Billd Rewards Program Terms & Conditions

Last Modified: September 26, 2024

These terms and conditions govern the Rewards Program (the “Rewards Program”) of Billd, LLC and its affiliate Billd Exchange, LLC (collectively, “Billd”). These terms and conditions will establish an agreement (the “Agreement”) that is binding on Billd and on all participants in the Rewards Program. By using, participating in, or receiving the benefit of any portion of the Rewards Program, a participant (“Company”) agrees to be bound by this Agreement.

To participate in the Rewards Program, Company must receive an invitation from Billd, Company must be a non-governmental business entity in the United States, and a person of legal age with authority to act on behalf of and legally bind Company must accept this Agreement on behalf of Company.

The Rewards Program

Reward dollars are accrued based on Company’s total Purchase Amounts funded by Billd for purchases under Billd’s Material Financing and/or Pay App Advance programs per calendar month. Purchases that are priced differently than the account approved pricing (e.g. waived PAA fees) do not count towards total funded Purchase Amounts, and each Purchase has to meet a minimum duration (10 days for Material Financings, 10 days for Pay App Advance financings) in order to count towards total funded Purchase Amounts. Determinations regarding eligibility toward total funded Purchase Amounts will be made in Billd’s sole and absolute discretion.

Reward dollars will be awarded as follows:

Additionally, reward dollars can be accrued for the following activities:

• Company makes a new customer referral that results in new customer activation: $500 per activated referral
• Company enrolls in RDC payment for Pay App Advance financings for deals over $50,000: $200 per qualifying deal

Reward dollars will be issued via a virtual debit card in the name of Company (or, if necessary due to restrictions implemented by Billd’s third-party provider, in the name of an owner of Company (“Owner”)) on or around the 15th day of the month following the month in which eligible Purchase Amounts are funded. Company must be in good standing with Billd in order to receive reward dollars, meaning that Company cannot be on purchase hold for any reason, be in arrears on payments, be in default or otherwise in violation of Billd’s program agreements or be terminated. Any Company that has been terminated as a Billd customer will forfeit any existing funds on its virtual debit card.

Additional Terms and Conditions

The Rewards Program is not available in all countries or locations. Participation in the Rewards Program is unauthorized in any jurisdiction where all or any portion of this program may violate (or may cause Billd to violate) any legal requirements, and Company agrees not to participate if it is located in any such jurisdiction. The Rewards Program is for commercial use. Company agrees that Company is not using (and will not use) the Rewards Program for or on behalf of any third party or for any individual purpose. Company agrees that Billd’s decisions regarding the Rewards Program and Company’s participation in it are made in Billd’s sole and absolute discretion, are final and binding and Company agrees to abide by all such decisions.

Billd reserves the right to terminate the Rewards Program at any time or to discontinue Company’s participation in the Rewards Program at any time, in which case Company will forfeit any accrued reward dollars. Billd reserves the right to amend this Agreement at any time, with or without advance notice to Company.

Billd disclaims all responsibility for any loss, injury, claim, liability, or damage of any kind resulting from, arising out of, or in any way related to the Rewards Program, including but not limited to the acts or omissions of any third party associated with the Rewards Program.

Company acknowledges and agrees that Billd has engaged a third-party vendor to issue all virtual debit cards with reward dollars. Company’s receipt of any reward dollars or the virtual debit card issued with respect thereto requires Company to agree to certain cardholder agreements and other terms and conditions applicable to the virtual debit card, in each case, as presented by such vendor. Company’s failure to agree to such agreements or terms and conditions shall result in a forfeiture of all reward dollars and the termination of Company’s participation in the Rewards Program. In the event that a debit card is issued in the name of Owner, by accepting said debit card, Owner hereby agrees and warrants that the funds contained on the debit card will be transferred to Company or used only on behalf of Company or for the benefit of Company. None of the rewards dollars may be used for personal, family, household or other non-business purposes.

THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED UNDER THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES. AS A CONDITION OF PARTICIPATING IN THIS REWARDS PROGRAM, COMPANY AGREES THAT ANY AND ALL DISPUTES WHICH CANNOT BE RESOLVED BY THE PARTIES, AND CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH THIS PROGRAM, SHALL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION, EXCLUSIVELY BEFORE A FEDERAL OR STATE COURT LOCATED IN AUSTIN, TEXAS HAVING JURISDICTION.

BILLD (ALONG WITH ITS AFFILIATES, AND ANY OFFICER, DIRECTOR, EMPLOYEE, SUBCONTRACTOR, AGENT, SUCCESSOR, OR ASSIGN OF ANY OF THEM) SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES AND LOST PROFITS OR SAVINGS) IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH REWARDS PROGRAM, REGARDLESS OF ANY NEGLIGENCE, WHETHER SUCH DAMAGES WERE FORESEEABLE OR WHETHER CUSTOMER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BILLD’S MAXIMUM AGGREGATE LIABILITY TO COMPANY UNDER THIS AGREEMENT SHALL NOT EXCEED THE SUM OF ALL REWARD DOLLARS EARNED BY COMPANY UNDER THIS AGREEMENT.

The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision. In the event that any provision in this Agreement is determined to be invalid or otherwise unenforceable or illegal, all other provisions in this Agreement shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or illegal provision were not contained herein. Billd’s failure to enforce any provision in this Agreement shall not constitute a waiver of that provision.

Company agrees that Company is solely responsible for all applicable federal or state withholding or associated taxes with respect to the Rewards Program.