitimate operation of the Program in any way is a violation of criminal and civil laws and should such an attempt be made, and Cently reserves the right to seek remedies and damages to the fullest extent permitted by law.

PRIVACY

By participating in the Program, each Member expressly consents to the storing, sharing and using the personal information in accordance with the privacy policy found at https://www.cently.com/privacy.

DISPUTE RESOLUTION

Cently hopes to answer all your questions and most concerns can be resolved quickly and to your satisfaction by contacting us at help@cently.com. If, however, there is an issue that needs to be resolved it must be resolved through final, binding arbitration. This obligation applies regardless of whether the claim or dispute involves a tort, fraud, breach of contract, misrepresentation, product liability, negligence, violation of a statute, or any other legal theory. Included are all claims arising out of or relating to any aspect of our relationship; claims that may arise after the termination of this agreement. All arbitrations shall be conducted on an individual (and not a class-wide) basis and an arbitrator shall have no authority to award class-wide relief. You acknowledge and agree that this specifically prohibits you from commencing arbitration proceedings as a representative of others or joining in any arbitration proceedings brought by any other person.

Member agrees that (1) any and all disputes and causes of action arising out of or connected with the Program, shall be resolved individually, without resort to any form of class action, and exclusively by final and binding arbitration under the rules of JAMS and held at the JAMS regional office nearest the Member; (2) the Federal Arbitration Act shall govern the interpretation, enforcement and all proceedings at such arbitration; and (3) judgment upon such arbitration award may be entered in any court having jurisdiction. Under no circumstances will any Member be permitted to obtain awards for, and Member hereby waives all rights to claim, punitive, incidental or consequential damages, or any other damages, including attorneys' fees, other than Member's actual out-of-pocket expenses (i.e., costs associated with participating in the Program), and Member further waives all rights to have damages multiplied or increased. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the Member and Sponsor in connection with the Program, shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to any choice of law or conflict of law rules (whether of the State of New York or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of New York.

Members are advised that California Civil Code § 1542 provides that: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. By participating in the Program, you, on behalf of himself/herself and his/her heirs, successors, assigns, agents and representatives, acknowledges that he/she understands the significance and consequences of California Civil Code § 1542 and, to the extent it may be applicable, hereby waives the benefits of its provisions, with the intent that the releases and waivers of liability in this section shall include claims known or unknown, and unknown and unsuspected.

QUESTIONS:

In the event of any discrepancy or inconsistency between these Terms & Conditions and any other statement contained in any Program-related materials, these Terms & Conditions shall prevail, govern and control to the fullest extent permitted by law.

If you have any questions regarding the Program, Cently can be contacted by email at help@cently.com.

DATE LAST MODIFIED: 09/10/2021

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