MERCHANT TERMS OF SERVICE

Last Amended: November 16, 2023

These Merchant Terms of Service (“Merchant Terms”) govern the use of the Pen to Paper Co. ("Fondue," "we," "us," or "our") cashback reward app (“App”), available on Shopify. By accessing our website, using the Rebate Program (as defined below), or installing and using the App, you (“Merchant”, “you” or “your”) agree to be governed by these Merchant Terms and any additional terms or policies incorporated herein, including the Privacy Policy (collectively the "Agreement”). If you have consumers from the EU, EEA or UK, please note the Data Processing Agreement (“DPA”) will govern any processing of “Personal Data” as such term is defined under the General Data Protection Regulations (“GDPR”) by Fondue of behalf of Merchant.

ACCEPTANCE OF THE AGREEMENT: BY ACCEPTING THESE TERMS, USING THE REBATE PROGRAM, OR INSTALLING THE APP YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, ORGANIZATION OR ANOTHER LEGAL ENTITY, YOU ARE AGREEING TO THIS AGREEMENT FOR THAT ENTITY AND REPRESENTING TO US THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THIS AGREEMENT, IN WHICH CASE THE TERMS “MERCHANT”, “YOU”, OR “YOUR” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THIS AGREEMENT, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT ACCESS NOR USE THE APP AND REBATE PROGRAM. THIS AGREEMENT GOVERNS YOUR ACCESS TO, AND USE OF, THE APP OPERATED OR PROVIDED BY FONDUE.

1. REBATE PROGRAM

1.1 Fondue offers services for Merchants to provide Rewards (as defined in this Section) to their customers and shoppers as part of loyalty programs and promotions (the “Rebate Program”). Following the execution of a qualifying purchase of goods or services from a Merchant (“Eligible Transaction”), the shopper will be able to receive a promotional gift card (“Promotional Gift Card”), virtual prepaid Visa promotional gift card (“Prepaid Promotional Card”), or a discount coupon (“Coupon,” and together with Promotional Gift Cards and Prepaid Promotional Cards, each a “Reward”), subject to the shopper’s election. The Rebate Program is available to qualified Merchants and can be integrated into Merchant’s mobile or web ecommerce platform (“Merchant Asset”). The Merchant may access and manage the Rebate Program through Shopify or the Admin Account. The implementation is subject to and in accordance with Fondue technical instructions and documentations, guidance provided by the onboarding team, and the help center, available at help.getfondue.com (“Documentation”) as provided and revised from time to time.

1.2 We reserve the right, at our sole discretion, to modify, update, remove or disable access to the Rebate Program without notice to you, and we will not be liable to you if we exercise those rights. When you purchase a subscription for the Rebate Program, you are purchasing the right to use that Rebate Program as of the time you purchase that subscription. You are not paying for the right to any updates, upgrades, or future versions of the Rebate Program, though we may make such updates, upgrades, or future versions available to you at our sole discretion. We do not warrant, represent or undertake to provide any updates and in no event shall we be liable to you for our failure to do so.

2. REGISTRATION

2.1 The Merchant must register and create an account to access the admin account, available at https://getfondue.com/brand-admin (“Admin Account”). The Merchant is responsible for ensuring that your account information is accurate and up-to-date, and for protecting and safeguarding your account credentials. The Merchant shall notify us immediately if any actual or suspected loss, theft or unauthorized use of your username and password or any security incident occurs in the Merchant account. We are not responsible for verifying your identity or the identity of anyone who uses the Merchant account, and we are not liable for any loss or damage as a result of unauthorized use of the Merchant account. While we work hard to ensure secure systems, we cannot guarantee that unauthorized third parties will not be able to defeat our security measures. If you believe that your account has been compromised, you will notify Fondue immediately at support@getfondue.com.

3. INTELLECTUAL PROPERTY RIGHTS & LICENSE GRANT

3.1 The Rebate Program, App, and this website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Fondue, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. Except as expressly authorized under this license, you may not: (a) copy, modify, or create derivative works of the App or Rebate Program, in whole or in part; (b) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the App or Rebate Program; (c) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the App or Rebate Program, in whole or in part; (d) remove any proprietary notices from the App or Rebate Program; (e) use the App or Rebate Program in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law; and (f) combine or integrate the App or Rebate Program with any software, technology, services, or materials not authorized by us.

3.2 Subject to the terms and conditions herein, Fondue shall make the App and Rebate Program available to Merchant and hereby grants the Merchant a non-transferable, nonexclusive, worldwide license, during the term of the Agreement to use and embed the technology within the Merchant Asset.

3.3 Subject to the terms and conditions of this Agreement, the Merchant hereby grants to Fondue a non-exclusive, non-sublicensable, non-transferable right and license to use the Merchant’s brand marks, logos, trademarks, tradenames, etc. associated with the Merchant Asset and the Merchant goods or services (“Brand Marks”) which shall be used solely in accordance with the Merchant’s guidelines.

4. RESPONSIBILITIES

4.1 You agree and acknowledge that you have read and will comply with (i) the terms and conditions of this Agreement, (ii) all applicable laws, rules, and regulations, including with regard to the offering, marketing, labeling, redemption, and expiration of Rewards, and (iii) all guidelines, standards, and requirements that may be posted on www.getfondue.com from time to time. You are responsible for ensuring that expiration date and/or any other limitations are appropriately displayed on the face of your Rewards.  Fondue may request, and in response you must provide, confirmation of your compliance with this provision.

4.2 You may not use the App or Rebate Program in connection with or to promote any products, services, or materials that constitute, promote, or are used primarily for the purpose of dealing in spyware, adware, or other malicious programs or code, counterfeit goods, hate materials, hacking, surveillance, interception, or descrambling equipment, libelous, defamatory, obscene, pornographic, abusive, or otherwise offensive content, stolen products, and items used for theft, hazardous materials, or any illegal activities. You agree not to use the App or Rebate Program for processing fraud or any illegal transactions or for any form of attempted or actual money laundering. The Merchant represents, warrants that the business carried by the Merchant is a legitimate, lawful business and the Merchant is not engaged, and will not engage in any illegal activity, including any goods or services promoted and sold through the Merchant Assets (“Merchant Services”).

4.3 You agree to implement the App and Rebate Program in accordance with the Documentation and shall provide at least a reasonable level of protection of its network infrastructure in order to prevent any compromise of its systems and data. The Merchant shall install needed updates and shall comply with reasonable instructions as provided from time to time by Fondue.

4.4 Prior to completing any Eligible Transaction, the Merchant shall: (i) conduct any required due diligence, including know-your-customer; provide all required disclosures and disclaimers including without limitation any applicable FTC guidelines; and provide full transaction details in compliance with applicable laws, rules, and regulations; (ii) display terms and conditions of sale including the Merchant's delivery policy, return and cancellation policies (which policies shall at all times comply with applicable law); (iii) display any terms applicable to the Rewards, such as expiration dates or limitations on Reward redemption; and (iv) display the applicable Redemption Terms and the applicable rebate redemption form, as applicable.

4.5. Fondue shall provide the shopper with the Reward solely after (i) the completion of an Eligible Transaction; (ii) the expiration of any applicable period of time designated as a holding period by the Merchant to Fondue and displayed in any terms and conditions of sale Merchant presents to shoppers (“Holding Period”); and (iii) the customer completes the rebate redemption process in compliance with the Rebate Promotion Terms and Conditions

4.6 The Merchant must provide Fondue with any information that we reasonably request in accordance with our privacy policy (i) in connection with this Agreement or your use of the services set forth herein, about you or your business activities, including updated business records or financial statements; and (ii) needed in order for Fondue to enable the shopper to redeem the requested Reward. This information includes personal information, such as contact information and the Merchant Services purchased.

5. REPRESENTATION AND WARRANTIES

‍5.1 Each party hereby represents and warrants (i) that it is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation or organization; (ii) that the execution and performance of this Agreement will not conflict with or violate any provision of any law having applicability to such party; and (iii) that this Agreement, when executed and delivered, will constitute a valid and binding obligation of such party and will be enforceable against such party in accordance with its terms.

5.2 The Merchant represents and warrants (i) that it has the right to disclose and provide to Fondue any data provided pursuant to this Agreement; (ii) that it has provided and will provide all notices and has obtained and will obtain all consents required to disclose the data provided to Fondue pursuant to this Agreement and for Fondue to use the data in accordance with this Agreement.

5.3 Merchant represents and warrants that (i) no materials of any kind submitted to Fondue by the Merchant will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libelous, defamatory or otherwise unlawful material; and (ii) its activities under this Agreement will comply with all applicable laws, rules and regulations. The Merchant will be solely responsible for ensuring that its policies and its use of the Rebate Program comply with applicable laws regarding the same.

5.4 Merchant represents and warrants that it is subscribing to the Rebate Program for its own use only and not for resale. 

6. FEES AND EXPENSES; PAYMENTS

6.1 Free Trial: Your Subscription may start with a 30-day free trial period (“Free Trial”) following which the Paid Subscription will begin. A Free Trial may not be used more than once per Merchant. Eligibility for a free trial will be determined by Fondue in its sole discretion. You acknowledge and agree that you will automatically be transferred to a paid subscription plan at the end of the Free Trial unless you cancel your subscription before the first payment, as permitted by applicable law, in which case you will not be charged and your subscription will be canceled.

6.2 Paid Subscription: In consideration of the Rebate Program the Merchant shall pay a fixed monthly fee as priced on the Shopify store (“Paid Subscription”). Subscription fees are recurring and paid in advance. The Rebate Program can be canceled at any time, and such cancelation will take effect at the end of the currently paid-for period. Fondue does not provide refunds or partial refunds. All sales are final.

6.3 Usage-Based Charges: In addition to the recurring Paid Subscription, you will be required to pay the entire amount of any redeemed Prepaid Promotional Card within seven (7) days. This payment is in addition to, and not part of, the Paid Subscription and can be made through any payment method offered by Fondue, though certain methods may incur an additional fee. In the event the shopper has received a refund for its purchase of the Merchant Services within the Holding Period, such shopper shall not be eligible to receive the portion of the Prepaid Promotional Card attributable to the refunded amount, and Fondue shall refund or credit the Merchant any portion of the Prepaid Promotional Card for which the shopper is not eligible within thirty (30) days.

6.4 Taxes: The Merchant will be responsible for payment of any applicable sales, use and other taxes and all applicable export and import fees, customs duties and similar charges (other than taxes based on Fondue’s income), and any related penalties and interest for the grant of license rights hereunder, or the delivery of related services. The Merchant will make all required payments to Fondue free and clear of, and without reduction for, any withholding taxes. Any such taxes imposed on payments to Fondue will be the Merchant’s sole responsibility, and the Merchant will, upon Fondue’s request, provide Fondue with official receipts issued by the appropriate taxing authorities, or such other evidence as Fondue may reasonably request, to establish that such taxes have been paid.

7. TERM AND TERMINATION

7.1 The term of this Agreement will commence on the date the Merchant first signs up for the Rebate Program by entering into a Free Trial or Paid Subscription and shall continue until terminated by either party at any time. Any cancelation of the Paid Subscription shall be deemed termination of the Agreement.

7.2 Upon any termination of this Agreement, (i) the Merchant will immediately discontinue all use of the Rebate Program and any Fondue Confidential Information; (ii) Merchant will delete any of the other party’s Confidential Information from computer storage or any other media including, but not limited to, online and off-line libraries; and (iii) Merchant will pay to Fondue all amounts due and payable to Fondue hereunder within 3 business days including, for the avoidance of doubt, the value of any Prepaid Promotional Cards or of any earned but not yet redeemed promotional balance.

7.3 The provisions intended to survive the termination of this Agreement shall survive any termination or expiration of this Agreement.

8. CONFIDENTIAL INFORMATION

8.1Confidential Information” means all written or oral information, disclosed by either party to the other, related to either party or a third party that has been identified as confidential or that by the nature of the circumstances surrounding disclosure ought reasonably to be treated as confidential. Without limiting the foregoing, for purposes of this Agreement, the App and Rebate Program will be deemed Confidential Information of Fondue.

8.2 The parties acknowledge that during the performance of this Agreement, each party will have access to certain of the other party’s Confidential Information or Confidential Information of third parties that the disclosing party is required to maintain as confidential. Both parties agree that all items of Confidential Information are proprietary to the disclosing party or such third party, as applicable, and will remain the sole property of the disclosing party or such third party. Each party agrees as follows: (i) to use Confidential Information disclosed by the other party only for the purposes described herein; (ii) that such party will not reproduce Confidential Information disclosed by the other party, and will hold in confidence and protect such Confidential Information from dissemination to, and use by, any third party; (iii) to restrict access to the Confidential Information disclosed by the other party to such of its personnel, agents, or consultants, if any, who have a need to have access and who have been advised of and have agreed in writing to treat such information in accordance with the terms of this Agreement; and (iv) to return or destroy, all Confidential Information disclosed by the other party that is in its possession upon termination or expiration of this Agreement. Notwithstanding the foregoing, Fondue may retain Confidential Information as required by applicable law or as needed to fulfill any Reward or maintain necessary records in connection with such Reward.

8.3 The provisions of this Section will not apply to Confidential Information that (i) is publicly available or in the public domain at the time disclosed; (ii) is or becomes publicly available or enters the public domain through no fault of the recipient; (iii) is rightfully communicated to the recipient by persons not bound by confidentiality obligations with respect thereto; (iv) is already in the recipient’s possession free of any confidentiality obligations with respect thereto at the time of disclosure; (v) is independently developed by the recipient; or (vi) is approved for release or disclosure by the disclosing party without restriction. Notwithstanding the foregoing, each party may disclose Confidential Information to the limited extent required (a) in order to comply with the order of a court or other governmental body, or as otherwise necessary to comply with applicable law, provided that the party making the disclosure pursuant to the order shall first have given written notice to the other party and made a reasonable effort to obtain a protective order; or (b) to establish a party’s rights under this Agreement, including to make such court filings as it may be required to do.

9. DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY

9.1 EXCEPT AS EXPRESSLY REPRESENTED OR WARRANTED AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TECHNOLOGY, APP, WEBSITE, AND SERVICE PROVIDED BY FONDUE ARE PROVIDED “AS IS,” AND FONDUE AND ITS LICENSORS AND SUPPLIERS DISCLAIM ANY AND ALL OTHER PROMISES, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, QUIET ENJOYMENT, SYSTEM INTEGRATION AND DATA ACCURACY. FONDUE, ON BEHALF OF ITSELF AND ITS LICENSORS AND SUPPLIERS, DOES NOT WARRANT THAT THE TECHNOLOGY AND SERVICE PROVIDED BY FONDUE WILL MEET MERCHANT’S REQUIREMENTS OR THAT THE OPERATION OF THE REBATE PROGRAM WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED.

9.2 IN NO EVENT WILL FONDUE BE LIABLE TO MERCHANT FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, REGARDLESS OF THE NATURE OF THE CLAIM, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, COSTS OF DELAY, ANY FAILURE OF DELIVERY, BUSINESS INTERRUPTION, COSTS OF LOST OR DAMAGED DATA OR DOCUMENTATION, OR LIABILITIES TO THIRD PARTIES ARISING FROM ANY SOURCE, EVEN IF FONDUE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION UPON DAMAGES AND CLAIMS IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE. THE CUMULATIVE LIABILITY OF FONDUE TO MERCHANT FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT, OR STRICT LIABILITY, WILL NOT EXCEED THE TOTAL AMOUNT OF ALL FEES PAID TO FONDUE BY MERCHANT DURING THE TWELVE (12)-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR EVENT GIVING RISE TO SUCH LIABILITY. THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE PROVEN INEFFECTIVE.

9.3 The Merchant acknowledges and understands that the disclaimers, exclusions and limitations of liability set forth in this Section form an essential basis of the agreement between the parties, that the parties have relied upon such disclaimers, exclusions and limitations of liability in negotiating the terms and conditions in this Agreement, and that absent such disclaimers, exclusions and limitations of liability, the terms and conditions of this Agreement would be substantially different.

10. INDEMNIFICATION

10.1 Fondue’s Indemnity Obligations: Fondue agrees to indemnify, defend and hold harmless the Merchant from and against any and all losses, liabilities, costs (including reasonable attorneys’ fees) or damages resulting from any claim by any third party that the Rebate Program infringes or misappropriates, as applicable, such third party’s copyrights or trade secret rights under applicable laws of any jurisdiction within the United States of America, provided that the Merchant promptly notifies Fondue in writing of the claim, cooperates with Fondue, and allows Fondue sole authority to control the defense and settlement of such claim. If such a claim is made or appears possible, the Merchant agrees to permit Fondue, at Fondue’s sole discretion, to modify or replace any such infringing material to make it non-infringing. If Fondue determines that such modification is not reasonably available, the Merchant shall, upon written request from Fondue, cease use of, and, if applicable, return, such materials as are the subject of the infringement claim. This Section shall not apply if the alleged infringement arises, in whole or in part, from (i) modification of the Rebate Program by Merchant or any third party; (ii) combination, operation or use of the Service with other software, hardware or technology not provided by Fondue; (iii) the Brand Marks, Merchant Goods and Services; (iv) breach of the representations or warranties under this Agreement; or (v) use of a superseded or altered release of the Rebate Program, if such infringement would have been avoided by the use of a then-current release of the Rebate Program, and if such then-current release has been made available to the Merchant.

10.2 Merchant’s Indemnity Obligations: The Merchant agrees to hold, harmless, indemnify, and, at Fondue’s option, defend Fondue from and against any losses, liabilities, costs (including reasonable attorneys’ fees) or damages resulting from (i) Merchant’s negligence or willful misconduct; or (ii) Merchant’s use of the App or Rebate Program in a manner not authorized or contemplated by this Agreement. Merchant will not settle any third-party claim against Fondue unless such settlement completely and forever releases Fondue from all liability with respect to such claim or unless Fondue consents to such settlement, and further provided that Fondue will have the right, at its option, to defend itself against any such claim or to participate in the defense thereof by counsel of its own choice.

11. MISCELLANEOUS

11.1. Entire Agreement: This Agreement sets forth the entire agreement and understanding between the parties hereto with respect to the subject matter hereof and, except as specifically provided herein, supersedes and merges all prior oral and written agreements, discussions and understandings between the parties with respect to the subject matter hereof, and neither of the parties will be bound by any conditions, inducements or representations other than as expressly provided for herein.

11.2. No Joint Venture: Merchant and Fondue act and will act at all times as independent contractors, and, except as expressly set forth herein, nothing contained in this Agreement will be construed or implied to create an agency, partnership, joint venture or employer and employee relationship between them. Except as expressly set forth herein, at no time will either party make commitments or incur any charges or expenses for, or in the name of, the other party.

11.3. Notice: All notices required by or relating to this Agreement shall be in writing and shall be sent through email correspondence to the email address provided by Merchant during the registration or currently listed as the active email address for the Admin Account.

11.4 Assignment: The parties acknowledge that the covenants set forth in this Agreement are intended solely for the benefit of the parties, their successors and permitted assigns. Neither party shall assign any of its rights or delegate any of its duties under this Agreement without the express, prior written consent of the other party and, absent such consent, any attempted assignment or delegation will be null, void and of no effect. Notwithstanding the foregoing, Fondue may assign this Agreement, without consent, to an affiliate or in connection with a merger, sale, transfer or other disposition of all or substantially all of its stock or assets. Nothing herein, whether express or implied, will confer upon any person or entity, other than the parties, their successors and permitted assigns, any legal or equitable right whatsoever to enforce any provision of this Agreement.

11.5 Severability: If any provision of this Agreement is invalid or unenforceable for any reason in any jurisdiction, such provision will be construed to have been adjusted to the minimum extent necessary to cure such invalidity or unenforceability. The invalidity or unenforceability of one or more of the provisions contained in this Agreement will not have the effect of rendering any such provision invalid or unenforceable in any other case, circumstance or jurisdiction, or of rendering any other provisions of this Agreement invalid or unenforceable whatsoever.

11.6 Waiver: No waiver under this Agreement will be valid or binding unless set forth in writing and duly executed by the party against whom enforcement of such waiver is sought. Any such waiver will constitute a waiver only with respect to the specific matter described therein and will in no way impair the rights of the party granting such waiver in any other respect or at any other time. Any delay or forbearance by either party in exercising any right hereunder will not be deemed a waiver of that right.

11.7 Force Majeure: Except with respect to payment obligations hereunder, if a party is prevented or delayed in performance of its obligations hereunder as a result of circumstances beyond such party’s reasonable control, including, by way of example, war, riot, fires, floods, epidemics, or failure of public utilities or public transportation systems, such failure or delay will not be deemed to constitute a material breach of this Agreement, but such obligation will remain in full force and effect, and will be performed or satisfied as soon as reasonably practicable after the termination of the relevant circumstances causing such failure or delay.

11.8 Governing Law: THIS AGREEMENT WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES THEREOF OR TO THE UNITED NATIONS CONVENTION ON THE INTERNATIONAL SALE OF GOODS. FOR PURPOSES OF ALL CLAIMS BROUGHT UNDER THIS AGREEMENT, EACH OF THE PARTIES HEREBY IRREVOCABLY SUBMITS TO THE EXCLUSIVE JURISDICTION OF THE STATE AND FEDERAL COURTS LOCATED IN THE STATE OF NEW YORK.

11.9 Amendment: We may, in our sole discretion, modify these Merchant Terms at any time by providing an updated version of these Merchant Terms at getfondue.com/merchant-terms and updating the “Last Amended” date at the top of this page. Such changes will be effective as of the date the updated Merchant Terms are posted to our website. You should review this page periodically to ensure you are familiar with the most current version of these Merchant Terms. Your continued use of the Rebate Program, our website, or the app after such revisions are posted will signify your agreement to these revised terms. If you do not agree to any of the provisions currently set forth, or set forth at some later date, your sole remedy is to cease use of the Rebate Program, our website, and our App.