Terms of Service

Nexlo LLC | Effective Date: March 2026

1. Introduction and Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "Customer," or "Merchant," as applicable) and Nexlo LLC, a limited liability company organized under the laws of the State of New York ("Nexlo," "Company," "we," "us," or "our").

Nexlo operates a web-based loyalty platform (the "Platform") that enables participating merchants to create and manage digital loyalty programs for their customers.

By accessing or using the Platform, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Platform.

2. Description of Services

Nexlo provides a web-based software platform that:

  • Enables merchants to design and manage digital loyalty programs.
  • Allows customers to earn and track loyalty rewards offered by participating merchants.
  • Integrates with third-party services such as Stripe, Apple Wallet, Google Wallet, geolocation tools, and push notification systems.

Nexlo is solely a technology provider.

Nexlo does not:

  • Sell or provide merchant goods or services.
  • Control merchant business operations.
  • Guarantee the quality, availability, or legality of merchant offerings.
  • Guarantee that any reward will be honored.
  • Act as a payment processor between merchants and customers.

All goods, services, and rewards are offered and fulfilled exclusively by participating merchants.

3. Eligibility

You must be at least eighteen (18) years of age to use the Platform.

By using the Platform, you represent and warrant that:

  • You have the legal capacity to enter into this agreement.
  • All information you provide is accurate and current.
  • You will comply with all applicable laws.

4. Customer Accounts

To participate in a loyalty program, customers may be required to provide:

  • Name
  • Email address

You are responsible for maintaining the confidentiality of your account credentials. You agree not to:

  • Create multiple accounts for abusive or fraudulent purposes.
  • Manipulate reward systems.
  • Attempt to exploit technical errors.
  • Falsely redeem rewards.

Nexlo reserves the right to suspend or terminate accounts suspected of abuse, fraud, or violations of these Terms.

5. Loyalty Rewards

5.1 Nature of Points and Rewards

All loyalty points, stamps, credits, or rewards:

  • Have no cash value.
  • Are not property.
  • Are non-transferable.
  • Cannot be redeemed or exchanged for cash.
  • Cannot be transferred, sold, or assigned.
  • Do not represent stored monetary value, prepaid funds, bank deposits, or financial instruments.

Participation in a loyalty program does not create any vested right, ownership interest, or contractual entitlement to rewards.

5.2 Expiration and Promotional Offers

Standard loyalty points issued as part of an ongoing merchant program may not expire unless otherwise specified by the merchant. However, promotional rewards, limited-time offers, event-based incentives, seasonal campaigns, special promotions, or bonus programs may:

  • Be subject to expiration dates,
  • Include additional eligibility conditions,
  • Be limited in quantity or duration.

All expiration terms, promotional conditions, and reward rules are determined solely by the participating merchant.

5.3 Merchant Control and Fulfillment

Each merchant:

  • Establishes its own reward structure.
  • Determines eligibility and redemption requirements.
  • Controls issuance and fulfillment of rewards.

Nexlo may provide advisory guidance but does not control or guarantee reward fulfillment. Nexlo is not responsible for a merchant's refusal to honor a reward.

5.4 Modification or Termination of Programs

Merchants may modify or discontinue their loyalty programs at any time. Nexlo may suspend or terminate any loyalty program if:

  • The merchant violates these Terms,
  • The merchant engages in unlawful or deceptive practices,
  • The program poses legal, financial, or reputational risk.

Nexlo shall not be liable for discontinued, modified, or expired rewards.

6. Merchant Terms

6.1 Merchant Responsibilities

Merchants agree to:

  • Honor rewards offered through the Platform.
  • Provide accurate program descriptions.
  • Comply with all applicable federal, state, and local laws.
  • Maintain appropriate licenses and tax compliance.
  • Avoid deceptive or misleading conduct.

Merchants are solely responsible for:

  • Products and services sold.
  • Customer disputes and complaints.
  • Refunds and redemptions.
  • Taxes and regulatory compliance.

6.2 Fees and Billing

Merchants pay a monthly subscription fee for access to the Platform. All fees are non-refundable. Failure to pay required fees may result in suspension or termination of merchant access.

6.3 Payment Processing

Online payments are processed through Stripe, a third-party payment processor. By submitting payment information, merchants agree to Stripe's terms and policies. Nexlo does not store complete payment card details. Cash payments, if accepted, must comply with Nexlo's billing procedures.

7. Prohibited Conduct

Users may not:

  • Manipulate loyalty redemptions.
  • Create fraudulent accounts.
  • Exploit system vulnerabilities.
  • Reverse engineer the Platform.
  • Interfere with security features.
  • Use automated data extraction tools.
  • Misrepresent identity or affiliation.

Violation may result in immediate suspension, termination, and potential legal action.

8. Third-Party Services

The Platform may integrate with third-party providers including: Stripe, Apple Wallet, Google Wallet, Geolocation services, Push notification systems.

Nexlo is not responsible for:

  • Third-party service interruptions.
  • Device incompatibility.
  • Wallet pass failures.
  • Notification delivery failures.
  • Changes to third-party policies or services.

Use of third-party services is subject to their respective terms and conditions.

9. Location Services and Push Notifications

If enabled, the Platform may utilize geolocation features and push notifications. Users may disable these features via browser or device settings.

Nexlo does not guarantee continuous accuracy, reliability, or availability of location-based services.

10. Intellectual Property

All Platform software, trademarks, branding, content, designs, and materials are the exclusive property of Nexlo LLC. Users may not:

  • Copy
  • Modify
  • Distribute
  • Reverse engineer
  • Commercially exploit

any portion of the Platform without prior written consent.

11. Disclaimer of Warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE."

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEXLO DISCLAIMS ALL WARRANTIES, INCLUDING:

  • MERCHANTABILITY
  • FITNESS FOR A PARTICULAR PURPOSE
  • NON-INFRINGEMENT

NEXLO DOES NOT GUARANTEE:

  • Continuous availability
  • Error-free operation
  • Reward fulfillment
  • Merchant compliance
  • Accuracy of third-party integrations

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: NEXLO SHALL NOT BE LIABLE FOR:

  • INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES
  • LOST PROFITS
  • LOSS OF DATA
  • BUSINESS INTERRUPTION
  • MERCHANT MISCONDUCT

NEXLO'S TOTAL LIABILITY SHALL NOT EXCEED:

  • For Merchants: The total fees paid to Nexlo in the twelve (12) months preceding the claim, or $500 USD, whichever is greater.
  • For Customers: $100 USD.

These limitations apply regardless of the legal theory asserted.

13. Indemnification

You agree to indemnify and hold Nexlo harmless from any claims, damages, liabilities, or expenses arising from:

  • Your violation of these Terms.
  • Fraudulent activity.
  • Merchant reward disputes.
  • Violations of applicable law.

14. Termination

Nexlo may suspend or terminate any account:

  • For violation of these Terms.
  • For fraudulent or abusive conduct.
  • For non-payment of merchant fees.
  • For legal or regulatory concerns.

Termination may occur without prior notice.

15. Governing Law and Jurisdiction

These Terms are governed by the laws of the State of New York. Any dispute arising under these Terms shall be resolved exclusively in the state or federal courts located in New York County, New York.

Users consent to personal jurisdiction and venue in those courts.

16. Modifications to Terms

Nexlo may update these Terms at any time. Updated Terms will be posted on the Platform with a revised Effective Date.

Continued use of the Platform constitutes acceptance of the updated Terms.

17. Contact Information

Nexlo LLC
New York, NY
Email: contact@nexlo.app