Terms of Use

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING OR USING THE INTREEGO SERVICES. BY SCANNING A QR CODE THAT LINKS TO THE SERVICES, SUBMITTING A REBATE CLAIM, ENROLLING IN AN INTREEGO-POWERED PROMOTION, REGISTERING FOR AN ACCOUNT, OR OTHERWISE ACCESSING OR USING THE SERVICES IN ANY MANNER, YOU AGREE TO BE BOUND BY THESE TERMS IN THEIR ENTIRETY. IF YOU DO NOT AGREE, DO NOT USE THE SERVICES.

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These Terms of Use ("Terms") constitute a legally binding agreement between you ("you" or "User") and Stagwell QR Code Platform LLC, a Delaware limited liability company doing business as Intreego ("Intreego," "we," "us," or "our"), governing your access to and use of the Intreego platform, digital menu system, QR code-based promotional programs, receipt-based rebate programs, SMS messaging program, and any related features, content, or services made available by Intreego (collectively, the "Services").

These Terms apply to all Users, including Consumers who access digital menus or participate in promotions via QR code, individuals who enroll in SMS or messaging programs, and any person who otherwise interacts with the Services. Venue Partners and Brand Clients who engage Intreego on a commercial basis are subject to separate written agreements that govern those relationships in addition to these Terms.

Intreego reserves the right to modify these Terms at any time. We will post the revised Terms at intreego.ai/terms-of-use with an updated effective date. Your continued use of the Services after the effective date of any revision constitutes your acceptance of the revised Terms. If you do not agree to a revision, you must discontinue use of the Services.

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Intreego operates atechnology platform that enables Venue Partners (such as restaurants, bars,retailers, and event organizers) to deploy digital menus accessible toConsumers via QR code scan, and that enables Brand Clients to sponsor anddistribute promotional offers, rebates, and other incentives to Consumersthrough those digital menus.

Through the Services,Consumers may:

•      Access digital menushosted by Venue Partners;

•      View and engage withpromotional offers, discounts, and rebates sponsored by Brand Clients;

•      Submit purchase receiptsto participate in rebate programs;

•      Provide contactinformation (such as an email address or phone number) to receive rebatefulfillment or promotional communications; and

•      Enroll in Intreego’sSMS/text messaging program.

The nature andavailability of specific features varies by venue, program, and Brand Client.Intreego does not guarantee that any particular feature, offer, or program willbe available at any specific time or location. Intreego is an independentplatform operator and is not the sponsor, manufacturer, retailer, ordistributor of any product featured in a promotion unless expressly statedotherwise.

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To use the Services, you must:

• Be at least 13 years of age. If you are between the ages of 13 and 18, you must have the permission of a parent or legal guardian to use the Services, and by using the Services you represent that such permission has been obtained.

• Have the legal capacity to enter into a binding contract in your jurisdiction.

• Not be prohibited from accessing or using the Services under applicable law.

Certain programs and promotions available through the Services impose additional eligibility requirements, including age verification for programs involving alcoholic beverages (which require participants to be 21 years of age or older). By participating in such programs, you represent and warrant that you meet all applicable eligibility requirements.

Intreego reserves the right to verify eligibility at any time and to deny access to or participation in the Services to any person who does not meet applicable requirements.

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Certain features of the Services may require you to create an account. If account registration is made available, you agree to:

• Provide accurate, current, and complete information during registration and to keep that information updated;

• Maintain the confidentiality of your account credentials and not share them with any third party;

• Notify us immediately at info@intreego.ai if you suspect unauthorized access to or use of your account; and

• Accept responsibility for all activity that occurs under your account, whether or not authorized by you.

Intreego reserves the right to suspend or terminate any account at any time, with or without notice, for any reason, including but not limited to violation of these Terms, suspected fraud, or inactivity. We are not liable for any loss or damage arising from unauthorized use of your account credentials.

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Specific promotional programs, rebates, and offers made available through the Services are subject to their own program-specific terms and conditions, which will be presented to you at or before the time of participation (“Program Terms”). Program Terms are incorporated into these Terms by reference. In the event of a conflict between these Terms and applicable Program Terms, the Program Terms govern with respect to that program.

By participating in any promotional program, you represent and warrant that:

• You meet all eligibility requirements for that program;

• All information you submit, including receipt data and contact information, is accurate, complete, and your own;

• You have not submitted and will not submit duplicate claims, whether under multiple email addresses, identities, or otherwise; and

• Your participation complies with all applicable federal, state, and local laws.

Intreego, acting as platform administrator, reserves the right to verify submissions, reject invalid or suspicious claims, and disqualify any participant who violates Program Terms or these Terms. Rebates and offers are subject to availability and may be limited in quantity. Intreego is not liable for the actions or omissions of third-party fulfillment partners once a rebate has been issued.

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You agree to use the Services only for lawful purposes and in accordance with these Terms. You agree that you will not:

• Submit false, misleading, altered, counterfeit, or duplicate receipts or other materials in connection with any promotional program;

• Use multiple email addresses, phone numbers, or identities to circumvent per-person or per-household limits on any program;

• Use automated scripts, bots, scrapers, crawlers, or other non-human means to access, interact with, or submit information to the Services;

• Reverse engineer, decompile, disassemble, or attempt to derive the source code of any component of the Services;

• Interfere with or disrupt the integrity, security, or performance of the Services or any underlying infrastructure;

• Attempt to gain unauthorized access to any portion of the Services, Intreego’s systems, or the accounts of other users;

• Transmit any virus, malware, or other harmful or disruptive code through or in connection with the Services;

• Use the Services to transmit unsolicited commercial communications or to harvest personal information from other users;

• Impersonate any person or entity or misrepresent your affiliation with any person or entity;

• Use the Services in any manner that violates any applicable federal, state, or local law or regulation; or

• Assist or enable any third party to do any of the foregoing.

Intreego reserves the right, in its sole discretion, to investigate suspected violations of this Section, to suspend or terminate access to the Services for any User it believes has engaged in prohibited conduct, and to report suspected illegal activity to appropriate law enforcement authorities.

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7.1 Intreego’s Intellectual Property

The Services, including all software, technology, content, text, graphics, logos, images, data compilations, and other materials made available by Intreego, are the proprietary property of Intreego or its licensors and are protected by applicable U.S. and international intellectual property laws, including copyright, trademark, and trade secret law. All rights not expressly granted in these Terms are reserved.

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You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your personal, non-commercial use and in accordance with these Terms. This license does not include any right to: (a) reproduce, distribute, publicly display, or create derivative works from any content available through the Services; (b) use any data mining, scraping, or extraction technologies; (c) use the Services or any content therein for any commercial purpose; or (d) sublicense or transfer any rights granted hereunder.

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7.2 User Submissions

By submitting any content, information, or materials to the Services - including receipt images, contact information, feedback, or communications you grant Intreego a worldwide, non-exclusive, royalty-free, perpetual, irrevocable license to use, reproduce, process, adapt, and store such submissions for the purposes of operating the Services, fulfilling programs in which you participate, and improving the Services and platform.

You represent and warrant that you have all rights necessary to grant the foregoing license, and that your submissions do not infringe or misappropriate the intellectual property, privacy, or other rights of any third party.

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7.3 Feedback

If you provide Intreego with any suggestions, ideas, or feedback regarding the Services (“Feedback”), you acknowledge that such Feedback is non-confidential and grant Intreego the right to use and incorporate it into the Services without restriction and without any obligation of acknowledgment or compensation to you.

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The Services may contain links to, or integrate with, third-party websites, platforms, and services (collectively, “Third-Party Services”), including Venue Partner menus, Brand Client promotional content, and rebate fulfillment platforms. Intreego does not control, endorse, or assume responsibility for any Third-Party Services or the content, accuracy, or practices of any third party.

Your use of Third-Party Services is governed by the terms and privacy policies of those third parties. Intreego is not a party to and has no responsibility under any agreement between you and a third party. You access Third-Party Services at your own risk.

Specifically with respect to rebate fulfillment: once a rebate is issued through a third-party fulfillment partner, your receipt and use of the rebate is governed by that partner’s terms of service and privacy policy, not these Terms. Intreego is not responsible for the availability, functionality, or policies of any fulfillment partner.

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Your use of the Services is also governed by Intreego’s Privacy Policy, located at intreego.ai/privacy-policy, which is incorporated into these Terms by reference. By using the Services, you acknowledge and agree to the data collection, use, and sharing practices described in the Privacy Policy.

By participating in any promotional program or submitting a rebate claim, you consent to the collection of receipt data and other information as described in the applicable Program Terms and Privacy Policy, including the potential sharing of identified program data with the sponsoring Brand Client where separately disclosed and consented to at the time of program participation.

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If you opt in to receive SMS or text messages from Intreego, your participation in the messaging program is subject to Intreego’s Messaging Terms and Conditions and Messaging Privacy Policy, both of which are incorporated herein by reference. Consent to receive automated marketing text messages is not a condition of any purchase or program participation. Standard message and data rates may apply. Reply STOP to opt out at any time.

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THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INTREEGO EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

INTREEGO MAKES NO WARRANTY THAT: (A) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) ANY DEFECTS OR ERRORS IN THE SERVICES WILL BE CORRECTED; (C) THE SERVICES OR ANY SERVER THROUGH WHICH THEY ARE MADE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (D) THE RESULTS OBTAINED THROUGH USE OF THE SERVICES WILL BE ACCURATE, USEFUL, OR RELIABLE; OR (E) ANY PARTICULAR OFFER, REBATE, OR PROMOTION WILL BE AVAILABLE OR REMAIN AVAILABLE FOR ANY PARTICULAR PERIOD OF TIME.

INTREEGO IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF ANY VENUE PARTNER, BRAND CLIENT, OR THIRD-PARTY SERVICE PROVIDER IN CONNECTION WITH THE SERVICES, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY, ACCURACY, OR QUALITY OF ANY PROMOTIONAL OFFER, PRODUCT, OR REBATE.

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TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL INTREEGO, ITS PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, USE, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF INTREEGO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INTREEGO'S TOTAL CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE VALUE OF THE REBATE OR OFFER YOU RECEIVED OR SOUGHT TO RECEIVE IN CONNECTION WITH THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100.00).

Some jurisdictions do not allow the exclusion or limitation of certain damages, so the above limitations may not apply to you in full.

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To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Intreego, its parent companies, subsidiaries, affiliates, and their respective officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of or access to the Services; (b) your violation of these Terms or any applicable Program Terms; (c) any fraudulent, misleading, or misrepresentative submission made by you; (d) your violation of any third party’s rights; or (e) your violation of any applicable law or regulation.

Intreego reserves the right, at its own expense, to assume exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with Intreego’s defense of that matter.

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14.1 Informal Resolution

Before initiating any formal dispute proceeding, you agree to contact Intreego at info@intreego.ai and provide a written description of the dispute, your name, and contact information. The parties will attempt to resolve the dispute informally for a period of thirty (30) days from the date of your written notice. Nothing in this Section prevents either party from seeking emergency injunctive or other equitable relief where necessary to prevent irreparable harm.

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14.2 Binding Arbitration

If the parties are unable to resolve a dispute informally, any dispute, claim, or controversy arising out of or relating to these Terms, the Services, or the breach, termination, enforcement, interpretation, or validity thereof - including the determination of the scope or applicability of this agreement to arbitrate - shall be resolved by binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules then in effect. Arbitration shall take place in New York, New York before a single arbitrator with at least five (5) years of relevant experience. The arbitrator shall apply the substantive law of the State of New York, without regard to its conflict of law principles. The decision of the arbitrator shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

The parties agree that the arbitrator shall have authority to award attorneys’ fees only to the extent expressly authorized by statute or contract. The arbitrator shall have no authority to award punitive damages. Each party shall bear its own share of arbitration fees and costs, subject to the arbitrator’s authority to apportion fees as part of a reasoned award.

Nothing in this Section shall prevent either party from seeking emergency injunctive relief from a court of competent jurisdiction pending arbitration, solely to prevent irreparable harm.

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14.3 Class Action Waiver

YOU AND INTREEGO EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF CLASS OR REPRESENTATIVE PROCEEDING. IF THIS CLASS ACTION WAIVER IS FOUND TO BE UNENFORCEABLE WITH RESPECT TO ANY CLAIM, THAT CLAIM SHALL PROCEED IN COURT AND NOT IN ARBITRATION, AND THE REMAINING PROVISIONS OF THIS SECTION SHALL CONTINUE IN FULL FORCE AND EFFECT.

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14.4 Jury Trial Waiver

IF FOR ANY REASON A DISPUTE PROCEEDS IN COURT RATHER THAN IN ARBITRATION, YOU AND INTREEGO EACH WAIVE ANY RIGHT TO A TRIAL BY JURY.

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14.5 Opt-Out

You may opt out of the arbitration agreement in this Section by sending written notice to Intreego at One World Trade Center, 285 Fulton Street, New York, NY 10007, within thirty (30) days of first agreeing to these Terms. Your notice must include your name, contact information, and a clear statement that you wish to opt out of arbitration. Opting out does not affect any other provision of these Terms.

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14.6 Governing Law and Venue

These Terms and any dispute arising hereunder shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law principles. To the extent any claim is not subject to arbitration under these Terms, you consent to the exclusive jurisdiction of the state and federal courts located in New York County, New York.

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14.7 Limitation Period

Any claim or cause of action arising out of or related to these Terms or the Services must be filed within one (1) year after such claim or cause of action arose, or it will be forever barred. This limitation period is in addition to, and does not limit, any shorter period imposed by applicable Program Terms.

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Intreego may, in its sole discretion and without prior notice or liability, suspend or terminate your access to the Services, any account you hold, or your participation in any program, for any reason, including but not limited to:

• Your violation of these Terms or any applicable Program Terms;

• Suspected fraud, misrepresentation, or abuse;

• Conduct that Intreego determines, in its sole discretion, is harmful to other users, Venue Partners, Brand Clients, or Intreego; or

• Any reason that Intreego deems appropriate in its discretion.

Upon termination, your right to access and use the Services immediately ceases. Any pending rebate submissions or program participations that have not been verified prior to termination may be voided. Intreego is not liable to you for any termination or suspension of your access to the Services.

Sections 7, 11, 12, 13, 14, and 16 of these Terms survive any termination or expiration.

16.1 Entire Agreement

These Terms, together with the Privacy Policy, any applicable Program Terms, and the Messaging Terms and Conditions (if applicable), constitute the entire agreement between you and Intreego with respect to the Services and supersede all prior agreements, representations, and understandings relating to the subject matter hereof.

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16.2 Severability

If any provision of these Terms is found by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions shall continue in full force and effect.

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16.3 No Waiver

Intreego’s failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. No waiver of any breach or default shall be deemed a waiver of any subsequent breach or default.

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16.4 Assignment

You may not assign, delegate, or transfer any of your rights or obligations under these Terms without Intreego’s prior written consent. Any purported assignment in violation of this Section is null and void. Intreego may freely assign its rights and obligations under these Terms, including in connection with a merger, acquisition, or sale of assets.

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16.5 No Third-Party Beneficiaries

These Terms are for the sole benefit of you and Intreego. Nothing herein, express or implied, is intended to or shall confer upon any third party any legal or equitable right, benefit, or remedy under or by reason of these Terms, except as expressly provided herein.

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16.6 Force Majeure

Intreego shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including acts of God, natural disasters, pandemic, war, terrorism, civil unrest, governmental action, internet or infrastructure outages, or third-party platform failures.

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16.7 Electronic Communications

By using the Services, you consent to receive communications from Intreego electronically, including via email, SMS (if enrolled), or by posting notices on the Website or Services. You agree that all agreements, notices, disclosures, and other communications provided to you electronically satisfy any legal requirement that such communications be in writing.

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16.8 Contact

Questions regarding these Terms may be directed to:

Stagwell QR Code Platform LLC, d/b/a Intreego

One World Trade Center, 285 Fulton Street

New York, NY 10007

Email: info@intreego.ai

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