1. Agreement and Acceptance

These Terms and Conditions (“Terms”) govern the Kinetic Rewards program (“Kinetic Rewards” or the “Program”), including all rewards, benefits, offers, missions, sweepstakes, promotions, credits, experiences, ticketing opportunities, travel-related benefits and redemption activities made available through the Kinetic mobile application, websites, hosted reward experiences, communications, APIs and related platforms (collectively, the “Rewards Experience”).

The Program is owned, operated, sponsored, promoted, fulfilled, administered and/or supported by Uniti Communications LLC d/b/a Kinetic (“Kinetic,” “Company,” “we,” “our,” or “us”), together with The Reward Company, Inc. d/b/a TLC Worldwide (“TLC”), Timwe Tech (“TWT”) and their respective affiliates, licensors, service providers, promotional partners, technology providers, ticketing providers, booking providers and participating suppliers (collectively, “Program Partners”).

By accessing, enrolling in, participating in or using any part of the Program, you (“you,” “your,” or “Customer”) agree to be bound by these Terms, Kinetic’s applicable customer agreements, terms and conditions, and policies and any additional terms, disclosures, Kinetic’s Privacy Policy (https://www.gokinetic.com/about/legal/privacy-policy), official rules, booking conditions, merchant policies, provider requirements or promotional conditions applicable to specific rewards, sweepstakes, ticketing opportunities, travel experiences or redemption activities (“Additional Terms”).

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. IT IS ESPECIALLY IMPORTANT FOR YOU TO READ SECTION 21 (DISPUTE RESOLUTION) CAREFULLY, AS SECTION 21 PROVIDES FOR RESOLUTION OF DISPUTES THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY OR THROUGH A CLASS OR MASS ACTION. YOU WILL CONTINUE TO HAVE CERTAIN RIGHTS TO OBTAIN RELIEF FROM FEDERAL OR STATE AGENCIES.

If you do not agree to these Terms, you may not enroll in or participate in the Program.

To the extent there is a conflict between these Terms and any Additional Terms applicable to a specific Reward or activity, those Additional Terms shall control with respect to that specific Reward or activity, unless the Additional Terms expressly state otherwise.

2. Definitions

“Account” means the eligible Kinetic customer account associated with participation in the Program.

“Additional Terms” means any supplemental rules, disclosures, booking terms, official rules, promotional conditions, supplier terms, merchant requirements or provider policies applicable to specific Rewards or Program activities.

“Everyday Rewards” means dining, shopping, wellness and activity-based rewards made available through the Program.

“General Kinetic Terms” means the standard terms of service governing your underlying Kinetic broadband, internet, video and related services, as may be amended from time to time.

“Live Event Rewards” means event-related credits, ticketing offers, venue promotions, entertainment experiences and similar event-based benefits.

“Program” means the Kinetic Rewards loyalty and engagement program described in these Terms.

“Program Partners” has the meaning given in Section 1.

“Rewards” means any promotional credits, discounts, entries, offers, benefits, experiences, tickets, incentives, access rights or promotional opportunities made available through the Program.

“Rewards Experience” means the websites, mobile applications, hosted experiences, communications channels, APIs and interfaces through which the Program is offered.

“Tier” means the Member, Plus or Premier membership level within the Program, as described in Section 7.

“Travel Rewards” means travel-related promotional credits, booking opportunities, hotel discounts or travel benefits offered through the Program.

3. Eligibility and Participation

Kinetic Rewards is available only to eligible Kinetic consumer broadband customers with qualifying active accounts in good standing. Eligibility may depend on factors including qualifying services, account standing, customer status, geographic availability, participation requirements and compliance with these Terms and the General Kinetic Terms.

Small business and commercial customers are not currently eligible to participate in Kinetic Rewards.

Participation is limited to the primary Kinetic account holder associated with the eligible account. Authorized users, secondary users and non-account holders may not independently access the Rewards Experience, complete missions or redeem Rewards. Certain Rewards may nevertheless be used by household members or other individuals through the account holder, including travel bookings, ticket purchases, dining experiences and other eligible Rewards, at the account holder’s discretion and risk. Kinetic is not responsible for disputes between primary account holder and any joint account holder, secondary user, authorized user or similarly account-associated person.

The Program is intended solely for personal, non-commercial use. By participating in Kinetic Rewards, you represent that you are at least eighteen (18) years old and a legal resident of the United States (or, if the age of majority in your jurisdiction is different, that you meet that age) and that you are otherwise authorized under applicable law to enter into these Terms and the General Kinetic Terms. The Program is not directed to and is not intended for use by, individuals under 18. Kinetic does not knowingly collect personal information from children in connection with the Program.

Kinetic reserves the right to verify eligibility at any time and may deny, suspend, restrict or revoke participation for fraud-prevention, legal, operational, compliance, security or business reasons.

4. Program Overview

Kinetic Rewards is a customer loyalty, engagement and rewards program intended for eligible Kinetic customers, designed to recognize and encourage the continued relationship between Kinetic and its customers and to encourage ongoing participation, engagement and qualifying customer behaviors. The Rewards Experience is accessible primarily through the Kinetic mobile application (“GoKinetic”) and may also be accessible through Kinetic’s website and other Kinetic-branded digital properties.

The Rewards Experience may include personalized offers, missions, tier progression, sweepstakes, promotional campaigns, bonus engagement opportunities, travel-related benefits, entertainment experiences, shopping discounts, dining offers, wellness experiences and related promotional opportunities.

Rewards are promotional benefits only, do not constitute property or stored value and confer no vested rights. Rewards have no cash value unless expressly stated otherwise and may be modified, substituted, suspended, limited, revoked or terminated at any time in Kinetic’s sole discretion, subject to Section 20 (Termination and Modifications) and applicable law.

Participation in the Program does not create any property interest, contractual entitlement to any specific Reward, fiduciary relationship, agency relationship, partnership or joint venture between you and Kinetic, TLC, TWT or any Program Partner and does not guarantee continued availability of any Reward, Tier or feature.

5. Membership Registration and Communications

Enrollment in the Program may require customers to complete onboarding, accept these Terms, provide accurate registration information, establish communication preferences and verify identity or account ownership.

Customers agree to maintain accurate and current contact information, compatible devices, required permissions and secure account credentials. Customers are solely responsible for maintaining the confidentiality of their account credentials and for all activity occurring through their account.

Kinetic, TLC and TWT shall not be responsible for unauthorized access, unauthorized redemptions, credential theft, account compromise or fraudulent activity.

During onboarding, users may select reward interests, including dining, shopping, wellness, travel, entertainment, live events and related categories. Such selections may be used for personalization, recommendation engines, analytics, promotional targeting, mission assignment, fraud detection and Program optimization, in accordance with Section 13 (Privacy and Data Sharing).

Customers may receive communications relating to the Program through push notifications, email, SMS/text messaging, RCS messaging, in-app messaging and other electronic communication channels. Certain legal, operational, transactional, security-related, fraud-prevention or account-related communications may be mandatory and cannot be opted out of while you remain a Program participant. Marketing and promotional communications may be opted out of as described in Section 14 (Text Messaging / SMS Program Terms) and applicable unsubscribe mechanisms.

Standard message and data rates from your wireless carrier may apply to any communications sent or received in connection with the Program.

6. Electronic Communications Consent

By participating in the Program, you consent to receive electronic communications, disclosures, notices, agreements and records relating to the Program and you agree that such communications satisfy any legal requirement that communications be provided in writing.

You further consent to transact electronically and acknowledge that your electronic acceptance of these Terms (for example, by clicking “I Agree,” enrolling in the Program or otherwise affirmatively accepting these Terms through the Rewards Experience) constitutes a legally binding electronic signature under the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN) and applicable state law.

You are responsible for maintaining access to a compatible device, internet connectivity, current software and a functioning communication method necessary to receive Program-related communications. You may withdraw your consent to electronic communications only by discontinuing participation in the Program, subject to Section 20.

7. Tiers, Missions and Benefits

Kinetic Rewards currently includes the Member, Plus and Premier tiers. All eligible customers begin at the Member tier upon enrollment; no customer enters the Program at a higher Tier.

Tier eligibility, progression, retention and associated benefits may depend upon qualifying customer activities (“Missions”), account standing, engagement metrics, product subscriptions, promotional participation, geographic availability and fraud-prevention review. Missions are drawn from four categories — Services, Customize, Connect and Manage — and are personalized based on products, services and settings the customer does not already have or use. Advancement from Member to Plus and from Plus to Premier, requires completion of the number of eligible Missions specified in the Rewards Experience at the time of enrollment or Tier review.

Existing products, services, account settings or behaviors in place before a customer’s enrollment or before a Mission is presented do not, by themselves, count toward Tier advancement; advancement is earned through new qualifying actions taken after the Mission is presented, except as Kinetic may otherwise specify.

Once a customer reaches Premier, the products, services and behaviors that qualified the customer for Premier become that customer’s ongoing requirements to retain Premier status, as further described in the Rewards Experience. Any eligible Missions not completed during Tier progression remain available as standalone bonus Missions; completion of bonus Missions does not change Tier status but may provide additional weekly spin opportunities or sweepstakes entries as described in the Rewards Experience.

Current benefits may include monthly travel credits, monthly entertainment/live event credits, shopping discounts, dining offers, wellness experiences, activity discounts, weekly spin-to-win engagement opportunities, quarterly sweepstakes entries and other promotional engagement opportunities. Benefit types, values and availability may vary by Tier, promotional period, geography, inventory availability and participating provider and are described in more detail within the Rewards Experience at the time of offer.

Kinetic reserves the right, at any time and in its sole discretion and subject to Section 20 (Termination and Modifications), to modify Tier structures, eligibility requirements, Missions, redemption procedures, inventory allocations, personalization logic, recommendation systems, engagement mechanics, Reward values, availability limitations and promotional structures.

Actual Reward values, savings opportunities, redemption availability and inventory access may vary substantially by customer and are not guaranteed.

8. Rewards Wallet and General Redemption Terms

Certain Rewards are administered through a rewards wallet or credit balance associated with your Account and a linked partner platform (for example, the TLC Travel Portal). Reward credits, once issued to your wallet, are tracked, applied and redeemed as described in Section 11 and any applicable Additional Terms for that Reward category.

Unless otherwise stated for a specific Reward category, Rewards: (a) have no cash value and are not redeemable, exchangeable or refundable for cash or cash equivalent; (b) are non-transferable and may be redeemed only by the eligible Customer through the applicable Rewards Experience or designated partner platform; (c) are void if sold, bartered, auctioned, duplicated, altered or otherwise misused or where prohibited by law; (d) are subject to availability, applicable expiration periods and the terms of the participating merchant, venue or supplier; and (e) may be modified or substituted with a Reward of comparable value where the original Reward becomes unavailable.

Kinetic and TLC are not responsible for a Customer’s failure to use a Reward before any applicable expiration date and, except as required by applicable state gift-card, credit-expiration or unclaimed-property law, unused Reward value is forfeited upon expiration, account cancellation or Program termination.

9. Fraud, Abuse and Misuse

Kinetic, TLC and TWT reserve the right to investigate, monitor, audit, suspend, limit, reverse, revoke or terminate participation in the Program at any time in connection with suspected fraud, abuse, misuse, gaming, automation, exploitation of system vulnerabilities, unauthorized commercial activity, account sharing, geolocation manipulation, scripted behavior, suspicious redemption activity, multiple-account activity, resale behavior or violations of these Terms.

Kinetic may, in its sole discretion and after reasonable investigation, void Rewards, reverse credits, cancel bookings, deny redemption requests, freeze accounts, revoke Tier status, prohibit future participation or take any other action reasonably necessary to protect the integrity of the Program.

Determinations regarding fraud, abuse or misuse will be made by Kinetic based on the information reasonably available to it. A Customer who disputes such a determination may contact Kinetic customer support using the information in Section 23 (Notices and Contact Information); nothing in this Section limits any right a Customer may otherwise have under applicable law or Section 21 (Dispute Resolution).

10. Sweepstakes and Promotional Campaigns

Certain sweepstakes, contests, giveaways and promotional campaigns offered through the Program are governed by separate Official Rules, which will be made available at the time of the applicable promotion and which will control over these Terms with respect to that promotion to the extent of any conflict. No purchase, payment or fee of any kind is necessary to enter or win any sweepstakes offered through the Program. Making a purchase, subscribing to a Kinetic service or completing a Mission does not increase a participant’s odds of winning where prohibited by law and where required by law, a free alternative method of entry (AMOE) of comparable prize opportunity will be made available and described in the applicable Official Rules. The Official Rules will detail full eligibility. Sweepstakes and promotional campaigns are void where prohibited or restricted by law and are open only to legal residents of the jurisdictions specified in the applicable Official Rules who meet the age and other eligibility requirements stated there. Odds of winning depend on the number of eligible entries received. Kinetic reserves the right to disqualify any participant suspected of fraud, abuse, tampering, manipulation or violation of applicable rules or laws. Winners may be required to complete affidavits of eligibility, liability releases and (where the prize will be publicized) publicity releases, tax documentation or other eligibility-verification materials, in each case to the extent permitted by law and as specified in the applicable Official Rules. Where the value of a prize awarded under the Program meets applicable federal or state reporting thresholds, Kinetic, TLC or the applicable prize sponsor will issue required tax reporting (e.g., IRS Form 1099-MISC) to the winner. Winners are solely responsible for any and all taxes, tax reporting obligations and other legal obligations associated with a Reward or promotional prize.

11. Specific Reward Category Terms

11.1 Travel Rewards Travel Rewards are subject to the following terms and conditions:

11.2 Live Event Rewards Live Event Rewards, ticketing credits, entertainment offers and event-related promotional benefits are fulfilled through participating ticketing providers and promotional partners and are subject to additional ticketing platform, venue, event organizer and supplier terms and conditions. Live Event Rewards are subject to the following:

11.3 Everyday Rewards “Everyday Rewards” include dining, shopping, wellness and activity-based rewards made available through the Program. Everyday Rewards are provided, fulfilled, administered or facilitated by TLC, participating merchants, venues, wellness providers, retailers, entertainment providers, activity partners and other third-party promotional partners and may include: restaurant discounts and dining offers; wellness and fitness experiences; shopping discounts and promotional pricing; family entertainment and attraction offers; tours and recreational experiences; beauty and lifestyle experiences; and other lifestyle offers. Everyday Rewards are subject to the following terms and conditions:

12. Weekly Spin and Sweepstakes Entry Mechanics Weekly “spin-to-win” opportunities and quarterly sweepstakes entries are allocated based on Tier level and completed Missions as described in the Rewards Experience. Spin outcomes and entry allocations are determined by Kinetic’s or its Program Partner’s random-selection system and are not guaranteed to produce any particular prize or outcome. Unused spins and entries do not roll over or accumulate beyond the period in which they are issued unless otherwise stated. These mechanics are subject to any applicable Official Rules under Section 10.

13. Privacy and Data Sharing Participation in the Program involves the collection, use, analysis, disclosure and sharing of account information, engagement activity, communications preferences, redemption history, transaction data, geolocation information, device information, personalization data and behavioral analytics, as more fully described in Kinetic’s Privacy Policy https://www.gokinetic.com/about/legal/privacy-policy. Such information may be shared among Kinetic, TLC, TWT, participating providers, ticketing partners, travel suppliers, analytics vendors, service providers, promotional partners and technology providers for purposes including Reward fulfillment, fraud prevention, personalization, analytics, customer support, operational administration, marketing and Program optimization, subject to the safeguards described in Kinetic’s Privacy Policy. Your privacy choices. Depending on your state of residence, you may have rights to know, access, correct, delete or limit the use of your personal information and to opt out of the “sale” or “sharing” of personal information, under laws such as the California Consumer Privacy Act (as amended by the CPRA) and similar state privacy laws. Requests to exercise these rights may be submitted through the mechanism described in Kinetic’s Privacy Policy. Children’s privacy. The Program is not directed to children under 13 and Kinetic does not knowingly collect personal information from children under 13 in connection with the Program, consistent with the Children’s Online Privacy Protection Act (COPPA).

Participation in the Program constitutes consent to the collection, use and sharing of information described in this Section and in Kinetic’s Privacy Policy, to the extent permitted by applicable law.

14. Text Messaging / SMS Program Terms

If you opt in to receive text messages relating to the Program, you consent to receive autodialed and/or prerecorded marketing and informational text messages from or on behalf of Kinetic, TLC and their service providers at the mobile number provided, in accordance with the Telephone Consumer Protection Act (TCPA) and applicable carrier guidelines. By signing up to receive text messages, you agree to Kinetic’s SMS Terms and Conditions located at https://www.gokinetic.com/about/legal/sms-terms.

Message frequency varies. Message and data rates may apply. Consent to receive text messages is not a condition of purchasing any service or participating in the Program generally, except that certain Program features that rely on SMS delivery (for example, one-time passcodes) may not be available if you do not opt in.

You may opt out of Program text messages at any time by replying STOP to any message and may request help by replying HELP. Kinetic, TLC and their messaging service providers are not liable for delayed or undelivered messages or for any charges imposed by your wireless carrier. Supported carriers are not liable for delayed or undelivered messages.

15. Intellectual Property

All content, materials, software, technology and other materials made available through the Program or the Rewards Experience (collectively, the “Program Materials”) are owned by or licensed to Kinetic, TLC, TWT or their respective licensors and are protected by applicable intellectual property, copyright, trademark, trade secret and other proprietary rights laws.

Participation in the Program does not grant customers any ownership rights in or to the Program Materials. Subject to compliance with these Terms, customers are granted only a limited, revocable, non-exclusive, non-transferable right to access and use the Rewards Experience solely for personal, non-commercial participation in the Program. Except as expressly permitted by Kinetic in writing, customers may not copy, reproduce, distribute, publicly display, publicly perform, publish, modify, adapt, translate, reverse engineer, decompile, disassemble, create derivative works from, scrape, frame, mirror, sell, license, exploit or otherwise use any portion of the Program Materials or the Rewards Experience.

Customers agree not to use bots, crawlers, scraping tools, automation software, artificial intelligence systems or similar technologies to access, monitor, extract, copy, manipulate or interfere with the Program, the Rewards Experience or any Program Materials and may not remove, alter, obscure or modify any copyright notices, trademarks or proprietary legends appearing in connection with the Program.

The names, trademarks, logos, service marks, trade dress, branding elements and promotional materials associated with Kinetic, TLC, TWT and Program Partners are the exclusive property of their respective owners and may not be used without prior written authorization. Unauthorized use may violate applicable law and these Terms and may result in suspension or termination of participation, revocation of Rewards, injunctive relief, monetary damages and any other remedies available at law or in equity.

All goodwill arising from use of Kinetic, TLC, TWT or Program Partner trademarks inures solely to the benefit of the applicable owner. Kinetic, TLC, TWT and their licensors reserve all rights not expressly granted under these Terms.

16. Third-Party Services

The Program may contain links to or integrations with third-party websites, applications, booking providers, ticketing platforms, merchants, suppliers or external services.

Kinetic, TLC and TWT do not control and are not responsible for third-party content, services, fulfillment, merchant conduct, booking systems, provider actions, pricing, inventory, external platforms or third-party privacy practices. Use of third-party services is undertaken at the customer’s own risk and may be subject to separate terms and privacy policies, which customers are responsible for reviewing.

17. Disclaimer of Warranties

THE PROGRAM, REWARDS EXPERIENCE, REWARDS, CONTENT, MATERIALS, PERSONALIZATION FEATURES, PROMOTIONS, MISSIONS, ALGORITHMS, COMMUNICATIONS and RELATED SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.”

TO THE MAXIMUM EXTENT PERMITTED BY LAW, KINETIC, TLC, TWT and PARTICIPATING PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, SECURITY, AVAILABILITY, ACCURACY, COMPATIBILITY and UNINTERRUPTED ACCESS.

KINETIC AND TLC DO NOT GUARANTEE REWARD AVAILABILITY, INVENTORY LEVELS, MERCHANT OR EVENT PARTICIPATION, CONTINUOUS OR ERROR-FREE ACCESS, PERSONALIZATION ACCURACY or SPECIFIC SAVINGS AMOUNTS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

18. Limitation of Liability; Force Majeure

TO THE MAXIMUM EXTENT PERMITTED BY LAW, KINETIC, TLC, TWT and THEIR RESPECTIVE AFFILIATES, PROGRAM PARTNERS, LICENSORS, EMPLOYEES, CONTRACTORS, OFFICERS, DIRECTORS and AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, ENHANCED or PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE PROGRAM, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF KINETIC, TLC, TWT and RELATED PARTIES ARISING OUT OF OR RELATING TO THE PROGRAM EXCEED THE GREATER OF (A) ONE HUNDRED U.S. DOLLARS ($100) or (B) THE TOTAL VALUE OF REWARDS ACTUALLY REDEEMED BY THE CUSTOMER THROUGH THE PROGRAM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not permit certain limitations or exclusions of liability, so portions of this Section may not apply to you.

Force Majeure. Kinetic, TLC, TWT and Program Partners shall not be liable for any delay, interruption, failure, cancellation or inability to provide Rewards or services resulting from causes beyond their reasonable control, including acts of God, weather events, pandemics, cyberattacks, telecommunications or internet outages, labor disruptions, supplier failures, transportation interruptions, governmental action, regulatory restriction, power failure, war, terrorism or civil unrest.

19. Indemnification

By participating in the Program, you agree to defend, indemnify and hold harmless Kinetic, TLC, TWT and their respective affiliates, Program Partners, licensors, officers, directors, employees, agents and contractors from and against any third-party claims, liabilities, damages, losses, costs, expenses, fines, penalties and reasonable attorneys’ fees arising out of or relating to: (a) your participation in the Program; (b) your misuse of the Program or any Reward; (c) your violation of these Terms or applicable law; (d) your interactions with participating providers or merchants; or (e) any fraud, negligence or willful misconduct associated with your Account. This obligation survives termination of the Program and your participation in it.

20. Termination and Modifications

Kinetic and TLC reserve the right, at any time and in its sole discretion, to modify these Terms, alter Program rules, revise eligibility requirements, suspend promotions, change Rewards or Tier structures, limit availability, modify algorithms or personalization systems, discontinue benefits, terminate a customer’s participation or discontinue the Program entirely. Kinetic will provide notice of material changes to these Terms through the Rewards Experience, by email or by other reasonable means and, except where a shorter period is necessary to address fraud, legal or security concerns, will provide such notice a reasonable period before the changes take effect. Continued participation in the Program after the effective date of any change constitutes acceptance of the revised Terms.

Participation may be suspended or terminated immediately for fraud, past-due, abuse, misuse, legal or operational reasons or violation of these Terms or General Kinetic Terms.

Customers who disconnect qualifying Kinetic services will lose access to Rewards, credits, balances, promotional opportunities, Tier benefits and Missions, subject to the terms of any applicable travel, entertainment, or fulfillment provider administered outside the Kinetic Rewards platform for any redeemed or booked Rewards.. Any unused, unredeemed, or unbooked Rewards benefits, credits, discounts, or offers are forfeited. Re-enrollment in Kinetic service does not restore previously forfeited Rewards.

If Kinetic and TLC discontinue the Program entirely, Kinetic will provide customers reasonable advance notice and a reasonable opportunity to redeem any unexpired, unused Reward balances before the Program’s discontinuation, except where immediate discontinuation is required by law or necessary to prevent fraud or abuse.

21. Dispute Resolution

PLEASE READ THIS CAREFULLY - IT AFFECTS YOUR RIGHTS. This section outlines how disputes between you and Kinetic, TLC, TWT and their respective affiliates will be resolved through an informal dispute resolution process, individual arbitration or small claims court. Claims against other Program Partners, including but not limited to claims related to return, exchange, warranty, shipping, or delivery, are subject to that participating provider’s own terms, conditions, policies, and dispute resolution procedures.

For purposes of this Dispute Resolution section, references to “Kinetic”, “TLC”, “TWT”, “we”, and “us” include their respective subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns. This Dispute Resolution provision shall survive termination of this Agreement.

Each party agrees to waive any right to a trial by jury in a court of general jurisdiction and any right to participate in a class or mass action or consolidated action regarding a dispute except as provided in this section. Specifically, the parties agree to waive any right to pursue a dispute by joining a disputed claim with the disputed claim of any other person or entity or to assert a disputed claim in a representative capacity on behalf of anyone else in any lawsuit, arbitration or other proceeding.

a) Here are the ways you would resolve a dispute.

i. Resolving your dispute directly with Kinetic and each party against whom a claim is asserted within sixty (60) days.

If you have a dispute, first, notify Kinetic’s Customer Care department at the number listed on your invoice. If the Customer Care department is unable to resolve your dispute, you must submit your dispute in writing at the following address:

Kinetic 4005 N. Rodney Parham Rd. Little Rock, AR 72212 Attn: Executive Customer Relations

Describe your dispute with enough detail to allow us to understand it and provide any supporting documentation with your written dispute. Visit https://www.gokinetic.com/about/legal/legal-notices for a form that you may, but are not required to, use to submit your written dispute to us. To safeguard your account, you might be required to provide authentication and/or consent for Kinetic to discuss or share your account information with anyone other than you, including but not limited to an attorney representing you. If we have a dispute with you, we will send you a written notice to your billing address to attempt to resolve the dispute.

For this section, a dispute is any claim or controversy related in any way to the Kinetic Rewards, or) or our agreements pursuant to these Terms or any other agreements, whether the dispute: arises in tort, contract, by statute or any other legal theory; arises under this or any prior agreement with us; or arises after your Services with Kinetic are terminated. Note this Section 21 is intended to resolve outstanding disputes between us, and not to collect a debt owed by you to Kinetic.

ii. Pursuing small claims or arbitration.

If the parties are unable to resolve the dispute within sixty (60) days from the date Kinetic receives the written dispute, except as provided in subsection 3(b)(x), you agree that the dispute shall be resolved in only one of two possible ways:

a) Small Claims Court. You may seek relief in a small claims or equivalent court, if appropriate under the applicable court’s rules, in the city or county of the billing address reflected on your bill, so long as the action remains in that court and is not removed or appealed to a court of general jurisdiction. If the small claims or equivalent court does not allow for declaratory relief, then the action could be brought in a court which does have such relief.

b) Arbitration. All disputes not filed in small claims court will be resolved by arbitration that will be final and binding on both you and Kinetic, TLC, and TWT, subject to any exceptions required by applicable law. An arbitration is a less formal alternative to a lawsuit or jury trial in court. While the procedures in arbitration may be different, they are more streamlined with limited discovery to simplify the process and reduce cost. An arbitrator applies the same law and can award the same damages and relief as a court would under the terms of this Agreement. This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision.

This Section does not prohibit you from submitting any issue you have with Kinetic to any federal, state or local governmental agency or public service commission which may be able to seek relief from Kinetic on your behalf. If the dispute is regarding the charges for Services, you agree that if you do not seek relief in small claims or equivalent court or by arbitration following the sixty (60) day dispute period, then you will immediately begin paying the disputed amount that Kinetic determines is valid, plus any charges that were not paid during the sixty (60) day dispute period or Kinetic may terminate the Services.

b. The following provisions apply to arbitration.

i. Notice of Arbitration. If you intend to seek arbitration after expiration of the sixty (60) day written dispute period, you must first file a claim with JAMS. Visit https://www.gokinetic.com/about/legal/legal-notices for a form that you may, but are not required to, use. Your claim must include:

a) your account number; b) the Services (if any) to which your claim pertains; c) a description of the nature and basis of the claim or dispute; d) a brief outline of previous efforts to resolve the dispute; e) an explanation of the specific relief sought and the basis for the calculations; f) all supporting documentation; and g) if you have retained an attorney, your signed statement authorizing Kinetic to disclose your confidential account records to your attorney if necessary to resolve your claim.

The claim must be signed, and a copy along with proof of payment of the filing fee should be sent to Kinetic at:

Kinetic 4005 Rodney Parham Rd. Little Rock, AR 72212 Attn: Legal Department

Unless you specifically request otherwise, the Executive Customer Relations group may still contact you regarding the claim even if you are represented by counsel.

ii. Arbitration Fees and Applicable Rules. The arbitration will be governed by the JAMS Comprehensive Arbitration Rules and Procedures (“JAMS Rules”), as modified by these Terms, and will be administered by JAMS. The JAMS Rules are available online at www.jamsadr.orgor by calling JAMS at 1-800-352-5267(JAMS).

The arbitrator is bound by these Terms. All issues are for the arbitrator to decide, except issues relating to the scope and enforceability of the Dispute Resolution provision, whether a dispute can or must be brought in arbitration or whether there has been a violation of the Class or Mass Action prohibition, which are for the court to decide.

Unless agreed otherwise, arbitration hearings will take place in the county (or parish) of your billing address. If your claim is $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing or by an in-person hearing as established by the JAMS Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the JAMS Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

After Kinetic receives notice that you have commenced arbitration and proof of payment, we will reimburse you for payment of the filing fee, unless your claim is greater than $75,000 (“JAMS’ fees”). A consumer’s share of the filing fee is currently limited to $250, though JAMS may change that amount. If, however, the arbitrator finds that either the substance of your claim or the relief sought is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the JAMS Rules. You agree to reimburse Kinetic for all monies previously disbursed that are your obligation to pay under the JAMS Rules. In addition, if you initiate an arbitration seeking more than $75,000 in damages, the payment of JAMS’ fees will be governed by the JAMS Rules. If Kinetic initiates the arbitration, it will pay JAMS’ fees regardless of the amount of its claim.

iii. Alternate Payment by Kinetic. If, after finding in your favor in any respect on the merits of your claim, the arbitrator issues you an award, exclusive of attorneys’ fees, that is greater than the value of Kinetic’s last written settlement offer made before an arbitrator was selected, then Kinetic shall pay the greater of the award or $5,000 (“the Alternative Payment”). If Kinetic did not make a written offer to settle the dispute, you are eligible to receive the Alternative Payment if the arbitrator awards you relief less than $5,000 on the merits. If you are still a current customer when the arbitrator’s award is issued, then Kinetic, in its sole discretion, can pay the Alternative Payment by issuing a credit for services on the Customer’s account.

iv. Attorneys’ Fees. If you are entitled to the Alternative Payment, then Kinetic will also pay your attorney, if any, the amount of attorneys’ fees, and reimburse any reasonable expenses, that your attorney reasonably accrues for investigating, preparing, and pursuing your claim in arbitration (“the Attorney Premium”). If you are not entitled to this Attorney Premium, Kinetic will reimburse for reasonable attorneys’ fees and reasonable expenses if it is required to do so under applicable law. However, you may not receive both the Attorney Premium and an award of attorneys’ fees under a statute.

v. No Duplicative Awards. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees, expenses, the Alternative Payment and the Attorney Premium at any time during the proceeding and upon request from either party made within fourteen (14) days of the arbitrator’s ruling on the merits. However, you may not recover duplicative awards of attorneys’ fees or costs.

vi. Individual Arbitration Required. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. THE PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF, CLASS MEMBER OR MASS ACTION MEMBER IN ANY PURPORTED CLASS, MASS ACTION or REPRESENTATIVE PROCEEDING EXCEPT AS OUTLINED IN SUBSECTION 3(B)(VII).

Unless agreed otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding or private attorney general claims. The parties expressly waive the right to have any dispute or claim brought, heard, administered, resolved or arbitrated as a Mass Action. Neither an arbitrator nor an arbitration provider shall have authority to hear, arbitrate or administer any Mass Action except as provided in subsection 3(b)(vii) below. A “Mass Action” includes, but is not limited to, instances in which you or Kinetic are represented by counsel, a law firm or collection of coordinated law firms that has filed twenty-five (25) or more arbitration demands of a substantially similar nature against the other party within one hundred and eighty (180) days of the arbitration demand filed on your or Kinetic’s behalf.

Each party agrees that one of the essential purposes of this Dispute Resolution provision is to provide for the prompt, efficient, and cost-effective resolution of disputes and is a material part of these Terms. Subsection 3(b)(vii) furthers these purposes by ensuring disputes are resolved on an individual basis and by providing for alternative low-cost paths to resolving individual disputes. Any claim that all or part of this Class or Mass Action waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. If this specific proviso is found to be unenforceable, then the entirety of this Dispute Resolution provision shall be null and void.

vii. Procedure in the case of Prohibited Mass Actions. If a court determines that a breach of the Dispute Resolution provision has occurred or that you have participated in a prohibited Mass Action, then we agree that the following shall apply, in addition to any other remedy ordered by a court.

a) Opting Out. If it is determined that there has been a violation of the Mass Action waiver, the parties may opt out of arbitration within thirty (30) days of the decision and proceed on an individual basis in small claims court. You may opt out of arbitration by providing written notice of your intention to opt out to the arbitration provider and to Kinetic at:

Kinetic 4005 Rodney Parham Rd. Little Rock, AR 72212 Attn: Legal Department

This written notice must be signed by you, and not any attorney, agent or other representative of yours. Kinetic, TLC, and TWT may opt out of arbitration by sending written notice of its intention to opt out to the arbitration provider and to you or your attorney, agent or representative if you are represented. The ability to opt out of arbitration described in this subsection 3(b)(vii) only applies if it has been determined by a court that there has been a violation of the Mass Actions prohibition. If the parties do not opt out of the arbitration, the parties agree to following the batching procedure outlined below. You agree to this process even though it may delay the arbitration of your claim.

b) Batching. In the first batch, claimants’ counsel and Kinetic will each select ten (10) cases (twenty (20) cases total) to be filed in arbitration and resolved individually by different arbitrators. In the meantime, no other cases may be filed or proceed in arbitration, and JAMS must not assess or demand payment of fees for the remaining cases, administer or accept them.

After the first batch is completed, the parties must engage in a single mediation of all remaining cases with the mediation costs being split between the parties. If the parties cannot agree how to resolve the remaining cases after mediation, they will repeat the process of selecting and filing twenty (20) additional cases to be resolved individually by different arbitrators, followed by mediation.

If any claims remain after the second batch, the process will be repeated until all claims are resolved. However, a total of fifty (50) cases may be filed in the third and later batches and will be randomly selected. The parties may also negotiate with JAMS regarding the amount or timing of JAMS fees.

c) Tolling. If this subsection 3(b)(vii) applies to a dispute filed with JAMS and the parties elect the batching procedure set forth herein, the relief set forth in that claim will be extended (including the tolling of any applicable statute of limitations or contractual limitations period for the claims and requested relief) until that claim is selected for a batched proceeding, withdrawn or otherwise resolved. A court will have the authority to enforce this subsection, including by enjoining the Mass Action filing, the prosecution or administration of arbitrations or the assessment or collection of JAMS’ fees.

d) Severability. This subsection 3(b)(vii) is intended to be severable from the rest of this Dispute Resolution provision. If, a court determines that the batching process in this subsection is not enforceable, then the cases may be filed in arbitration and the payment of JAMS filing, administration, case-management, hearing, and arbitrator fees will be assessed as the arbitrations advance and arbitrators are appointed rather than when the arbitrations are initiated.

viii. Confidentiality. Any arbitration shall remain confidential. During the arbitration, the amount of any settlement offer made by either Kinetic, TLC, or TWT or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Kinetic is entitled. Neither you, nor Kinetic, TLC or TWT, may disclose the existence, content or result of any arbitration or award, except as may be required by law or to confirm and enforce an award.

ix. Notice to California Customers. California Customers may seek public injunctive relief through arbitration if, and only to the extent, provided by California law (if deemed applicable) and, in the event the provisions of this Section 3 are found to be unenforceable despite the foregoing exception, such California Customers may seek public injunctive relief through the courts only after the individual claims are fully resolved in arbitration. The preceding sentence shall not apply to Customers in any other state.

x. Exceptions. Nothing in this Section shall prevent Kinetic from doing the following:

issuing notices, including takedown notices for alleged trademark or copyright infringement pursuant to the Digital Millennium Copyright Act; termination of Service pursuant to Kinetic’s Acceptable Use Policy for your abuse of your Internet access Services; or filing a lawsuit, including through a third-party collections agency, in a court of general jurisdiction to collect outstanding balances for unpaid Services or Equipment, any other type of charge owed on your account or for the theft of any Services or Equipment by you even if the amount in controversy exceeds the limits of small claims in the jurisdiction in which the nonpayment arises.

xi. Limitation of Liability. This Section 3 is subject to Section 18(Limitation of Liability; Force Majeure) in these Terms.

xii. Limitations Period. Except as provided in subsection 3(b)(vii), any written dispute must be brought by you or Kinetic within two (2) years after the date the basis for the claim or dispute first arises.

22. Tax Reporting

Customers are solely responsible for determining and satisfying any tax obligations, including income tax reporting obligations, arising from their receipt or redemption of Rewards or sweepstakes prizes. Where required by law, Kinetic, TLC, or the applicable prize or Reward sponsor will issue applicable tax reporting documentation (for example, IRS Form 1099-MISC) to customers who receive Rewards or prizes meeting statutory reporting thresholds and may request a completed Form W-9 or equivalent from such customers as a condition of Reward or prize fulfillment.

23. Notices and Contact Information

Questions, complaints or notices regarding the Program, these Terms or a specific Reward may be directed to:

Kinetic Rewards Customer Support  For Kinetic Rewards support and Kinetic-related escalations.  Phone: 1-866-230-4371 (Kinetic CARE)

Ticket Rewards / Live Events Support (TLC)  For concert, sports, theater and other live-event reward support.  Phone: 847-736-7512 (this phone number can be given in addition to all TLC email addresses.   Email: [email protected]

Notices to Kinetic regarding these Terms (including an opt-out of arbitration under Section 21) must be sent in writing to

Kinetic 4005 Rodney Parham Rd. Little Rock, AR 72212 Attn: Legal Department

24. Miscellaneous

Failure by Kinetic, TLC or TWT to enforce any provision of these Terms shall not constitute a waiver of that or any other provision.

If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.

Kinetic may assign or transfer its rights and obligations under these Terms, including in connection with a merger, acquisition or sale of assets, without your consent; Kinetic will provide reasonable notice of any assignment that materially affects your participation in the Program. You may not assign or transfer your rights or obligations under these Terms without Kinetic’s prior written consent.

These Terms, together with the General Kinetic Terms, Kinetic’s Privacy Policy and any applicable Additional Terms or Official Rules, constitute the entire agreement between you and Kinetic relating to your participation in the Program and supersede any prior or contemporaneous understandings regarding the Program.

Section headings are for convenience only and do not affect interpretation of these Terms.

The provisions of these Terms relating to Sections 15 (Intellectual Property), 17–18 (Disclaimers; Limitation of Liability), 19 (Indemnification), 21 (Governing Law; Dispute Resolution; Arbitration), 22 (Tax Reporting) and this Section 24, together with any other provision that by its nature should survive, will survive termination of the Program or your participation in it.