Platinum Rewards Program Terms & Conditions

As of October 15, 2008

Platinum Rewards Membership Agreement (Terms and Conditions)

Please carefully read this Membership Agreement ("Agreement") before activating your Platinum Rewards Membership account. It is an agreement between you ("Member" or "You") and Platinum Rewards, LLC ("Us" or "We" or "Platinum Rewards"), providers of the Platinum Rewards Program ("Program"), and sets forth the Terms and Conditions of Service governing Membership in the Program and any of Platinum Reward's Member Services. Collectively, these offerings, promotions, Member Services, access to the Platinum Rewards web site and your Platinum Rewards Member account, etc., constitute the whole of the Program. By completing the online Enrollment Form and clicking on the agreement check box in that form; OR by completing, signing and submitting a written Enrollment Form at a Participating Jeweler; you will have shown that you have entirely read, understood, and completely agree to abide by all stipulations set forth in this Agreement.

Activation

You must activate a Platinum Rewards Member Account ("Account") to participate in or to gain access to the Program ("Membership"), including any or all Platinum Rewards offerings, promotions, etc. To activate an Account, you must complete a Membership Enrollment Form, then read and agree to the terms of this Agreement. Your Membership is contingent upon continuous adherence to these terms and conditions, as well as any and all future modifications, provided in this Agreement. If Platinum Rewards has justified reason to believe that You have not upheld all terms and conditions of this Agreement in good faith, then We reserve the right to immediately revoke your Membership privileges. Such negligence on your part will also result, at the sole discretion of Platinum Rewards, in the cancellation of whatever Platinum Points ("Points" or "Platinum Points") have been previously credited to your account.

Membership Eligibility

1. You must be an individual, a resident of the United States or Canada, and 18 years of age or older.
   
   
2. No machines, scripts, or automated services may be used to accumulate any financial benefits derived from the use of Platinum Rewards. Each Member may maintain only one (1) individual or family account.
   
   
3. Refusal to abide by any rules may result in the cancellation of your Membership privileges, including, but not limited to, the forfeiture of all of your accumulated Platinum Points.

Membership Requirement Information

As a Member, you must provide Us with valid contact information. It is required that you establish and maintain only one account, and that you provide Platinum Rewards with your unique and valid e-mail address. Platinum Rewards reserves the right to terminate WITHOUT PRIOR WARNING any duplicate accounts, resulting in the potential loss of accumulated Platinum Points. Platinum Rewards reserves the right to terminate WITHOUT PRIOR WARNING the account of any Member who construes his or her account so as to intentionally impersonate another Platinum Rewards Member. Platinum Rewards reserves the right to terminate WITHOUT PRIOR WARNING any Member's account that contains untruthful information.

Participation in the Platinum Rewards Program and the use of Platinum Rewards is currently limited to residents of the United States and Canada unless Platinum Rewards explicitly states otherwise. Platinum Rewards Memberships are valid for one (1) year from the date of activation, and are automatically renewed on the anniversary date for each subsequent year.

Member Termination

The Participating Jeweler through which you joined the Platinum Rewards program may, at their sole discretion, terminate your membership in the program for any reason, with our without cause, and with or without explanation. When Platinum Rewards is notified by the Jeweler of such termination, we will so terminate your membership. All limitations of liability and other provisions of this Agreement shall survive any such termination.

Making Legitimate Purchases from the Participating Jeweler

You will be credited, subject to the terms and conditions enumerated in this Agreement, a percentage of the net purchases made by you at the retail jeweler through whom you joined the Program ("Participating Jeweler" or "Jeweler"), purchases from which are collectively known as "Jeweler Purchases," and Points earned from such purchases as "Jeweler Points." The Jeweler will determine the Points that will be accredited to your Account. The net purchase is defined as the total amount paid to the merchant minus tax, gift wrapping, shipping, promotional credits, returns, cancellations, insurance, and transaction fees, or as the Jeweler defines as the terms and conditions of the sale.

Purchases made through the Participating Jeweler will be deemed a "Legitimate Purchase" and will earn Points if and only if each of the following criteria is satisfied:

1. Platinum Rewards is not responsible for changes to, or discontinuance of, any Jeweler from the Program, or for any effect on accrual of Platinum Rewards credit caused by such changes, discontinuance, or withdrawal.
   
   The number of Platinum Points awarded and conditions for earning Platinum Points are completely dependent upon the Jeweler's wishes. The Jeweler may offer discounts on their products and services in the form of coupons or premiums that you can order in lieu of Platinum Points. However, Platinum Rewards has no responsibility or liability for the fulfillment of such discounts and premiums. All disputes between you and the Jeweler must be resolved by you directly with that Jeweler. You furthermore agree that Platinum Rewards shall not be compelled to bear witness at any legal proceedings that you initiate against any Participating Jeweler.
   
   The content of the presentation and the products offered are the sole responsibility of the Jeweler. Platinum Rewards is not responsible for the accuracy, truth, or reliability of any product, information, opinions, representations, warranties, advice or other material offered by the Jeweler. Should you be unable to collect any award or product to which you may be entitled, after having met its requirements, due to the Jeweler's direct or indirect failure to fulfill such expectations, or to make such product and/or reward available, Platinum Rewards shall not be responsible to you for the failure to fulfill such product and/or reward. In such cases, you agree that your sole recourse in that event shall be against that Jeweler.
   
   
2. The determination of whether or not a purchase made through a Platinum Rewards Jeweler is a "Legitimate Purchase" is ultimately at the sole discretion of that Jeweler.

Legitimate Use of Platinum Points

You can redeem your Platinum Points only at the Jeweler through whom you joined the Program in accordance with the terms of this Agreement. One (1) Platinum Point is equivalent to one (1) U.S. penny (one cent) only when redeemed for purchase(s) made at the Jeweler in a manner consistent with the terms of this Agreement. All other uses of credited Platinum Points are considered illegitimate, and Platinum Rewards will neither honor such uses, nor will we credit Platinum Points from your Member Account towards the financial obligations that you may incur from such transactions. Redeemed Points are not reversible or refundable. Merchandise purchased with Points may be exchangeable, according to the Jeweler's standard return policy. If the Jeweler violates its contractual agreements with Platinum Rewards, and resultantly, said Jeweler fails to accept the Platinum Points, Platinum Rewards cannot be held responsible or liable. Any legal action or arbitration by the Member in question must be undertaken directly and exclusively against said Jeweler and its representative(s). Furthermore, Platinum Rewards shall not bear any of the costs, liability, or burden of such action.

Redemption

Points may be redeemed only at the Jeweler through whom you joined the Program. There is a minimum redemption of 10,000 Points towards any transaction. A transaction is considered either single or multiple item purchases. When redeeming Points, the first Points to be used will be from your balance of earned Network Points. If necessary, points will then be deducted from your balance of Points earned through purchases with the Jeweler. Point balances will never be allowed to have a negative balance. In the event any merchandise is returned to the Jeweler for store credit or refund and the resulting point balance is calculated as a negative total, as a result of a prior redemption the value of that balance is to be deducted from the Member's credit or refund.

Prohibition on Illegitimate Web Site Use

If you are found to have used, or to have attempted to use, any part of Platinum Rewards or Platinum Rewards infrastructure, web site, or technology for illegitimate purposes including, but not limited to, tampering, hacking, spoofing, using robots or scripts, copying, distributing, spamming, modifying, or otherwise corrupting the administration, security, or proper function of any part of Platinum Rewards, then you will forfeit without compensation all accumulated Platinum Points. Additionally, you will be terminated from all future participation in Platinum Rewards and its Program. If appropriate, you also will be prosecuted to the fullest extent that the law permits as a result of any damages to Platinum Rewards.

Limits on Liability for Technological Failure

Platinum Rewards accepts NO liability for any losses that you experience because the Platinum Rewards Program and/or its underlying technology, or that of the Participating Jeweler, is not operational or accessible to you, other Members, or other individuals. Platinum Rewards Program does not make any expressed or implied representation or warranties to you regarding the accuracy, reliability, availability, or other operation(s), or that your access to Platinum Rewards or presentations will be uninterrupted or error-free. Platinum Rewards is not responsible for injury or damage to Members' or to any other person's computer(s) related to or resulting from participating in our Program or from downloading materials from or use of the Platinum Rewards web site. PLATINUM REWARDS EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING, BUT WITHOUT LIMITATION TO, WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Some states do not allow limitations on or disclaimers of certain warranties, so some of the above may not apply to you.

Program Termination

Platinum Rewards and/or the Participating Jeweler reserve the right to terminate its Program at any time with notice via the e-mail account that you will have provided to Platinum Rewards at the time of your Membership registration (or alternatively, to an updated e-mail Member account of which you have given us notice or by mail to the address you have provided us). Members will have thirty (30) days to redeem any Platinum Points held in each Member's individual account. Platinum Rewards will not be responsible for failing to successfully notify you of Program termination when such failure is caused by an error in your e-mail program or on your e-mail server, or if you have provided Platinum Rewards with an inaccurate e-mail or mailing address, or if you fail to check for your e-mail online, or if you fail to inform Platinum Rewards of a change in your e-mail or mailing address. In the event that a Member has no activity on his or her account (accumulation or redemption) for a period of three (3) consecutive years, then Platinum Rewards reserves the right to close said Member's account and any points accumulated shall be forfeited by Member.

Intellectual Property Restrictions

All material found on the Platinum Rewards web site, unless otherwise stated, is the exclusive property of Platinum Rewards, LLC. Platinum Rewards retains all rights to all Platinum Rewards web site design, text, graphics, and the selection and arrangement thereof, as well as all software and other implemented technologies owned by Platinum Rewards. Any unauthorized copying or publication of Platinum Rewards or any of the presentations or other subject matter associated with Platinum Rewards will constitute an infringement of Platinum Rewards rights under the Copyright Laws and you will be subject to all the damages and other penalties available under those laws, including criminal prosecution where available. Copyright © 2002-2008 Platinum Rewards, LLC, ALL RIGHTS RESERVED.

"Platinum Rewards" is a trademark of Platinum Rewards, LLC. All related trademarks, service marks, and trade names are proprietary and are owned and controlled by Platinum Rewards. You may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in any way, in whole or in part, any of the trademarks, logos, service marks, and trade names without the express written consent of Platinum Rewards legal representative(s). All other trademarks, product names and company names or logos cited herein or on our web site are the property of their respective owners.

General Limitations of Liability

PLATINUM REWARDS SHALL NOT BE LIABLE TO A MEMBER FOR ANY LOST PROFITS, LOST DATA OR FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, EVEN IF PLATINUM REWARDS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL PLATINUM REWARDS'S TOTAL LIABILITY FOR ANY REASON AND UPON ANY CAUSE OF ACTION WHATSOEVER EXCEED THE MEMBERSHIP FEES PAID BY A MEMBER TO PLATINUM REWARDS. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, AND BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATIONS AND OTHER TORTS. THE LIMITED WARRANTY AND LIMITED LIABILITY PROVISIONS CONTAINED IN THIS AGREEMENT ARE FUNDAMENTAL PARTS OF THE BASIS OF THE BARGAIN HEREUNDER, AND PLATINUM REWARDS WOULD NOT AGREE TO PROVIDE THE SERVICES TO ANY MEMBER ABSENT SUCH LIMITATIONS.

General

(a) Governing Law; Jurisdiction. This Agreement shall be governed by and construed under the laws of the State of Colorado as between Colorado residents and without reference to conflict of laws principles. No action, regardless of form, arising out of this Agreement may be brought by either party more than one (1) year after the cause of action has arisen, with the exception of violation of Platinum Rewards, LLC's proprietary rights in the Software or Confidential Information. The United Nations Convention on the International Sale of Goods shall not apply to this Agreement or the subject matter hereof. Upon Platinum Rewards, LLC's request, Member agrees to submit to the jurisdiction and venue of, and agrees that any cause of action arising under this Agreement, shall be brought in a court in Denver, Colorado. Further, in any such dispute, under no circumstances will Member be permitted to obtain awards for, and Member hereby waives all rights to claim punitive, incidental or consequential damages, or any other damages, including attorneys' fees, other than participant's actual out-of-pocket expenses (i.e., costs directly associated with Member's participation as an Platinum Rewards Member). Member further waives all rights to have damages multiplied or increased.

(b) Arbitration. Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be resolved by either a small claims action or by binding arbitration in Denver, Colorado, USA, in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Platinum Rewards and Member agree not to file any action of any kind in any court other than small claims except as necessary to obtain a judgment upon an award rendered by an arbitrator pursuant to this paragraph. Platinum Rewards and Member specifically agree that neither party is entitled to injunctive relief of any kind from any court and that the Commercial Arbitration Rules of the American Arbitration Association contain adequate provisions for any interim relief that either Platinum Rewards, LLC or Member will ever need in any dispute concerning any and all dealings between Platinum Rewards, LLC and Member.

(c) No Assignment and Binding Effect. Neither party may transfer or assign directly or indirectly its rights or obligations under this Agreement without the prior written consent of the other party. Subject to the foregoing sentence, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their successors and assigns. Any assignments in violation of this Section shall be null and void.

(d) Force Majeure. Except for payment obligations, nonperformance of Platinum Rewards shall be excused to the extent that performance is rendered impossible by strike, fire, flood, governmental acts or orders or restrictions, failure of suppliers, Acts of God, or any other reason where failure to perform is beyond the reasonable control of and is not caused by the negligence of Platinum Rewards.

(e) Waiver. The failure of Platinum Rewards, LLC to exercise any right given to it by or to insist upon strict adherence to the terms of this Agreement, shall not constitute a waiver or any terms or conditions herein with respect to any other or subsequent breach.

(f) Participation. If local laws prohibit your participation in any part of Platinum Rewards, including Membership, then you are responsible for complying with such laws, and Platinum Rewards Membership and this Agreement or relevant portions thereof, will be void where prohibited by such laws.

(g) Severability. If any provision of this Agreement is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and all other provisions contained herein will remain in full force and effect.

Modification of this Agreement

Platinum Rewards reserves the right, at the company's sole discretion, to modify any part of Platinum Rewards, the Program or this Agreement at any time by changing the Agreement or other information on our Website, as well as statements in our disclaimer(s), privacy statement(s), or other content of our web pages at any time WITHOUT PRIOR WARNING to Members. It is entirely the responsibility of each Platinum Rewards Member to fully appraise himself or herself immediately of any and all changes instituted in Platinum Rewards Member policies, or other knowledge or statements presented on the Platinum Rewards web site. Upon a change or upon changes to this Agreement, the Member, having informed himself or herself immediately of the changes to this Agreement, must decide whether to maintain his or her Membership in Platinum Rewards. If the Member disagrees with the modified Terms of Service in this Agreement, his or her sole recourse is to withdraw from the Platinum Rewards Program entirely and promptly. The Member must tender his or her withdrawal from the Platinum Rewards Program in writing ( 3000 E. 1st Ave., Suite 243, Denver, Colorado, 80206). Furthermore, within thirty (30) days following voluntary withdrawal from the Program and Platinum Rewards Membership, the Member shall redeem all Platinum Points remaining in his or her account. After the thirty (30) day period has expired, the Member's account shall be closed and the Member shall no longer have access to their account on the Platinum Rewards web site and any points remaining in the Member's account shall be forfeited. This agreement and or the entire program maybe assigned in whole or part to a 3rd party at the direction or conveyance of Platinum Rewards, LLC.

Acceptance

By submitting the required information on the online or printed form, you are indicating that you are over the age of 18 years, that you have entirely read and completely understood this Membership Agreement, and that you agree to be inexorably bound by its terms and conditions, as permissible under the law.

Last Updated: October 13, 2008

History of Major Changes

• The September 4, 2005 update changed language to clarify the requirement for an e-mail address (see "Membership Eligibility"). This update also clarified what types of e-mail communication must be received from us (see "Membership Eligibility").
• The September 13, 2005 update added the sections entitled "Platinum Rewards Points MaximizerT Web Browser Plug-in Software," and "Member Termination."
  
  
• The October 13, 2008 update removed various language pertaining to the Platinum Rewards Web Site and the Platinum Rewards Points Maximizer, the roles of which have changed and/or been discontinued.