This Corporate Card Rewards Program Agreement (“Agreement”) sets out the terms under which you may earn and redeem Rewards in connection with your use of Eligible Services (defined below).

This Agreement is between Stripe and you. As used in this Agreement, “we”, “us” or “our” refers to Stripe. Unless otherwise indicated, “you” and “your” refers to the entity that is registered for a Stripe Account and uses one or more Eligible Services. Unless otherwise indicated, capitalized terms used but not defined in this Agreement have the meanings given in the Stripe Services Agreement.

By earning or redeeming Rewards, you agree to abide by all of the terms of this Agreement. If you do not agree to abide by all of the terms of this Agreement, you may not earn or redeem Rewards or otherwise participate in the Rewards Program.

The Rewards Program is available only in connection with the Stripe Corporate Card and Stripe Atlas (the “Eligible Services”). Subject to the terms of this Agreement, the Rewards Program is available to users of Eligible Services who may also use or receive other Services, such as Payment Processing Services. The Rewards Program is not presently available to any entity or person that does not use an Eligible Service. However, we may make the Rewards Program available in connection with other Services in the future.

This Agreement is organized into several sections:

• Section 1 governs your eligibility to participate and your enrollment in the Rewards Program.
• Sections 2 and 3 govern how you earn and redeem different types of Rewards.
• Sections 4 governs our use of your Personal Data in connection with offering and delivering Rewards to you.
• Section 5 provides additional terms relevant to our offer and delivery of Rewards to you and our management of the Rewards Program, including terms governing how we change this Agreement.

1. Eligibility to Participate in the Rewards Program.

1.1 Eligibility. In order to participate in the Rewards Program, your Stripe Account and your Card Program Account, as applicable, must at all times remain in good standing. We may suspend or terminate your participation in the Rewards Program if you fail to comply with the terms of this Agreement or the Stripe Services Agreement. If you are a Card Program Accountholder, we may suspend or terminate your participation in the Rewards Program if you fail to pay your Account Statement on time or otherwise fail to comply with the terms of the Card Program Account Agreement. If you are a Stripe Atlas user, we may suspend or terminate your participation in the Rewards Program if you fail to comply with the terms of the Stripe Atlas Agreement.

1.2 Enrollment, Fees. You are automatically enrolled to participate in the Rewards Program by registering to use an Eligible Service. We do not charge any fees for your enrollment or participation.

2. Earning Cash Back Rewards.

2.1. Availability of Cash Back Rewards. Cash Back Rewards are available only in connection with the Stripe Corporate Card, and this Section 2 applies only to Card Program Accountholders.

2.2. Earning Cash Back Rewards. You will earn 1.5% cash back in the form of an Account Statement credit on all Charges for each Account Statement period.

2.3. Earning Cash Back Rewards Bonuses. In addition to the Cash Back Reward earning structure described above, we may from time to time offer opportunities for you to earn Bonuses in connection with Charges or other activity on your Card Program Account or Cards. If we offer Bonuses, we will provide you with the specific terms and conditions that govern the offer. Unless we tell you otherwise, a Bonus offer is inclusive of the Cash Back Reward offer described above. For example, if we offer a Bonus of 5% cash back on Charges at a particular merchant in the “Dining” Merchant Category, the 5% cash back you will earn in the form of an Account Statement credit on Charges at that merchant includes the 2% or 1% cash back you would ordinarily earn in the form of an Account Statement credit on Charges at that merchant under the Cash Back Rewards described above. You would not earn 5% cash back on Charges at the merchant in addition to the 2% or 1% cash back you would ordinarily earn on Charges at that merchant. We may change or eliminate Bonuses at any time.

2.4. Posting of Cash Back Rewards. In most cases, Account Statement credits for Cash Back Rewards will appear on the same Account Statement as the Charges for which you earned the Cash Back Rewards. In rare cases, Account Statement credits for Cash Back Rewards may appear on the next Account Statement after the Account Statement showing the Charges for which you earned the Cash Back Rewards. Cash Back Rewards and corresponding Account Statement credits that you earn on Charges may be net of applicable refunds, returns, and other Charge transaction reversals. If a Charge for which you earned Cash Back Rewards in a particular Account Statement period is the subject to a refund, return, or other Charge transaction reversal in a subsequent Account Statement period, we may withhold future Cash Back Rewards or post a debit entry on your Account Statement to satisfy the Account Statement credit we provided on the refunded, returned, or reversed Charge.

3. Earning and Redeeming Benefit Rewards.

3.1. Availability of Benefit Rewards, Earning Benefit Rewards. We may from time to time offer certain credits, discounts, or other benefits in connection with our Services or products or services of our Benefit Partners. Each such credit, discount, or benefit is referred to in this Agreement as a “Benefit Reward.” Specific terms and conditions may apply to the availability of a Benefit Reward and how you earn the Benefit Reward. For example, certain Benefit Rewards may be available only in connection with a particular Eligible Service, while other Benefit Rewards may be available in connection with any Eligible Service. Similarly, certain Benefit Rewards may be earned only by completing certain actions in connection with an Eligible Service, such as completing a certain USD$ value of Charges on a Card Program Account or referring a person or entity who successfully registers for and uses Stripe Atlas. When we offer a Benefit Reward, we will provide you with the specific terms and conditions that govern availability of the Benefit Reward and how the Benefit Reward may be earned.

3.2. Redeeming Benefit Rewards. You may view your Benefit Reward offers, as well as options and instructions for how to redeem your Benefit Reward offers, on your Dashboard. Only your Administrator may redeem your Benefit Rewards. Dashboard users with view-only access and Authorized Users of Cards may not independently redeem your Benefit Rewards. Benefit Rewards have no cash value, but the value to you of a Benefit Reward may vary depending on how it may or must earned and redeemed.

3.3. Specific Redemption Terms. Specific terms and conditions may apply to redemption and fulfillment of a Benefit Reward. For example, certain Benefit Rewards may be redeemed via your Dashboard, while other Benefit Rewards must be redeemed directly with a Benefit Partner. Similarly, certain Benefit Rewards may be fulfilled by Stripe, while other Benefit Rewards may be fulfilled by a Benefit Partner. When we offer a Benefit Reward, we will provide you with the specific terms and conditions that govern how the Benefit Reward may be redeemed and fulfilled. Sometimes you will be required to affirmatively accept these terms and conditions when you redeem a Benefit Reward. Even if you are not required to do so, by redeeming or accepting fulfillment of a particular Benefit Reward, you acknowledge that you have read and agreed to the applicable terms and conditions for that Benefit Reward. Please carefully read all terms and conditions before redeeming a Benefit Reward.

3.4. Targeted Benefit Rewards. We and our Benefit Partners may in our respective discretion offer certain Benefit Rewards to a specific, targeted group of entities or people who use Eligible Services (“Targeted Benefit Rewards”). If we offer you a Targeted Benefit Reward, we will provide you with the terms and conditions that govern how the Targeted Benefit Reward may be earned and redeemed, as applicable. Your opportunity to redeem a Targeted Benefit Reward may depend on your compliance with the applicable terms and conditions.

3.5. Modification and Retirement of Benefit Rewards. We may modify the terms governing availability, earning, and redemption of any Benefit Reward at any time without notice to you. We also may retire any Benefit Reward at any time without notice to you. Availability of any particular Benefit Reward at any particular time is not guaranteed.

4. Personal Data.

4.1. You may be required to provide Personal Data to us to redeem a Benefit Reward. If you redeem a Benefit Award that is offered or fulfilled in whole or in part by a third party (for example, a Benefit Partner), you authorize us to share your Personal Data with the third party to facilitate redemption and fulfillment of the Benefit Reward. For information about the Personal Data we obtain and collect, and how we share that Personal Data with third parties including Benefit Partners, please review our Privacy Policy.

4.2. You may be required to provide personal information directly to a Benefit Partner in order to redeem or receiving fulfillment of a Benefit Reward. For example, if redeeming a Benefit Reward involves making a purchase from a Benefit Partner, you may be required to provide personal information to the Benefit Partner for the purpose of completing the purchase transaction. A Benefit Partner’s use of personal information that you provide to the Benefit Partner is governed by the Benefit Partner’s privacy policy, and not our Privacy Policy.

5. Additional Legal Terms.

5.1. Term, Termination. This Agreement is effective when you are enrolled in the Rewards Program and earn or redeem any Rewards. This Agreement will terminate when you no longer use any Eligible Service, or when your Stripe Services Agreement is terminated for any reason. Stripe may terminate this Agreement or retire the Rewards Program at any time.

5.2. Changes to this Agreement. We may prospectively add to, delete, or amend this Agreement at any time. We reserve the right, subject to applicable law, to deliver to you any notice of changes to existing terms or the addition of new terms by posting an updated version of this Agreement or by delivering notice of changes to you electronically, and your continued earning or redemption Rewards will constitute acceptance of any such amendments and additions.

5.3. Taxes. You are solely responsible for taxes, if any, arising from or related to earned or redeemed. We will not report any income or earnings in connection with your Rewards unless we are expressly required to do so by law.

5.4. Forfeiture, Fraud and Abuse. Rewards are not your property. You may be required to forfeit any Reward if your Stripe Account or Card Program Account is closed for any reason or if we determine in our sole discretion that (a) you have not complied with this Agreement, the Stripe Services Agreement, the Card Program Account Agreement, or the Stripe Atlas Agreement, as applicable, or (b) you have not complied with the specific terms governing the Reward. Further, you may be required to forfeit any Reward if we determine in our sole discretion that (i) you have engaged in fraud or misrepresentation with respect to earning or redeeming the Reward, (ii) you have abused or misused any offer of any Reward or the Rewards Program, or (iii) you are otherwise not entitled or intended to receive the Reward. You may not transfer any Reward to any third party, including any of your affiliates or subsidiaries. If you attempt to transfer any Reward by law or agreement, the transfer will be void, and you will forfeit your Rewards.

5.5. Limitation of Liability. Under no circumstances will we be responsible or liable to you for any indirect, punitive, incidental, special, consequential, or exemplary damages resulting from your use or inability to use the Rewards Program or Rewards, or for the unavailability of the computer systems we use to provide the Rewards Program to you; or for lost profits, personal injury, or property damage, or for any other damages arising out of, in connection with, or relating to this Agreement or your use of the Points or Rewards, even if such damages are foreseeable, and whether or not you have been advised of the possibility of such damages. Our maximum liability to you for direct damages under this Agreement is limited to the lesser of any amount paid by your to Stripe for Rewards in the 12 months preceding the event that is the basis of your claim or USD$500.

5.6. Indemnification. You will, at your own expense, hold harmless, defend, protect, and indemnify us from and against all losses, claims, breaches, suits, damages, liabilities, costs, charges, reasonable attorneys’ fees, judgments, fines, court costs and expenses, amounts paid in settlement, and all other liabilities of every nature, kind, and description regardless of the form of action or legal theory incurred by us, related to any action or threatened action, suit, claim, proceeding or regulatory action, regardless of merit brought by any third party against us caused or incurred by, resulting from, arising out of, or related to your: (a) material breach of any obligation, representation, warranty or covenant in this Agreement; (b) any actual or alleged infringement, violation, or misappropriation of a third party’s intellectual property or proprietary rights; (c) gross negligence, fraud or intentional misconduct; or (d) violation of applicable law.

5.7. No Warranties.

a) WE PROVIDE THE REWARDS PROGRAM “AS IS” AND “AS AVAILABLE,” WITHOUT ANY EXPRESS, IMPLIED, OR STATUTORY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR ANY OTHER TYPE OF WARRANTY OR GUARANTEE. NO DATA, DOCUMENTATION, OR ANY OTHER INFORMATION PROVIDED BY STRIPE OR OBTAINED BY YOUR FROM OR THROUGH THE REWARDS PROGRAM CREATES OR IMPLIES ANY WARRANTY FROM STRIPE TO YOU.

b) REWARDS PROVIDED BY BENEFIT PARTNERS AND OTHER THIRD PARTIES ARE NOT PROVIDED OR CONTROLLED BY STRIPE. STRIPE DISCLAIMS ALL LIABILITY RELATED TO FAILURES OR LOSSES CAUSED BY SUCH REWARDS OR THEIR FULFILLMENT OR DELIVERY BY BENEIFT PARTNERS OR OTHER THIRD PARTIES. STRIPE DOES NOT WARRANT OR GUARANTEE THAT REWARDS PROVIDED BY BENEFIT PARTNERS OR OTHER THIRD PARTIES WILL BE FULFILLED OR DELIVERED IN THE MANNER DESCRIBED.

c) STRIPE DOES NOT WARRANT OR GUARANTEE THAT REWARDS WILL PROVIDE ANY VALUE TO YOU, OR THAT ERRORS OR DEFECTS IN THE REWARDS PROGRAM OR REWARDS WILL BE CORRECTED OR REMEDIED, EVEN WHEN WE AWARE OF THE ERRORS OR DEFECTS.

d) Governing Law and Dispute Resolution. California law, without regard to California’s conflict of law principles, governs any claims or controversies arising out of this Agreement, Accounts, or use of Cards. The “Dispute resolution; Agreement to Arbitrate” provision of the Stripe Services Agreement is incorporated into this Agreement by reference, and applies to all disputes, claims and controversies between you and us that arise out of or relate to this Agreement.

e) Relationship to Stripe Services Agreement; Entire Agreement. Your use of the Rewards Program is concurrently governed by the Stripe Services Agreement. In particular, the Rewards Program and each of the Dashboard and Rewards management tools and services available to you in connection with your use of the Rewards Program is a “Service,” as the term is defined and used in the Stripe Services Agreement. This Agreement, together with the Stripe Services Agreement and the Privacy Policy, constitutes the complete understanding of you and us with respect to the Program and supersedes all prior understandings, arrangements, or agreements, whether written or oral, regarding the Program. No waiver by either party of any breach of any provision of this agreement to be performed by a party will be construed as a waiver of any succeeding breach of the same or any other provision of this Agreement. If any provision of this Agreement is declared invalid, illegal, or unenforceable, the validity of the remaining provisions will not be affected. We may transfer, sell, or assign any of our rights or obligations under this Agreement without providing you notice. You may not transfer, sell, or assign any obligations under this Agreement to another person or entity. Any assignment in violation of the foregoing will be null and void from the beginning. If any provision of this Agreement is held to be invalid or unenforceable, such provision will be deemed to be modified to the minimum extent necessary to make it valid and enforceable and the rest of this Agreement will not be affected. We do not waive our rights by delaying or failing to exercise them at any time.

6. Definitions.

“Account Statement” has the meaning given to the same term in the Stripe Corporate Card Program Account Agreement.

“Benefit Partner” means an unaffiliated third party that has agreed to offer and/or furnish one or more Rewards to our users who participate in the Rewards Program.

“Bonus” means a promotional discount on certain Charges applied retroactively in the form of an Account Statement credit in addition to the Cash Back Rewards earned as provided in Section 2.2.,

“Cash Back Reward” means a discount on certain Charges applied retroactively in the form of an Account Statement credit.

“Card Program Account” has the same meaning as the term “Program Account” as such term is defined and used in the Stripe Corporate Card Program Account Agreement.

“Card Program Accountholder” means an entity that entity that has applied for, qualified for, and established a Card Program Account under the Stripe Corporate Card Program.

“Charge” has the meaning given to the same term in the Stripe Corporate Card Program Account Agreement.

“Stripe Atlas” means the Stripe product described at stripe.com/atlas.

“Stripe Atlas Agreement” means the agreement provided at stripe.com/atlas/legal.

“Stripe Corporate Card” means the Stripe product described at stripe.com/corporate-card.

“Stripe Corporate Card Program” has the meaning given to the same term in the Stripe Corporate Card Program Account Agreement.

“Stripe Corporate Card Program Account Agreement” means the agreement provided at stripe.com/corporate-card/legal.

“Reward” means any Cash Back Reward, Benefit Reward, or other benefit or reward offered under the Rewards Program.

“Rewards Program” means the program described at stripe.com/corporate-card and governed by this Agreement, whereby you may earn and redeem Rewards in connection with your use of Eligible Services.