GRACEKENNEDY VALUE REWARDS TERMS AND CONDITIONS

INTRODUCTION

The GraceKennedy Value Rewards Programme ("GKVR", "the Programme" or "the GKVR Programme"), allows Customers to earn and redeem Reward Points when they use their GKVR Membership Card, GKVR Digital Membership Card or GKVR Membership Number at Participating Retailers. These Terms and Conditions govern the award of Reward Points to Customers of the GKVR Programme for the purchase of products or services from Participating Retailers and the redemption of Reward Points by Customers under the Programme. You accept these Terms and Conditions when you register to become a Customer using the GKVR Programme Website or by completing a registration form. By accepting these Terms and Conditions, you represent and warrant that you have the right, authority and capacity to enter into this Agreement.

Under these Terms and Conditions, "we," "our" and "us" refers to GraceKennedy Limited and its subsidiaries and associated entities and “Customer”, "you" and "your" refer to an individual who holds a GKVR Membership Card, GKVR Digital Membership Card or GKVR Membership Number. These Terms and Conditions are subject to change at our sole discretion at any time with or without prior notice to you.

1. DEFINITIONS AND INTERPRETATION

   The following terms shall have the meanings indicated for the purposes of these Terms and Conditions unless the context indicates otherwise:

   • “Account Statement” means the electronic statement which will be available for viewing on the Programme Website and emailed to you quarterly that shows the Reward Points you have earned and redeemed.
   • “Account Statement Date” means the last date of the period covered by your Account Statement.
   • "Customer" means an individual who is a member of the GKVR Programme and has been issued a GKVR Membership Number, GKVR Digital Membership Card and/or GKVR Membership card which entitles them to earn and redeem Reward Points in accordance with these Terms and Conditions.
   • “GKVR Digital Membership Card” means a digitized version of a GKVR Membership Card that can be accessed using the member’s mobile device and presented to Participating Retailers to earn loyalty points.
   • "GKVR Rewards Account" means the nominal account we maintain in your name for the crediting and debiting of Reward Points in connection with the GKVR Programme.
   • "GKVR E-vouchers" means vouchers issued by us electronically or otherwise indicating the Reward which you selected for redemption, subject to any applicable conditions.
   • "GKVR Membership Card" means a card issued by GraceKennedy that certifies a Customer’s membership in the GKVR Programme. A GKVR Membership Card shall bear the name and GKVR Membership Number or only the GKVR Membership Number of the Customer to which it is issued.
   • "GKVR Membership Number" means a unique set of numeric or alphanumeric characters assigned to each Customer.
   • "Net Purchases" means purchases of goods and services from Participating Retailers exclusive of discounts and taxes which you make while using your GKVR Membership Card, GKVR Digital Membership Card or GKVR Membership Number, less any credits applied by the Participating Retailer.
   • "Participating Retailer" means the retailers, vendors, merchants, service providers, business units and external partners set out in Schedule 1 herein and any other entities GraceKennedy may in its sole discretion from time to time allow to participate in the GKVR Programme for provision of Rewards, redemption of Reward Points and to make special offers.
   • "Programme Website" or "the Website" means www.GKValueRewards.com
   • "Rewards" means the goods, services, special offers or other benefits which GraceKennedy and Participating Retailers provide to the Customer from time to time, upon redemption of Reward Points in accordance with the provisions herein and the policies of the Participating Retailers.
   • "Reward Points" means the points you earn when you use your GKVR Membership Card, GKVR Digital Membership Card or GKVR Membership Number at Participating Retailers which can be redeemed as set out in these Terms and Conditions as amended from time to time.
   • “GKVR Tiered Membership” means the bronze, silver, gold and platinum membership tiers to which Customers are assigned that allow Customers to benefit from a variety of rewards, services or other benefits that increase in value as Customers progress to each level of membership.

2. ENROLLMENT AND ELIGIBILITY

   1. An individual who is eighteen (18) years of age or older is eligible to enroll and become a member of the GKVR Programme. Customers who participate in existing loyalty reward programmes offered by subsidiaries or associated entities of GraceKennedy Limited, may elect to transfer to the GKVR Programme based on agreements with each entity.
   2. When you sign up for participation in the GKVR Programme you are deemed to have accepted the Terms and Conditions herein as amended from time to time. These Terms and Conditions are also binding on you after your enrollment in the GKVR Programme is terminated, in respect of any issue or transaction which occurred during your enrollment.
   3. We reserve the right to cancel, terminate, your enrollment or change your status in the Rewards Programme at any time for any reason. Your status as a member of the GKVR Programme may be classified from time to time as either Signed-Up, Active, Inactive, Exited, Suspended or such other classifications as may be determined by us based on qualifications defined by us in our sole discretion. The classifications may include the following which are subject to change by us at any time for any reason:

      Signed Up

      • has completed the GKVR Programme registration and accepted these Terms and Conditions
      • can transition to active status
      • can transition to exited status

      Active

      • has completed the GKVR Programme registration and accepted these Terms and Conditions
      • completed a Net Purchase within twelve (12) months of the last Net Purchase reflected on the Customer’s GKVR Rewards Account
      • can transition to inactive status
      • can transition to suspended status
      • can transition to exited status

      Inactive

      • has not completed a Net Purchase within twelve (12) months of the last Net Purchase reflected on the Customer’s GKVR Rewards Account
      • can transition to active status
      • can transition to exited status
      • can transition to suspended status

      Exited

      • is no longer a member of the GKVR Rewards Programme

      Suspended

      • a Customer whose GKVR Rewards account has been blocked by GKVR Programme’s user support.
      • can transition to active status.
      • can transition to inactive status
      • can transition to exited status

3. PROHIBITION ON USE OF GKVR MEMBERSHIP CARD AND/OR GKVR DIGITAL MEMBERSHIP CARD

   1. You shall not allow another individual to utilise your GKVR Membership Card, Membership Number and/or GKVR Digital Membership Card to earn loyalty points or redeem rewards in the GKVR Programme. A violation of this prohibition is a breach of these Terms and Conditions which may result in the suspension and/or termination of your GKVR Membership without prior notice.

4. EARNING REWARD POINTS

   1. You may earn Reward Points by using your GKVR Membership Card, GKVR Digital Membership Card or GKVR Membership Number when making purchases from Participating Retailers. For every J$100.00 or its equivalent in the amount of your Net Purchases you will earn one (1) Reward Point subject to such other conditions as may be applicable to each Participating Retailer. No Reward Points will be earned on the redemption of Reward Points. You may earn additional points for certain Net Purchases at Participating Retailers. You will earn three (3) points for every bill paid at Participating Retailer, Bill Express.
   2. Unless you are otherwise notified by GraceKennedy, there is no limit on the number of Reward Points that you can accumulate.
   3. From time to time, you may earn additional Reward Points for special offers extended by Participating Retailers in the GraceKennedy Group if you fulfill any applicable conditions for each such offer. Special offers may be posted on the GKVR Programme Website or you may otherwise be notified.
   4. We may adjust the number of Reward Points you earn from purchases at any time and will advise you of such changes. The number of Reward Points required to qualify for each Reward will be displayed on the GKVR Programme Website or as otherwise notified to you by GraceKennedy.
   5. If you return an item in respect of which you earned Reward Points, we will deduct from your Rewards Account the number of Reward Points you originally received on purchasing the returned item.
   6. You agree to notify us in writing of any errors in your Account Statement within thirty (30) days from the date of the Account Statement failing which we will be entitled to treat the entries and balance on that Account Statement as complete, correct and binding.
   7. Reward Points have no cash value, cannot be traded or sold for money and can only be used to redeem Rewards shown on the GKVR Programme Website or as otherwise notified, while you are a Customer. You have no ownership rights with respect to any Reward Points earned by you and they do not constitute property for any purpose.
   8. You may request that we consolidate, convert, exchange, combine, transfer or roll-up Reward Points earned in multiple GKVR Programme accounts held by you subject to our approval and such restrictions and conditions as we may impose, from time to time, in our sole discretion.
   9. Customers will be assigned to a membership tier in accordance with the GKVR Tiered Membership. Your membership tier will depend on the number of Reward Points you accumulate. You can move from one membership tier when you reach the Reward points threshold required for the next membership tier. Your membership tier will automatically refresh annually, and your new membership tier will be assigned based on your new point balance as at December 31 each year.
   10. You must name a beneficiary to whom your Reward Points will be transferred upon your death. If you do not name a beneficiary your Reward Points will be cancelled upon your death.
   11. You may check your Reward Points balance at any time by calling the Programme Contact Centre at 1-888-429-5GKV (5458).

5. REDEMPTIONS AND RETURNS

   1. Your Reward Points may only be redeemed by you in accordance with these Terms and Conditions. The Programme provides you with the opportunity to redeem your Points for the Rewards made available through Participating Retailers displayed on the GKVR Programme Website or otherwise notified. All Rewards are subject to availability, the Participating Retailers’ policies and procedures and such other Terms and Conditions as may be specified by us in respect of that Reward on the GKVR Programme Website, other electronic communication with you or otherwise notified.
   2. Reward Points are available for redemption after the date of the Account Statement on which the Reward Points earned first appear. Reward Points earned on Net Purchases that take place prior to the date of an Account Statement will not appear on that statement if they have not been posted or processed by the Participating Retailer or by us by the Statement Date. Reward Points cannot be redeemed until they have been posted to your GKVR Rewards Account.
   3. To redeem your Reward Points please visit the GKVR Programme Website and use our online sign in verification process. Rewards displayed on the GKVR Programme Website are for illustration purposes only. Actual Rewards may vary. Rewards are subject to change from time to time. If you have the number of Reward Points required for the Reward you have selected, a GKVR E-voucher will be emailed to the email address stated on your GKVR Rewards Account. The GKVR E-voucher can then be used to claim your selected Reward at the respective Participating Retailer. An acceptable valid form of photo identification is required to claim your Reward at the respective Participating Retailers.
   4. Your GKVR Rewards Account will be debited with the number of Rewards Points required to redeem the Reward. GraceKennedy makes no warranty or representation in relation to the quality, safety or suitability of the Rewards provided by the respective Participating Retailers and such Participating Retailers shall be solely responsible to you for any claims, loss or damage, suffered as a result of your use or consumption of a Reward or any exchanges or return of Rewards necessitated due to any defect, damage or inaccuracy in the Rewards or their delivery to you.
   5. You accept that once Reward Points are redeemed, Rewards are final and cannot be exchanged, cancelled, reversed or returned for credit except in cases where you cannot use the GKVR E-voucher.

6. EXPIRATION OF REWARD POINTS

   Reward Points will automatically expire twenty-four (24) months from the date of the Net Purchases which earned the Reward Points.

7. UNREDEEMED REWARD POINTS

   Reward Points that remain unredeemed at the date of (i) termination of the GKVR Programme or (ii) change in your GKVR membership in the GKVR Programme to exited will automatically be cancelled. In the case of fraud or abuse of the GKVR Programme on the part of the Customer unredeemed Reward Points will automatically be cancelled.

8. FRAUDULENT ACTIVITIES

   We reserve the right to suspend or terminate your GKVR Membership if your GKVR Account is suspected of or is being used to facilitate fraudulent activity without prior notice. For the purpose of these Terms & Conditions, fraudulent activities may include but is not limited to one or more of the following:

   1. using your GKVR Membership Number to accumulate Reward Points for purchases made by other individuals at Participating Retailers or
   2. using the GKVR Membership Number of your family members, friends, co-workers or any other individual to facilitate the accumulation of Reward Points for purchases made by customers of Participating Retailers.

9. LIMITS OF RESPONSIBILITY

   Neither GraceKennedy, nor any Participating Retailer, nor any of our affiliates, officers, directors, employees, or agents will be liable to you, or anyone making a claim on your behalf, in connection with (i) any change in Rewards which is reflected on the GKVR Programme Website or otherwise advised; (ii) any forfeiture of Reward Points due to termination of the GKVR Programme or your GKVR Membership; (iii) any loss, damage, expense or inconvenience caused by any occurrence outside of our control; or (iv) any content, products or service appearing on a website to which we provide a link from the GKVR Programme Website. Any claim or dispute you may have with any Participating Retailer pertaining to your purchases from that Participating Retailer shall be resolved as between you and the Participating Retailer who shall have sole responsibility in relation to such matters and GraceKennedy shall have no liability in respect of such claims. Every possible effort has been made to guarantee that the information contained in these Terms and Conditions is correct. However, GraceKennedy and Participating Retailers disclaim all liability due to errors or omissions in this information.

10. INFORMATION PRIVACY

    Your privacy is important to us. You agree that we may only share GKVR Rewards Programme and GKVR Rewards Account related information about you with affiliated parties, including GraceKennedy subsidiaries, Participating Retailers and technical advisers, as required to properly administer the GKVR Rewards Programme, to fulfil your redemption requests under the Programme and enhance the value of the Programme to Customers. The collection use or disclosure of personal information about you shall be done in accordance with the GraceKennedy Privacy Policy that is available for viewing at www.gracekennedy.com.

11. USE OF NAME IMAGE AND LIKENESS

    By accepting these Terms and Conditions and becoming a Customer you grant GraceKennedy the right to use your name, image and likeness in connection with advertising and publicity of the GKVR Programme, promotions or other GKVR Programme marketing activities in which you participate including without limitation use on GraceKennedy’s social media platforms, websites, in the print media as well as on any GKVR Programme branded collaterals.

12. WAIVER

    Any waiver granted by us in respect to strict compliance with any aspect of these Terms and Conditions shall not alter, affect or prejudice any of our other rights or recourses and shall be deemed not to be a waiver of any of your rights and recourse arising in respect of any other breach of these Terms and Conditions. No delay or omission by us in exercising any right or recourse hereunder shall operate as a waiver of that or any other right or recourse.

13. TAXES

    The earning and redemption of Reward Points and benefits therefrom are subject to all relevant and applicable tax laws (if any). Such taxes and all disclosures related thereto are the sole responsibility of the Customer and any taxes arising from the redemption of Reward Points or the receipt of a Reward shall be payable by you.

14. CHANGES TO THE PROGRAMME AND THESE TERMS AND CONDITIONS

    1. We reserve the right at our sole discretion to terminate, change, or temporarily suspend these Terms and Conditions and the GKVR Programme at any time with or without prior notice. However, where possible, we will endeavour to notify you in advance of any termination, change or temporary suspension. Should you continue to participate in the Programme after notification of changes to the Terms and Conditions, you will be deemed to have agreed to and accepted those changes. A Participating Retailer reserves the right to cancel its participation in the GKVR Programme at any time.
    2. In the event there are any inconsistencies between these Terms and Conditions and any marketing material published in relation to the GKVR Programme these Terms and Conditions shall prevail.

15. INTERPRETATION

    All questions or disputes regarding the Programme and the interpretation of these Terms and Conditions will be resolved by us in our sole discretion.

16. GOVERNING LAW

    These Terms and Conditions shall be governed by and construed in accordance with the laws of Jamaica and the Customer hereby submits to the exclusive jurisdiction of the Courts of Jamaica and waives any claim of lack of jurisdiction or forum non-conveniens.

17. ENTIRE AGREEMENT

    The Terms and Conditions outlined herein constitutes the entire agreement between GraceKennedy and the Customer and supersedes any other prior written or oral communications relative to the matter.

18. SEVERABILITY

    If a court of competent jurisdiction finds any provision of these Terms and Conditions is invalid, illegal or unenforceable, the remainder of these Terms and Conditions shall remain in full force and effect.

19. NO ASSIGNMENT

    Your membership and participation in the GKVR Programme are personal to you and cannot be assigned, delegated or transferred by you to any other party.

20. COMMUNICATION

    To ensure that you do not miss any communication from us about the GKVR Programme, you are required to notify us immediately of any changes in your mailing address and other contact information. We may also communicate with you electronically and such communication will be deemed to be "in writing", signed and delivered for all purposes. You agree that by your participation in the GKVR Programme, you consent to receive communication materials and broadcasts electronically including but not limited to publications on the GKVR Programme Website or SMS messages relating to the GKVR Programme. Notices may be sent by GraceKennedy using the contact information you provided at the time of enrollment or as updated from time to time. Notices shall be deemed given on the date of sending if sent electronically by e-mail, SMS transmission or facsimile transmission to the email address mobile phone or fax number provided by you or if by delivery when delivered personally. Any notice from you to us should be sent to:

    GKVR Programme
    c/o GraceKennedy Limited
    42-56 Harbour Street,
    Kingston
    or can be emailed to: GKValueRewards@gkco.com

SCHEDULE 1
PARTICIPATING RETAILERS

These Terms and Conditions are current as of September 15, 2023 and are subject to change at the sole discretion of GraceKennedy. You may view the current Terms and Conditions by visiting the GKVR Programme Website or you may call 888-429-5GKV(5458) to request a copy.