Protellier

1. Introduction and Acceptance of Terms

Welcome to Protellier, operated by Protellier, LLC (“Protellier,” “we,” “us,” or “our”). Protellier operates an advertising platform for local businesses and a loyalty rewards platform for travelers: travelers earn cashback rewards by visiting and making purchases at participating businesses, and businesses use the Platform to reach and attract nearby travelers. These Terms of Service (“Terms”) govern your access to and use of the Protellier platform, including our website, mobile application, and all related services (collectively, the “Platform”).

By creating an account, clicking “I Agree,” or otherwise accessing or using the Platform, you agree to be bound by these Terms and all documents incorporated by reference, including our Privacy Policy and the applicable User Agreement for your account type. If you do not agree, do not use the Platform.

These Terms apply to all users of the Platform, including Travelers (individuals who earn cashback rewards), Businesses (merchants who run cashback deals), and Hotels (hospitality businesses that offer Protellier as a guest benefit). Each user type is also subject to a separate User Agreement that supplements these Terms.

2. Eligibility

To use the Platform, you must:

• Be at least 18 years of age;
• Be a resident of the United States;
• Have the legal capacity to enter into a binding contract;
• Not be prohibited from using the Platform under applicable law; and
• Complete account registration and any applicable verification process.

By using the Platform, you represent and warrant that you meet all of the above requirements. We reserve the right to verify eligibility at any time and to suspend or terminate accounts that do not meet these requirements.

3. Account Registration and Security

3.1 Registration

To access most features of the Platform, you must register for an account. During registration, you agree to provide accurate, current, and complete information and to update such information as necessary to keep it accurate.

3.2 Account Types

The Platform supports three account types: Traveler accounts, Business accounts, and Hotel accounts. Each account type is governed by these Terms and a corresponding User Agreement. You may only register for the account type that accurately reflects your relationship with the Platform.

3.3 Account Security

You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to notify us immediately at support@protellier.com if you become aware of any unauthorized use of your account. We are not liable for any loss or damage arising from your failure to protect your account credentials.

3.4 One Account Per Person or Entity

Each individual or business entity may maintain only one active account per account type. Creating multiple accounts to circumvent restrictions, earn additional rewards, or manipulate the Platform is prohibited and may result in immediate termination of all associated accounts.

4. Platform Description and Services

Protellier connects local Businesses that run cashback deals with Travelers who earn rewards by making purchases at those Businesses. Travelers link their bank accounts and payment cards through Plaid (a third-party bank connectivity service), and the Platform automatically detects qualifying purchases at participating Businesses to credit cashback rewards, with no coupons or manual check-ins required. Travelers may browse all available deals on the Platform at any time; enrolling in a deal and earning cashback on a qualifying transaction requires the Traveler to have an active, verified hotel reservation with a Protellier Hotel, as described in the Traveler User Agreement.

Hotels offer Protellier as a benefit to their verified guests. When a Hotel’s verified guest earns cashback at a participating Business partnered with that Hotel, the Hotel earns a revenue share on that transaction.

The Platform facilitates connections and transactions between these three parties but is not a party to the underlying purchase transactions between Travelers and Businesses.

5. No Banking or Financial Institution Status

Protellier is not a bank, credit union, money services business, or financial institution. The Platform does not hold customer funds, accept deposits, or issue credit. Cashback rewards credited to Traveler accounts are promotional credits, not deposits, and are not insured by the FDIC or any other governmental agency.

All payment processing and payout disbursement services are provided by Stripe, Inc. and are governed by Stripe’s Terms of Service and Stripe Connect Agreement. By using payment features of the Platform, you agree to be bound by Stripe’s terms, which are incorporated herein by reference.

Bank account and payment card connectivity is provided by Plaid Technologies, Inc. and is governed by Plaid’s End User Privacy Policy. By linking your financial accounts, you agree to Plaid’s terms and authorize Plaid to access your financial data as described in our Privacy Policy and the Traveler User Agreement.

6. Acceptable Use Policy

6.1 Permitted Use

You may use the Platform only for lawful purposes and in accordance with these Terms. Permitted uses include creating and managing your account, participating in cashback programs, running deals (Businesses), and referring guests (Hotels).

6.2 Prohibited Conduct

You agree not to:

• Use the Platform for any unlawful purpose or in violation of any applicable federal, state, or local law or regulation;
• Create fake, fraudulent, or simulated transactions to generate cashback rewards or manipulate deal performance;
• Create or operate multiple accounts to circumvent limitations, earn extra rewards, or manipulate platform metrics;
• Fabricate, share, or misuse a hotel reservation confirmation code, or otherwise falsely claim a hotel-guest reservation you do not have;
• Abuse, exploit, or manipulate cashback deals in ways not intended by the deal terms;
• Interfere with or disrupt the integrity or performance of the Platform or the data contained therein;
• Attempt to gain unauthorized access to the Platform or its related systems or networks;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive source code from the Platform;
• Use automated scripts, bots, scrapers, or other automated tools to access or interact with the Platform;
• Impersonate any person or entity, or falsely represent your affiliation with a person or entity;
• Submit false, misleading, or inaccurate information during registration or verification;
• Use the Platform to transmit spam, unsolicited messages, or harmful content; or
• Engage in any conduct that restricts or inhibits any other user from using or enjoying the Platform.

6.3 Consequences of Prohibited Conduct

Violation of this Acceptable Use Policy may result in immediate suspension or termination of your account, forfeiture of any pending rewards or payouts, and potential legal action. Protellier reserves the right to investigate suspected violations and cooperate with law enforcement authorities.

7. Intellectual Property

7.1 Our Rights

The Platform and its entire contents, features, and functionality, including but not limited to software, text, graphics, logos, icons, images, audio clips, and data compilations, are owned by Protellier, LLC or its licensors and are protected by United States and international intellectual property laws.

7.2 Limited License

Subject to your compliance with these Terms, Protellier grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for its intended purposes. This license does not include the right to: (a) sublicense, sell, or commercially exploit the Platform or its content; (b) copy or distribute Platform content for commercial purposes; or (c) use any data mining, robots, or similar data gathering methods on the Platform.

7.3 Your Content

By submitting, uploading, or otherwise providing any content to the Platform (including business names, logos, deal descriptions, or other materials), you grant Protellier a worldwide, non-exclusive, royalty-free license to use, display, reproduce, and distribute such content solely for the purpose of operating and improving the Platform.

You represent and warrant that you own or have the necessary rights to grant this license and that your content does not infringe any third-party intellectual property rights.

8. Third-Party Services and Links

The Platform integrates with and may contain links to third-party services, including Plaid (bank connectivity) and Stripe (payment processing and payouts). Your use of these third-party services is governed by their respective terms of service and privacy policies. We are not responsible for the practices, content, or availability of any third-party services.

We do not endorse, warrant, or assume liability for any third-party content, services, or products accessible through the Platform. Any transactions or interactions you have with third parties are solely between you and that third party.

9. Disclaimers and Limitation of Liability

9.1 Disclaimer of Warranties

THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PROTELLIER, LLC DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Protellier does not warrant that: (a) the Platform will be uninterrupted, timely, secure, or error-free; (b) transaction matching will be 100% accurate; (c) cashback rewards will be credited without delay; or (d) defects will be corrected.

9.2 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PROTELLIER, LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST DATA, LOSS OF GOODWILL, OR SERVICE INTERRUPTION.

IN NO EVENT SHALL PROTELLIER’S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT OF FEES PAID BY YOU TO PROTELLIER IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00).

10. Indemnification

You agree to defend, indemnify, and hold harmless Protellier, LLC, its affiliates, officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to: (a) your use of the Platform in violation of these Terms; (b) your violation of any third-party right, including any intellectual property or privacy right; (c) any content you submit to the Platform; or (d) any fraudulent or deceptive activity by you on the Platform.

11. Privacy and Data

Our collection and use of personal information in connection with the Platform is described in our Privacy Policy, which is incorporated into these Terms by reference. By using the Platform, you consent to the collection and use of your information as described in the Privacy Policy. You acknowledge that the Platform uses Plaid to access your financial account data and Stripe for payment processing, each subject to their respective privacy policies.

12. Text Messaging (SMS) Program

Protellier offers transactional SMS notifications to users who opt in by providing a phone number and enabling SMS in their account settings. By opting in, you agree to the terms in this Section 12.

12.1 Description of Service

The SMS program is currently available to Traveler accounts. If you opt in, you may receive transactional SMS messages related to your account activity, including cashback earned alerts and payout status notifications. Protellier does not send marketing or promotional SMS messages, and does not currently use SMS for account verification or multi-factor authentication.

12.2 Message Frequency

Message frequency varies based on your account activity, typically no more than 10 messages per month for an active account. Some account types may receive more during periods of high transaction volume.

12.3 Message and Data Rates

Message and data rates may apply. These charges are determined by your wireless carrier, not by Protellier. Consult your carrier’s plan for details.

12.4 Carrier Liability

Carriers are not liable for delayed or undelivered messages.

12.5 How to Opt Out

You may opt out of SMS notifications at any time by replying STOP to any message you receive from Protellier. You may also disable SMS notifications in your account settings. After opting out, you will not receive further SMS messages from us unless you opt back in. Opting out of SMS does not terminate your account and does not affect other communication channels (email, in-app notifications).

12.6 How to Get Help

For help or questions about SMS messages, reply HELP to any message you receive from Protellier, or contact us at support@protellier.com.

12.7 SMS Service Provider

SMS messages are delivered through Twilio Inc. Your phone number and SMS opt-in consent are shared with Twilio solely for the purpose of delivering the messages you have requested. Twilio’s handling of this information is governed by Twilio’s own privacy policy.

12.8 No Sharing of Mobile Information

Mobile information (including your phone number and SMS opt-in consent records) will not be shared with third parties or affiliates for marketing or promotional purposes. See our Privacy Policy for full details on how we handle your data.

13. Modifications to the Platform and Terms

13.1 Platform Changes

Protellier reserves the right to modify, suspend, or discontinue any aspect of the Platform at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Platform.

13.2 Changes to Terms

We may update these Terms from time to time. When we make material changes, we will notify you by posting the updated Terms on the Platform and updating the “Last Updated” date. For significant changes, we may also send you an email notification or present an in-app notice requiring your acknowledgment.

Your continued use of the Platform after the effective date of any updated Terms constitutes your acceptance of those changes. If you do not agree with the updated Terms, you must stop using the Platform and close your account.

14. Term and Termination

14.1 Term

These Terms are effective as of the date you first use the Platform and remain in effect until terminated.

14.2 Termination by You

You may terminate your account at any time by contacting us at support@protellier.com or using the account deletion feature in the Platform. Termination will not affect any obligations that accrued prior to the termination date.

14.3 Termination by Protellier

Protellier may suspend or terminate your account and access to the Platform at any time, with or without cause and with or without notice, including but not limited to if we believe you have violated these Terms or any applicable User Agreement. The effect of termination on pending cashback rewards, payouts, or fees is described in the applicable User Agreement.

14.4 Effect of Termination

Upon termination of your account, your right to use the Platform immediately ceases. Sections of these Terms that by their nature should survive termination will do so, including Sections 7 (Intellectual Property), 9 (Disclaimers), 10 (Indemnification), 15 (Dispute Resolution), and 16 (General Provisions).

15. Dispute Resolution

15.1 Informal Resolution

Before initiating any formal dispute proceeding, you agree to first contact Protellier at support@protellier.com and provide written notice describing your dispute in reasonable detail. The parties agree to negotiate in good faith for at least thirty (30) days following such notice in an effort to resolve the dispute informally. This informal resolution requirement is a condition precedent to arbitration.

15.2 Binding Arbitration

IF INFORMAL RESOLUTION FAILS, YOU AND PROTELLIER AGREE THAT ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION, RATHER THAN IN COURT, EXCEPT AS PROVIDED IN SECTIONS 15.4 AND 15.5.

Arbitration shall be administered by the American Arbitration Association (AAA) under its then-current rules, which are incorporated herein by reference. The arbitration shall be conducted in Dallas, Texas, or, if you and we agree, by telephone, video conference, or written submissions. The arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

15.3 Class Action Waiver

YOU AND PROTELLIER AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS AND MAY NOT PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING.

15.4 Small Claims Court Carve-Out

Notwithstanding the arbitration agreement, either party may bring an individual claim in small claims court if the claim qualifies and remains in small claims court jurisdiction.

15.5 Injunctive Relief Carve-Out

Notwithstanding the arbitration agreement, Protellier may seek emergency or preliminary injunctive relief in a court of competent jurisdiction to protect its intellectual property rights, confidential information, or to prevent unauthorized access to the Platform. Seeking such relief does not waive Protellier’s right to compel arbitration of any remaining claims.

15.6 Governing Law and Venue

These Terms and any disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. For any dispute not subject to arbitration, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in Texas.

15.7 Time Limitation

Any claim arising out of or relating to these Terms or the Platform must be brought within one (1) year of the date on which the cause of action arose, or it will be permanently barred.

16. General Provisions

16.1 Entire Agreement

These Terms, together with the Privacy Policy and your applicable User Agreement (Traveler, Business, or Hotel), constitute the entire agreement between you and Protellier with respect to the Platform and supersede all prior and contemporaneous agreements and understandings.

16.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

16.3 Waiver

No waiver by Protellier of any breach or default of these Terms shall be deemed a waiver of any subsequent breach or default.

16.4 Assignment

You may not assign or transfer these Terms or any of your rights or obligations hereunder without our prior written consent. Protellier may freely assign these Terms in connection with a merger, acquisition, or sale of assets, or by operation of law.

16.5 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights.

16.6 Force Majeure

Protellier will not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including acts of God, natural disasters, governmental actions, pandemics, cyberattacks, or failures of third-party service providers.

16.7 Notices

Protellier may provide notices to you via email to the address associated with your account, in-app notifications, or by posting on the Platform. You may provide notices to Protellier by email to support@protellier.com or by mail to the address listed below.

16.8 Contact Information

17. Supplemental Agreements

These Terms are supplemented by the following agreements, each of which is incorporated by reference and forms part of your agreement with Protellier:

• Traveler User Agreement: applicable to individuals who create accounts to earn cashback rewards;
• Business User Agreement: applicable to merchants and vendors who run cashback deals on the Platform;
• Hotel Agreement: applicable to hotel and hospitality businesses that offer the Platform as a guest benefit; and
• Privacy Policy: applicable to all users and governing the collection, use, and protection of personal information.

In the event of a conflict between these Terms and any supplemental agreement, the supplemental agreement will control with respect to the subject matter specifically addressed therein.