USDC Rewards Terms — United States

1. Eligibility

To participate, you must:

1. make an Eligible Purchase;
2. be the age of majority where you live and able to enter a binding contract;
3. have a wallet, in good standing, that can receive USDC on Base; and
4. be legally eligible to receive a Reward and comply with applicable laws (including sanctions and anti-money laundering laws).

You represent and warrant that you meet the eligibility requirements above.

2. Program structure; Program Addenda

The Program is modular. Each sub-program is described in a short addendum that is made available to you in the Program user interface (each, a "Program Addendum"). Each Program Addendum will specify (as applicable) the reward amount, qualifying payment methods and wallets, applicable dates and geographies, any caps or limits, and the party funding that sub-program (the "Funding Entity"). If there is a conflict between a Program Addendum as made available in the user interface and these Rewards Terms, the Program Addendum controls for that sub-program.

3. Earning Rewards

1. What purchases qualify. Rewards are available only on Eligible Purchases made using Eligible Payment Methods at Eligible Merchants, as described in these Rewards Terms and the applicable Program Addendum.

2. Disclosure at checkout. Any opportunity to earn a Reward (including the reward amount, any caps, and key qualifying details) will be shown at checkout or in the Program user interface at the time of purchase.

3. Reward asset. IMPORTANT: REWARDS ARE PAID ONLY IN USD COIN (USDC) ON BASE NETWORK. YOU CANNOT RECEIVE REWARDS IN ANY OTHER CRYPTOCURRENCY OR IN FIAT CURRENCY.

4. Ineligible transactions. If an Eligible Purchase is canceled, fails, or is refunded before we send the Reward, you will not receive a Reward.

4. Delivery, timing, and wallet requirements

1. Delivery to the same Wallet used to pay. Rewards are sent only in USDC on the Base network to the same wallet address you used to fund the Eligible Purchase, regardless of which network you used for payment. You cannot direct the Reward to another wallet.

2. Timing; delays. Rewards are generally delivered 30 days after your Eligible Purchase payment settles, but exact timing may vary (for example, due to network congestion, fraud review, compliance checks, or system maintenance).

3. Wallet security and irreversibility. Blockchain transactions (including USDC transfers) are generally irreversible. If you lose access to your Wallet, provide the wrong address, or your Wallet is compromised, we cannot recover funds or Rewards.

4. Third parties and technology. Some payments may utilize technologies developed by Coinbase Technologies, Inc. ("Coinbase") and Circle Internet Financial, LLC ("Circle"), the issuer of USDC. Shopify is not a party to your relationship (if any) with Coinbase or Circle. Rewards and transfers depend on third-party networks and protocols; delays, failures, forks, or other issues may occur.

5. No opt-out; rewards are final

There is no opt-out. You cannot return or refuse a Reward once it is sent. If you do not wish to receive a Reward, do not complete the purchase using the Eligible Payment Method.

6. Valuation; exchange rates; fees

Crypto values are volatile. Shopify is not responsible for any difference between (i) the fiat value of your original payment and (ii) the fiat value of the Reward at any time.

Network fees, if any, are your responsibility unless a Program Addendum says otherwise.

7. Refunds and returns; effect on your refund (no clawbacks)

1. Effect on merchant refunds. If your purchase is refunded or returned for any reason, the refund may be reduced by the amount of the Reward already sent to your Wallet. This can apply to full and partial refunds. The merchant calculates and issues refunds. Shopify does not control the merchant's refund policy, exchange rates, or timing, and is not responsible for any difference in value. The merchant calculates and issues refunds. Shopify does not control the merchant's refund policy, exchange rates, or timing, and is not responsible for any difference between the fiat value of your original payment and the fiat value of the Reward at any time.

2. No repayment. Rewards that have been sent are final.

8. Restrictions; limits; exclusions

Eligible Merchants, Eligible Payment Methods, wallets, networks, geographies, caps, and limits may be set out in the applicable Program Addendum and/or displayed at checkout. You may not assign these Rewards Terms without our consent. We may assign them to an affiliate or in connection with a merger, acquisition, or asset sale.

9. Prohibited conduct; abuse

You agree not to misuse the Program or attempt to obtain Rewards through fraud, abuse, or unlawful activity. If we suspect fraud, abuse, or legal/regulatory non-compliance, we may delay, withhold, or decline Rewards.

10. Compliance; prohibited jurisdictions; restricted persons

You represent and warrant that you are legally eligible to receive Rewards and comply with applicable sanctions and anti-money laundering laws. We may withhold or decline Rewards if we believe participation would violate law or create compliance risk.

11. Taxes; reporting

Rewards may be taxable. You are responsible for any taxes and for keeping records. Shopify does not provide tax advice.

12. Communications; notices

We may communicate Program information and updates in-product (for example, at checkout or in the Shop app) or by email.

13. Viewing reward activity; reporting issues

Because Rewards are delivered to your Wallet, you may be able to view transfers using your Wallet provider and applicable blockchain explorers.

If you think a Reward transfer is missing or incorrect, contact Shopify support and provide information reasonably requested to investigate.

14. Program changes, suspension, termination; no ongoing relationship

We may change, pause, or end any sub-program or these Rewards Terms at any time for any reason without notice. We may also add or remove eligible wallets, networks, or regions at any time for any reason without notice.

This Program does not create an ongoing customer or account relationship between you and Shopify. Our obligations to you end when the Reward for your Eligible Purchase is sent to your Wallet.

15. Disclaimers

Not cash; not a deposit. Rewards are paid only in USDC on Base and are not bank deposits, not savings accounts, not insured, and may change in value relative to fiat.

"As is." The Program and any related services are provided "as is" and "as available" without warranties of any kind, to the maximum extent permitted by law.

Third parties. We are not responsible for third-party services, protocols, networks, or wallets (including Coinbase's Cryptocurrency Payment Protocol and any supported Wallets).

You are responsible for your Wallet, private keys, recovery phrases, and device security.

Shopify is not a party to your purchase or transaction from a merchant and is not responsible for the product, service, shipping, returns, refunds, refund calculations, or customer service for that purchase. Your purchase is governed by the merchant's terms and policies.

16. Liability limits; your indemnity

To the maximum extent permitted by law, Shopify and its affiliates are not liable for indirect, incidental, special, consequential, punitive, or exemplary damages, or for lost profits, revenues, data, or goodwill, arising out of or related to the Program.

Our total liability to you for anything arising out of or related to the Program will not exceed the greater of: (a) US$100; or (b) the total value of Rewards we sent to your Wallet in the 12 months before the event giving rise to the claim.

You agree to indemnify Shopify and its affiliates against claims, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising from: (i) your breach of these Rewards Terms; (ii) your violation of law; or (iii) your purchase transactions and your use of wallets, networks, or protocols.

17. Disputes; governing law and venue

These Rewards Terms and any dispute arising out of or relating to the Program are governed by the laws of the jurisdiction you are contracting with.

18. Entire agreement; severability; notices

Entire agreement. These Rewards Terms and any applicable Program Addendum are the entire agreement between you and Shopify for this Program and replace any prior communications about the Program.

Severability. If any part of these Rewards Terms is unenforceable, the rest remains in effect.

Notices. We may communicate Program information and updates in-product (for example, at checkout or in the Shop app) or by email.

19. Definitions

"Eligible Merchant" means a merchant that uses Shopify Payments and has enabled an Eligible Payment Method for your purchase.

"Eligible Payment Method" means a payment method enabled by the Eligible Merchant through Shopify Payments that qualifies under a Program Addendum.

"Eligible Purchase" means a purchase from an Eligible Merchant that meets these Rewards Terms and the applicable Program Addendum.

"Funding Entity" means the party funding a sub-program as specified in a Program Addendum (if disclosed).

"Program Addendum" means an addendum describing a sub-program, including reward amount, eligibility, caps/limits, geography/dates, and other terms.

"Reward" means the amount we send for an Eligible Purchase under a Program Addendum.

"Wallet" means the supported crypto wallet you use to complete an Eligible Purchase and to which the Reward is sent (the same Wallet used to fund the purchase).

20. Contact us

If you have questions or comments regarding the Program, please contact us through Shopify's support portal.