Rewards Terms & Conditions

            The following are the Terms and Conditions of Participation (the “Terms”) for the GreenPan^TM Rewards Program (the “Program”). By participating in the Program, you are agreeing to be bound by the Terms. If you do not agree to all of the Terms, do not participate in the Program.

            SECTION 7 REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.

1. Eligibility and Overview.
   
   a. The Program is offered at the sole discretion of The Cookware Company (USA), LLC (the “Company”, “we”, or “us”). The Program is available to individuals for their personal use only and is limited to one account per individual. Corporations, associations, or other groups may not participate in the Program. Individuals who are residents of the United States (including its territories and possessions), over the age of 18 years or older, who provide and maintain a valid email address are eligible to become members, and who can form legally binding contracts are authorized to participate in the Program.
   
   b. By joining the Program and becoming a Program member, you (individually and collectively, “you,” “your,” or “Member”) acknowledge that you have read, understood, and agree to be bound by these Terms.
   
   c. These Terms do not alter in any way the terms or conditions of any other agreement you may have with us, including any agreement for products or services. By enrolling in the Program, you also agree to be bound by our Privacy Policy and our website Terms of Use, which are incorporated herein by reference. If you do not agree to these Terms, our Privacy Policy, and our website Terms of Use, you cannot participate in the Program. The Program is void where prohibited by law.
   
   d. The Company may revise any provision of these Terms or any policy, FAQ, or guidelines related to the program in whole or in part at any time and in its sole discretion by (a) posting the revised provision so that it is accessible to Member on the Site, or (b) notifying Member of the revised provision in an email message or other notice sent to Member at the address for Member in the Company’s records. Any such revision will be effective immediately upon the earlier of such posting, sending such email message or five days after such notice is placed in regular mail, with postage prepaid, as set forth in this Section.  Member is responsible for periodically checking these Terms on the Site for revisions to these Terms. Your participation, or continued participation, in the Program and/or redemption of Program benefits is considered acceptance of these Terms and any modifications thereof.
   
   
2.  Enrollment.
   
   a. Eligible individuals may enroll in the Program only by visiting greenpan.us (the “Site”) and following the prompts to create a customer account on the Site. The Company reserves the right in its sole discretion to decline eligibility to any person or to terminate any person’s participation in the Program. Members must provide true, accurate, and complete information, and are solely responsible for maintaining the accuracy of such information and for updating it as required.
   
   b. Only one Program account may be associated with a single email address. In the event of a dispute over ownership of the Program membership account, the member will be deemed to be the authorized account holder of the email address submitted at the time of enrollment. For purposes of these Terms, the “authorized account holder” is the natural person who is assigned to the submitted email address by an internet provider, online service provider, or other organization that is responsible for assigning email addresses for the domain associated with the submitted email address.
   
   
3. Program Benefits.
   
   a. Tiers. The Program is a way in which we reward our loyal customers for making Eligible Purchases (defined below) and/or taking other Program related actions. There are three tiers of membership (each, a “Tier”, and collectively “Tiers”): (i) Healthy Start; (ii) Healthy Cook; and (iii) Healthy Kitchen. Tiers are based on the number of points earned within the last twelve (12) calendar months on Eligible Purchases that remain in your account. The minimum amount needed to qualify for a Tier is subject to change by the Company in its sole discretion. All Tiers enjoy a variety of Program benefits made available from time to time in the Company’s sole discretion, which may vary by Tier. Current information on Tier eligibility and benefits is available on the Program page on the.
   
   b. Earning Points. Members receive 1 point for every $1 spent on Eligible Purchases, or by taking certain other Program actions as described on the https://www.greenpan.us/blogs/recipesor as may be published through other media. “Eligible Purchase” means a purchase of goods on the Site while you are signed in to your online account for personal, family and household purposes. The following are expressly excluded from the definition of “Eligible Purchase”, and points will not be earned on: purchases of the Company’s goods from sources other than the Site, purchase of gift cards, returns, refunds, replacement items, sales tax, state fees, discounts, shipping charges, credit adjustments, any purchase using store credits, unauthorized or fraudulent charges, purchases that violate these Terms or any other agreement between you and the Company, delivery fees, and any other excluded charges specified by the Company from time to time. Unless specifically determined by the Company in its sole discretion, the Company does not award or issue retroactive points for any reason (i.e. you forget to log into your account when ordering goods).
   
   c. Adjustment to Points Balances. Rewards and points earned through the Program have no cash value, are non-transferable, and you have no property rights in or to Rewards or other Program benefits. Points will be added to your Program account as soon as practicable after completion of an Eligible Purchase, typically around thirty (30) days after the Eligible Purchase. The Company may deduct points from Members’ points balance for returns, cancellations, or charges that do not remain Eligible Purchases. For clarity, when Members return or cancel an Eligible Purchase, the points from the original Eligible Purchase will be deducted from the Member’s account. The Company will not be liable for discrepancies, inconsistencies or errors in Member accounts and/or redemption of any points or Program benefits not caused by the Company.
   
   d. Redeeming Points. Points may be redeemed for offers and rewards made available from time to time by the Company on the Site (“Rewards”). To redeem offers and rewards, you must have accumulated the minimum number of points established by us for a particular benefit. Points have no cash value and may never be exchanged for cash. To use your points for Rewards, you must be logged into your account on the Site. Rewards issued in the form of Site credit may not be applied to certain types of purchases, like gift cards or sale merchandise. Only one (1) Reward may be applied to each order on the Site, and you may not redeem multiple Rewards on a single order regardless of your points balance or the available Rewards shown. Shipping and handling fees and/or taxes may apply to any purchases made through the Program. If you return an item that was purchased using a reward, you will be refunded only the amount paid after reduction from the Reward, and points used will be refunded to your points account. Rewards are available while supplies last, and substitutions may be made by us in our sole discretion. If your order is not completed for any reason, any Rewards will be removed from your cart and may no longer be available. You are not required to redeem your accumulated points or Rewards.
   
   e. Program Benefit Changes. We reserve the right to change Program benefits and Rewards, how you reach each Program Tier, how you earn points, and how we evaluate and reward your Eligible Purchases and/or other Program activity. We reserve the right to place limits on the number of purchases or activities that are eligible for the Program and/or for any given Tier or point level, the number or types of Rewards or benefits you may receive or earn in any given Tier or any given point level, in a given time period or for the duration of the Program or any combination thereof.
   
   f. Account Adjustments. If you have concerns that a purchase or other activity was not properly applied to your account, you should notify Customer Service via email located at https://www.greenpan.us/pages/contact. Your email should specify the name and email address associated with the Program, the date of the Program activity, and the issue(s) you encountered. The email must be sent no more than thirty (30) days after the date the purchase or other Program activity took place. The Company is not responsible for late notifications.
   
   
4. Communications.
   
   a. Program Emails. By enrolling in the Program, you will be automatically subscribed to receive, and consent to receiving, the Company’s Program-related emails.
   
   b. Opt-Out. You may opt out of receiving these emails at any time by following the instructions provided in the email or as otherwise provided in the Company’s Privacy Policy, but emails related to the administration of your membership in the Program will still be sent, for example a new points acquisition email, a redemption confirmation email, a profile update email etc. If you terminate your Program membership, you will no longer receive Program-administration related communications. 
   
   
5. Termination and Modification.
   
   a. The Program is offered at the Company’s sole discretion, and may be cancelled, modified, restricted, or terminated at any time. Such actions may affect the Program in whole or in part, including these Terms, the FAQs, or any specific aspect or feature of the Program. Such actions may reduce the value of rewards or benefits already accumulated or earned, or your ability to redeem previously accumulated rewards or benefits.
   
   b. Members may cancel their membership at any time by emailing Customer Services via the email address located at https://www.greenpan.us/pages/contact. If you cancel your participation in the Program, you will no longer earn points and you will forfeit your unused points. If you decide to enroll in the Program again in the future, previously forfeit points will not be reinstated to your account.
   
   c. At any time and without advance notice, we reserve the right to suspend or terminate your account and/or your participation in the Program if the Company, in its sole discretion, determines that you have violated these Terms or that any use of your account is unauthorized, deceptive, fraudulent, unlawful, detrimental to the Company or its interests, or otherwise appears to be in a manner inconsistent with these Terms or the purposes of the Program. In the event that your account and/or your participation in the Program is terminated, all accrued Points in your account will be immediately void and forfeited without compensation, and you will be ineligible for future participation in the Program. The Company’s failure to insist upon or enforce each Member’s strict compliance with these Terms will not constitute a waiver of any of its rights. Any decision the Company makes relating to termination or suspension of any Member’s participation in the Program in accordance with these Terms shall be final and binding in all respects. If we suspect illegal activity, fraud, misrepresentation, abuse, or violation of these Terms, we also have the right to take appropriate legal action, in our sole discretion.
   
   
6. Disclaimer of Warranties; Limitation of Liability.
   
   a. THE PROGRAM IS MADE AVAILABLE TO MEMBERS “AS IS” AND WITHOUT ANY WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE GENERALITY OF THE IMMEDIATELY PRECEDING SENTENCE, THE COMPANY DISCLAIMS ALL OTHER WARRANTIES, INCLUDING ANY WARRANTY OF NON-INFRINGEMENT OR IMPLIED WARRANTIES (INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE). Some jurisdictions do not allow limitations on implied warranties, so the above limitation may not apply to you.
   
   b. NEITHER THE COMPANY OR ITS AFFILIATES, PARTNERS, OR LICENSORS WILL BE RESPONSIBLE OR LIABLE IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY WHATSOEVER FOR ANY (A) INTERRUPTION OF BUSINESS; (B) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO THE PROGRAM; (C) DATA NON-DELIVERY, LOSS, THEFT, CORRUPTION, DESTRUCTION, OR OTHER MODIFICATION; (D) LOSS OR DAMAGES OF ANY SORT INCURRED AS A RESULT OF USE OF ANY REWARD OR BENEFIT OF THE PROGRAM; (E) COMPUTER VIRUSES, SYSTEM FAILURES OR MALFUNCTIONS WHICH MAY OCCUR IN CONNECTION WITH YOUR USE OF THE SITE; (F) ANY INACCURACIES OR OMISSIONS IN PROGRAM CONTENT; OR (G) EVENTS BEYOND THE COMPANY’S REASONABLE CONTROL.
   
   c. THE REMEDIES DESCRIBED IN THIS AGREEMENT, INCLUDING THE TERMINATION OF YOUR MEMBERSHIP IN THE PROGRAM, ARE YOUR SOLE AND EXCLUSIVE REMEDIES WITH RESPECT TO THE PROGRAM. NEITHER COMPANY NOR ANY OF ITS AFFILIATES WILL BE LIABLE TO YOU OR ANY THIRD PARTY WITH RESPECT TO THESE TERMS, THE PROGRAM, OR OTHERWISE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) RELATED TO THE PROGRAM OR YOUR PARTICIPATION THEREIN, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT IN THE CASE OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, IN NO EVENT WILL ANY LIABILITY OF THE COMPANY AND ITS AFFILIATES WITH RESPECT TO THE PROGRAM, THE SITE, THESE TERMS, OR OTHERWISE EXCEED THE LESSER OF (A) ALL DIRECT DAMAGES ACTUALLY INCURRED BY MEMBER OR (B) $100. Some jurisdictions do not allow limitations or exclusions of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.
   
   d. THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION 6 WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND WILL SURVIVE CANCELLATION OR TERMINATION OF YOUR MEMBERSHIP IN THE PROGRAM.

7. Mandatory Arbitration and Class Action Waiver. All disputes and claims relating in any way to the Program, these Terms, your membership, or the relationship between the parties will be resolved in accordance with our Terms of Use. THESE TERMS ARE SUBJECT TO MANDATORY ARBITRATION AND A CLASS ACTION WAIVER DESCRIBED IN SECTION 16 OF THE TERMS OF USE. THIS REQUIRES YOU TO SUBMIT CLAIMS TO BINDING INDIVIDUAL ARBITRATION UNLESS YOU OPT OUT AS DESCRIBED IN SECTION 16. PLEASE CAREFULLY READ OUR TERMS OF USE.

8. Governing Law. All matters arising out of or related to these Terms are governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of New York.

9. The personal information collected from you in connection with the Program, including without limitation purchases made in connection with your Membership or account information, will be used and disclosed by us in accordance with the Privacy Policy. By enrolling in the Program, each Member consents to the release of information to selected third parties to carry out the Program, as further detailed in the Privacy Policy. California residents: the Program may be considered a “financial incentive” under California law. Please review our Privacy Policy, which includes our Notice of Financial Incentives.

10. For information about the Program and your membership, contact Customer Service at the email provided at https://www.greenpan.us/pages/contact. You will be required to confirm your full name and email address in order to validate your account. We are not responsible for requests or correspondence lost or delayed in the mail or over the Internet. You may also provide answers to helpful frequently answered questions in our FAQs.

11. No failure or delay of the Company to exercise any right or remedy under this Agreement shall be a waiver of such right or remedy. No waiver of any such right or remedy shall be effective unless made in a writing signed by the Company, and specifically referring to each such right or remedy being waived.

12. Third-Party Beneficiaries. There are no third-party beneficiaries of these Terms, and no provision of these Terms can be enforced or relied upon by any third party.

13. These Terms (a) inure to the benefit of, and are binding upon, Member and the Company and each of Member’s and the Company’s successors and assignees, except that Member may not assign any of Member’s rights or obligations under this Agreement without first obtaining the written consent of the Company, and (b) constitutes the entire agreement between Member and the Company with respect to the subject matter of the Terms, and supersedes all prior oral and written proposals, representations, understandings and agreements. Any attempt by Member to assign to a third party any right or remedy hereunder will be null and of no effect. The Company may, in its sole discretion, assign or otherwise transfer these Terms to a third party (including, but not limited to, an affiliate of the Company).

14. Member Representations and Warranties. Member represents and warrants to the Company that Member (1) has carefully read these Terms, (2) is agreeing to these Terms on Member’s own behalf, and (3) has sufficient capacity to enter into this Agreement. In participating in the Program, Member accepts these Terms. If Member does not accept these Terms, Member should not participate in the Program.