Loop – Terms of Service (For Brands in the United States)

Effective Date: January 24, 2025

Last Updated: February 4, 2025

Welcome to Loop! These Terms of Service ("Terms") govern your access to and use of the Loop platform, including our website (feedtheloop.com), mobile applications, and related services (collectively, the "Services"), as a brand ("Brand," "you," or "your") operating in the United States. The Services are provided by Loop Communications Inc. ("Loop," "we," "us," or "our"), a company registered in the State of Delaware, USA. By accessing or using the Services, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must discontinue use of the Services immediately.

1. Introduction

Loop provides a platform that enables Brands to create and manage campaigns ("Campaigns") to engage with customers ("Customers"), collect actionable insights, and build lasting relationships. Brands can use Loop to launch Campaigns, set reward amounts for Customer engagements, and receive aggregated and anonymized data or personal data (with Customer consent) to inform their strategies. These Terms apply to Brands using the Services in the United States.

2. Eligibility

2.1 General Requirements: To use the Services as a Brand, you must:

Be a legally recognized business entity or organization authorized to operate in the United States.

Provide accurate, complete, and up-to-date information during registration, including your business name, contact details, and payment information.

Not be prohibited from using the Services under applicable US laws or regulations.

2.2 Right to Refuse Access: Loop reserves the right to refuse access to the Services to any Brand that does not meet these eligibility criteria or that Loop determines, in its sole discretion, is not a suitable partner for the platform (e.g., due to legal, ethical, or operational concerns).

3. Account Registration & Security

3.1 Account Creation: To create and manage Campaigns, you must create a Loop account ("Account"). You agree to provide accurate, complete, and up-to-date information during registration, including your business name, email address, phone number, and any other required details.

3.2 Account Security: You are responsible for maintaining the confidentiality of your Account credentials (e.g., username, password). You must immediately notify Loop at support@feedtheloop.com if you suspect any unauthorized access to or use of your Account. Loop is not liable for any loss or damage arising from your failure to secure your Account.

3.3 Account Updates: You agree to keep your Account information up-to-date, including your contact details and payment information.

3.4 Authorized Users: You may designate authorized users to access your Account on behalf of your Brand. You are responsible for the actions of all authorized users and must ensure they comply with these Terms.

4. How Loop Works (Brand Experience)

4.1 Create Campaigns: You can create Campaigns through the Loop platform by specifying the reward amount per Customer engagement, the type of engagement (e.g., surveys, video interviews, user-generated content), and the data you wish to collect. You are responsible for ensuring that your Campaigns comply with all applicable laws and regulations (e.g., advertising laws, data protection laws).

4.2 Customer Engagement: Customers participate in your Campaigns by scanning QR codes or NFC tags on your products or accessing Campaigns directly through the Loop platform. Customers must complete the specified engagement challenge (e.g., a survey) to earn the reward you set.

4.3 Data Access: After a Campaign, you will receive aggregated and anonymized insights based on Customer engagements (e.g., “70% of customers are female, 25-34, buy health bars weekly”). Personal data (e.g., name, email) will only be shared with you if the Customer has explicitly consented through their privacy sharing preferences for your Brand’s Loop. If a Customer opts out of sharing personal data, you will only receive anonymized data.

4.4 Payment for Campaigns: You agree to pay Loop for each valid Customer engagement in your Campaigns, based on the reward amount you set. Loop retains a 30% commission, with 70% of the reward amount paid to the Customer. For example, if you set a reward of $1.00 per engagement, the Customer receives $0.70, Loop retains $0.30, and you pay Loop the full $1.00. Payments are due within 30 days of invoice issuance, unless otherwise agreed in writing.

4.5 Loop-Operated Campaigns:

In some cases, Loop may operate its own Campaigns without your prior permission (e.g., as part of a pilot or data collection initiative involving your products). In such Campaigns, Loop will collect and use the data for its own purposes, including but not limited to platform improvement, market research, and generating insights.

Loop may offer the collected data to you after the Campaign, in aggregated and anonymized form, or in a form adjusted according to the Customer’s privacy sharing preferences (e.g., opt-in settings). If the Customer opts out of sharing personal data, you will only receive anonymized data.

You acknowledge that Loop is not obligated to offer this data to you, and any such offer will be subject to additional terms and fees, as determined by Loop.

5. Brand Responsibilities

5.1 Campaign Compliance: You are responsible for ensuring that your Campaigns comply with all applicable US federal, state, and local laws, including but not limited to:

Advertising and marketing laws (e.g., Federal Trade Commission (FTC) guidelines on endorsements and disclosures).

Data protection laws (e.g., the California Consumer Privacy Act (CCPA)).

Consumer protection laws (e.g., fair and transparent terms under the FTC Act). You must not create Campaigns that are misleading, deceptive, or unlawful.

5.2 Reward Payments: You agree to pay Loop for each valid Customer engagement in your Campaigns, as outlined in Section 4.4. Failure to pay invoices within 30 days may result in suspension of your access to the Services, termination of your Campaigns, or legal action, at Loop’s sole discretion.

5.3 Data Usage: You agree to use Customer data provided by Loop (e.g., aggregated insights, personal data with consent) solely for the purposes outlined in your Campaign and in compliance with applicable data protection laws, including the CCPA. You may not share, sell, or misuse Customer data in any way that violates these Terms or applicable laws.

5.4 Content Ownership: You retain ownership of content you provide for Campaigns (e.g., survey questions, branding materials), but you grant Loop a non-exclusive, worldwide, royalty-free, perpetual license to use, store, display, and distribute such content for the purposes of operating the Services and delivering your Campaigns. You represent and warrant that your content does not infringe on any third-party rights (e.g., copyright, trademark) and is not illegal, offensive, or defamatory.

5.5 Compliance with Laws: You agree to use the Services in compliance with all applicable US federal, state, and local laws, including data protection, advertising, and consumer protection laws.

5.6 Consequences of Violation: Violation of these responsibilities may result in suspension of your access to the Services, termination of your Campaigns, or legal action, at Loop’s sole discretion.

6. Privacy Policy

6.1 Data We Collect:

Account Information: Business name, email address, phone number, and other details provided during registration or Account updates.

Campaign Data: Details of your Campaigns, including reward amounts, engagement types, and data collection preferences.

Device Information: IP address, browser type, device type, operating system, and usage logs (e.g., pages visited, time spent) of your authorized users.

Customer Data: Aggregated and anonymized insights from Customer engagements, and personal data (e.g., name, email) only with Customer consent, as described in Section 4.3.

6.2 How We Use Data:

To facilitate the creation and management of your Campaigns.

To provide you with aggregated and anonymized insights or personal data (with consent) from Customer engagements.

To improve the Services, including platform functionality, user experience, and Campaign effectiveness.

To communicate with you, including sending Campaign updates, invoices, and marketing emails (with your consent).

To comply with legal and regulatory requirements (e.g., tax reporting, anti-fraud measures).

6.3 How We Share Data:

With Customers: Customer data is shared with you only as described in Section 4.3 (aggregated and anonymized, or personal data with consent).

With Tilia Payments: Payment information is shared with Tilia Payments for processing Customer rewards, in accordance with Tilia’s Terms of Service and Privacy Policy.

With Service Providers: We may share data with third-party service providers (e.g., cloud hosting, analytics) to operate the Services, but only under strict confidentiality agreements.

With Legal Authorities: We may share data if required by law, to comply with legal processes (e.g., subpoenas), or to enforce our Terms (e.g., investigating fraud).

Business Transfers: In the event of a merger, acquisition, or sale of Loop’s assets, your data may be transferred to the acquiring entity, with notice to you.

6.4 Data Security:

We use industry-standard encryption (e.g., SSL/TLS) and secure servers to protect your data during transmission and storage.

Despite our efforts, no system is 100% secure. Loop is not liable for unauthorized access, data breaches, or other security incidents beyond our reasonable control.

In the event of a data breach, Loop will notify affected Brands within 72 hours (or as required by law) and take reasonable steps to mitigate harm.

6.5 Brand Data Rights:

Access & Update: View and update your Account information through your Account settings.

Delete Account: Request Account deletion at any time by contacting support@feedtheloop.com. Upon deletion, your business data will be removed, except as required by law (e.g., tax records).

Data Portability: Request a copy of your business data in a machine-readable format by contacting support@feedtheloop.com.

Opt-Out: Opt-out of non-essential data uses (e.g., marketing emails) through your Account settings or by unsubscribing.

CCPA Compliance (Customer Data): If you receive personal data from Customers under the CCPA (e.g., California residents), you agree to comply with CCPA requirements, including honoring Customer requests for access, deletion, and opt-out of data sales (Loop does not sell data). Loop will assist you in fulfilling these requests as required by law.

7. Intellectual Property

7.1 Loop’s Intellectual Property:

The Services, including the Loop platform, website, mobile app, trademarks, logos, and all content created by Loop (e.g., platform interface, Campaign templates), are the exclusive property of Loop Communications Inc. and are protected by US copyright, trademark, and other intellectual property laws.

You may not copy, modify, distribute, or create derivative works of Loop’s intellectual property without prior written consent.

7.2 Brand Content:

You retain ownership of content you provide for Campaigns (e.g., survey questions, branding materials), but you grant Loop a non-exclusive, worldwide, royalty-free, perpetual license to use, store, display, and distribute such content for the purposes of operating the Services and delivering your Campaigns.

You represent and warrant that your content does not infringe on any third-party rights (e.g., copyright, trademark) and is not illegal, offensive, or defamatory. Loop may remove your content if it violates these Terms.

7.3 Customer-Generated Content (UGC):

Customers retain ownership of content they submit through your Campaigns (e.g., survey responses, video interviews, UGC). Through Customer consent, you are granted a non-exclusive, worldwide, royalty-free, perpetual license to use, store, display, and analyze such content for the purposes outlined in your Campaign, subject to the Customer’s privacy sharing preferences.

You agree not to use Customer UGC in any way that violates these Terms, the Customer’s consent, or applicable laws (e.g., CCPA).

8. Prohibited Activities

You may not:

Create Campaigns that are misleading, deceptive, or unlawful under US federal, state, or local laws (e.g., false advertising, non-compliance with FTC guidelines).

Use Customer data in a manner that violates these Terms, Customer consent, or applicable data protection laws (e.g., CCPA).

Exploit vulnerabilities in the Services, attempt to reverse-engineer Loop’s systems, or engage in any hacking or unauthorized access.

Use the Services to violate any applicable US federal, state, or local laws, including data protection, advertising, and consumer protection laws.

Impersonate another entity or misrepresent your affiliation with Loop or any third party.

Interfere with the operation of the Services (e.g., introducing viruses, overloading servers). Breaches of these prohibitions may result in suspension of your access to the Services, termination of your Campaigns, or legal action, at Loop’s sole discretion.

9. Termination of Account

9.1 By Loop: Loop reserves the right to suspend or terminate your Account, or restrict your access to the Services, at its sole discretion, if:

You violate these Terms or engage in prohibited activities (Section 8).

You engage in fraudulent or illegal behavior (e.g., non-payment, misuse of Customer data).

We are required to do so by law or to protect the rights, safety, or property of Loop, its users, or third parties. Upon termination, you will lose access to your Account, and any ongoing Campaigns may be terminated. You remain liable for any outstanding payments owed to Loop.

9.2 By You: You may terminate your Account at any time by contacting support@feedtheloop.com. Upon termination, your business data will be deleted, except as required by law (e.g., tax records). You remain liable for any outstanding payments owed to Loop prior to termination.

9.3 Effect of Termination: Termination does not relieve you of any obligations incurred prior to termination (e.g., payment obligations, compliance with data usage rules).

10. Disclaimers & Limitation of Liability

10.1 As-Is Basis: The Services are provided on an “as-is” and “as-available” basis, without warranties of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. Loop does not guarantee that the Services will be uninterrupted, error-free, or free of viruses or other harmful components.

10.2 Third-Party Services: Loop uses third-party services, including Tilia Payments for Customer reward withdrawals. Loop is not responsible for any issues, delays, errors, or damages arising from third-party services, including but not limited to payment failures, account freezes, or data breaches by third parties.

10.3 Accuracy of Customer Data: While Loop takes reasonable steps to ensure the accuracy of Customer data collected through Campaigns, we do not guarantee the accuracy, completeness, or reliability of such data (e.g., survey responses). You are responsible for verifying Customer data before using it for decision-making.

10.4 Accuracy of Campaign Information: Loop is not responsible for the accuracy, completeness, or reliability of Campaign information you provide (e.g., reward amounts, Campaign details). You are responsible for ensuring your Campaign information is accurate and compliant with applicable laws.

10.5 Third-Party Links: The Services may contain links to third-party websites or services (e.g., Tilia Payments, Customer websites). Loop is not responsible for the content, accuracy, or practices of these third-party sites, and you access them at your own risk.

10.6 Service Availability: Loop does not guarantee that the Services will be available at all times. We may suspend or interrupt the Services for maintenance, upgrades, or unforeseen circumstances (e.g., technical issues, security threats) without prior notice. Loop is not liable for any damages resulting from such interruptions.

10.7 Limitation of Liability: To the maximum extent permitted by law, Loop, its affiliates, officers, directors, employees, and agents will not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill, arising out of or in connection with your use of the Services, even if Loop has been advised of the possibility of such damages. Loop’s total liability to you for any claim arising under these Terms will not exceed the amount you paid to Loop in the 12 months preceding the claim.

10.8 Force Majeure: Loop is not liable for any failure to perform its obligations under these Terms due to events beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, or internet outages.

11. Accessibility Compliance

11.1 Commitment to Accessibility: Loop is committed to ensuring the Services are accessible to users with disabilities, in compliance with the Americans with Disabilities Act (ADA) and other applicable US accessibility laws. We strive to make the Loop platform accessible to all users, including those using assistive technologies (e.g., screen readers, keyboard navigation).

11.2 Accessibility Features: The Services are designed to meet Web Content Accessibility Guidelines (WCAG) 2.1 Level AA standards, to the extent feasible. Features may include text alternatives for images, keyboard navigation support, and adjustable text sizes.

11.3 Accessibility Support: If you encounter any accessibility barriers while using the Services, please contact us at support@feedtheloop.com. We will make reasonable efforts to address your concerns and improve accessibility.

12. Indemnification

12.1 Your Obligation to Indemnify: You agree to indemnify, defend, and hold harmless Loop, its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees) arising out of or in connection with:

Your use of the Services, including any violation of these Terms.

Your Campaigns or content that infringes on any third-party rights (e.g., copyright, trademark) or violates applicable laws.

Your use of Customer data in a manner that violates these Terms, Customer consent, or applicable laws (e.g., CCPA).

Your violation of any applicable US federal, state, or local laws, including data protection, advertising, and consumer protection laws.

12.2 Loop’s Right to Defend: Loop reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which case you will cooperate with Loop in asserting any available defenses.

13. Dispute Resolution

13.1 Governing Law: These Terms are governed by the laws of the State of Delaware, without regard to its conflict of law principles.

13.2 Arbitration: Any disputes arising out of or relating to these Terms or the Services will be resolved through binding arbitration in accordance with the rules of the American Arbitration Association (AAA). Arbitration will take place in Wilmington, Delaware, unless otherwise agreed by the parties. The arbitrator’s decision will be final and binding, and may be enforced in any court of competent jurisdiction.

13.3 Waiver of Class Actions: You agree to resolve disputes on an individual basis and waive any right to participate in a class action, class arbitration, or representative action against Loop.

13.4 Exceptions: Notwithstanding the above, either party may seek injunctive relief in a court of competent jurisdiction to prevent irreparable harm (e.g., intellectual property infringement, data misuse).

13.5 Informal Resolution: Before initiating arbitration, you agree to attempt to resolve the dispute informally by contacting Loop at support@feedtheloop.com. If the dispute is not resolved within 30 days, either party may proceed to arbitration.

14. Changes to These Terms

14.1 Updates: Loop may modify these Terms from time to time to reflect changes in the Services, legal requirements, or business practices. We will notify you of significant changes via email or a prominent notice on the Loop platform at least 30 days before the changes take effect (unless immediate changes are required by law).

14.2 Acceptance: Your continued use of the Services after the updated Terms take effect constitutes your acceptance of the new Terms. If you do not agree to the updated Terms, you must discontinue use of the Services and terminate your Account.

15. Miscellaneous

15.1 Entire Agreement: These Terms, together with the Privacy Policy and any other agreements referenced herein (e.g., Tilia’s Terms of Service), constitute the entire agreement between you and Loop regarding the Services, superseding any prior agreements or understandings.

15.2 Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

15.3 Waiver: Loop’s failure to enforce any right or provision of these Terms does not constitute a waiver of such right or provision.

15.4 Assignment: You may not assign your rights or obligations under these Terms without Loop’s prior written consent. Loop may assign its rights and obligations to a third party (e.g., in the event of a merger or acquisition) with notice to you.

15.5 No Agency: These Terms do not create an agency, partnership, joint venture, or employment relationship between you and Loop.

15.6 Electronic Communications Consent:

By using the Services, you consent to receive electronic communications from Loop, including emails and in-app notifications, regarding your Account, Campaigns, invoices, and updates to these Terms or our Privacy Policy.

You may opt-out of non-essential communications (e.g., marketing emails) through your Account settings or by unsubscribing, but you cannot opt-out of essential communications (e.g., invoice notifications, Account security alerts).

You are responsible for ensuring your contact information (e.g., email address) is up-to-date to receive these communications.

16. Contact Information

For questions regarding these Terms, our Privacy Policy, or the Services, please contact:

Loop Communications Inc.

Email: support@feedtheloop.com

Mailing Address: 8 THE GREEN STE A, Dover, Delaware 19901 US

Registered in: State of Delaware