This Rewards Program agreement (“Rewards Agreement”) is entered into by and between DivvyPay, LLC, an affiliate of Bill.com, LLC (together, “Bill” or “we”) and the Company (“you”, and “your”).
1. Bill Rewards: You may be eligible to receive points from Bill for all purchases made with the Bill charge card, excluding any (i) cash advances, (ii) Reversed Transactions (defined below), (iii) purchases that incur a (a) Foreign Currency Transaction Fee or (b) Cross Border Transaction Fee, (iv) bill payment transactions submitted through 3rd parties (e.g. Melio or Plastiq transactions) and (v) Declined Transactions (defined below) (“Net Purchase(s)”), subject to and according to the details outlined herein (“Points”)(“ Bill Rewards”). A Declined Transaction occurs when a payment is submitted, but not successfully completed. This may occur for one of the following reasons: i)a Recipient does not accept card payment ii) Account or card has insufficient budget or credit limit iii) Transaction is rejected by Bill .
2. Eligibility for the Rewards Program: To be eligible for the Reward Program, the Bill Account must be continuously in good standing, you must maintain a linked account, all user spend must be on behalf of Company and affiliated and authorized by Company. If your Bill account is not in good standing for any reason, or we determine in our sole discretion that you are abusing or misusing the Rewards program or have otherwise violated our Services or any other applicable Bill terms, you may be ineligible to earn or redeem Rewards and may forfeit any or all Rewards previously earned. We may condition, restrict, limit or revoke Rewards in our sole discretion.
3. Points Accrual: Points are accrued for Net Purchases on a per-transaction basis, and therefore the Point accrual cannot be determined until Net Purchases are completed or cleared. Reversed transactions, which include but are not limited to merchant reversals, chargebacks, or credits (“Reversed Transactions”) may accrue negative Points when completed and cleared, and shall reduce the number of Points available in your account. Points are accrued based on the Bill Rewards offered and maybe subject to the multipliers table found here (“Bill Rewards Table”), which is subject to adjustments and restrictions without notice.. The Bill Rewards Table may be updated at any time, in Bill’s sole and absolute discretion.
5. Points Conversion and Redemption: For your first twelve (12) months as a customer of Bill, beginning on the date of your first Net Purchase, all Points accrued by you will be aggregated on an annual basis, not subject to conversion or redemption by you until twelve (12) months after the date of your first Net Purchase (“Initial Period”). After your Initial Period, Points may be converted and redeemed from Points to the following uses, at any time, subject to the limitations described herein (“Redemption Event”):
You may complete a Redemption Event by visiting the rewards dashboard in your account and completing the required steps to convert and redeem Points. Any Points accrued during a calendar month will not be eligible for a Redemption Event until after the last calendar day of the month in which such Points are accrued. The conversion and redemption of Points pursuant to a Redemption Event shall be completed within fifteen (15) business days of submitting a Redemption Event. Notwithstanding the foregoing, for a travel expense to be eligible for a Travel Reimbursement (“Travel Expense”), you must use your Bill charge card to pay for any such Travel Expenses. Notwithstanding the foregoing, in connection with a Travel Reimbursement Redemption Event, if we do not receive evidence that your Bill charge card was used for Travel Expenses in a timely manner, we may (i) cancel the Travel Reimbursement Redemption Event.
Visit the rewards dashboard in your account for additional information regarding how your Points will convert into the above rewards categories, which conversion process and rates are subject to change at any time, in Bill’s sole and absolute discretion.
5. Promotional Rewards: Bill may allow you to (i) accrue promotional Points, which are described as an increase in the rate at which you may accrue Points over the ordinary rate in which you would otherwise accrue points absent the promotional feature (“Promotional Points”) or (ii) or earn alternative cashback (“Alternative Cashback”) (together, “Promotional Rewards”). Any Promotional Rewards will be determined on a case-by-case basis. Promotional Rewards may not be used with any other offer. Promotional Rewards may include, but are not limited to you (i) meeting an agreed-upon spending target during the promotional period, (ii) selecting a specific Billing Cycle during the promotional period, (iii) executing the ACH Authorization Agreement (Enrollment in Auto-Pay Program) during the promotional period or (iv) complying with any other requirements outlined in writing between the parties. Unless otherwise agreed upon in writing, Bill may rescind the Promotional Rewards at any time in Bill’s sole discretion and without notice to you. Bill must notify you of the details of any applicable Promotional Rewards in writing, which you must agree to in writing, before you may earn any Promotional Rewards. If you fail to meet the eligibility requirements for Promotional Rewards during the promotional period as outlined in writing, you may not be eligible for any Promotional Rewards during the promotional period.
6. Effect of Billing Cycle Selection: You have the option to select a billing cycle, which is the periodicity when your Bill charge card account balance is billed (“Billing Cycle”). Billing cycle options include (i) Weekly, (ii) Semi-monthly or (iii) Monthly. Any other billing cycle option will be treated as Weekly. Your selection of Billing Cycle will dictate that structure under which you will accrue Points, as outlined in the Rewards Table, subject to the terms and restrictions found herein.
7. Points and Early Termination: We reserve the right to (i) revoke and remove all accrued Points from your account and (ii) limit your ability to complete a Redemption Event if you are no longer a customer of Bill at the end of the Initial Period, regardless of your total Net Purchases and Point accrual during the Initial Period.
8. Qualifying MCC, NAICS and SIC Codes and Points: Only Net Purchases made with the following MCC, NAICS and SIC codes shall be eligible for Points multipliers as specifically described in the Bill Rewards Table.
All other Net Purchases, regardless of category, which fall outside of the above described MCC, NAICS or SIC codes, shall only be eligible for Points accrual at the standard or lowest multiplier associated with your selected Billing Cycle.
10. Bill Solely Responsible: Bill is solely responsible for administration of the Bill Rewards program described herein and the payment of all amounts or benefits due to you under this section. The issuing bank is not a party to this Rewards Agreement and this Rewards Agreement does not affect, modify, or amend any terms and conditions, including the charge card terms and conditions, of any other agreement you have with the issuing bank. You agree to look exclusively to Bill in the event of any dispute arising out of or relating to the Bill Rewards program described herein or the amounts paid or payable to you hereunder.
11. Miscellaneous Provisions: