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ADI Pro Rewards Participant Terms & Conditions

Overview

The ADI Pro Rewards Loyalty Program (the "Program") is a sales incentive-based Program sponsored by ADI Global Distribution ("ADI", "we", "our" or "us") through which eligible ADI customers ("Partners") may earn rewards points ("Rewards Points") by participating in the Program and complying with these Program rules (the "Terms"). The Program is sponsored by ADI but hosted and managed by HMI Inc. Only one individual member at each eligible Partner company may participate in the Program. You must be 18 years old and either a resident of the United States (including Puerto Rico) or Canada to participate in the Program. The ADI Pro Rewards loyalty program is designed for the owner/operator or the primary purchasing decision-maker of each company, as only one individual per ADI account is permitted to be assigned for receiving rewards. If you believe you have received this invitation in error, or if you are not the designated owner or key decision-maker, please notify ADI promptly. By participating, you certify that you are the sole individual responsible for managing and redeeming rewards for your company under the ADI Pro Rewards loyalty program.

By joining the Program, you (individually and collectively "you", "your" or "Participant") agree that you have read, understood, and are bound by these Terms. These Terms do not alter in any way the terms and conditions of any other agreement you may have with us, including any agreement for products or services. You also agree to comply with Program guidelines and additional terms and conditions pertaining to specific content, activities or rewards associated with the Program, which are incorporated by reference, and which are found at https://www.adiglobaldistribution.pr/adi-pro-rewards (the "Site"). We reserve the right, in our sole discretion, to change, modify, add or remove portions of these Terms or terms on the Site at any time. You should periodically review these Terms and the related Site terms and FAQs that apply to the Program as they may change from time to time.

As a Participant, you agree that any data you provide is governed by HMI's Privacy Policy located at https://www.awardhdqtrs.net/AwardsNet/Mobile/HMIPrivacy.aspx and that responsibility to protect your data remains with HMI and not ADI.

Program Enrollment

Eligible customers receive personalized registration invitations via email where they can activate their account through Single-Sign-On (SSO) after logging into their online ADI account. After account activation, participants can track progress and access the rewards platform directly on their ADI web account page after activating their rewards account.

Program Eligibility

For Participant to remain eligible for the Program and receive Reward Points, Partner must be in good standing and current with all payment obligations to ADI and remain eligible to participate in all sales performance incentive programs without conditions. Delinquent accounts may result in a loss or adjustment of Participant's Reward Points or termination of Participant's account. To register, Participant must have a web login and use the pre-approved email assigned to Participant's account, which will be included in the initial email invitation associated with the Program or found when logging into the Participant's ADI web portal if eligible. Participant must remain employed at ADI's authorized Partner company to remain eligible to participate in the Program and maintain a valid email address.

Individual or group accounts with special pricing arrangements or other financial benefits that overlap with the Program are not eligible. This Program is an incentive program, and no Participant is required to participate in the Program nor will any Participant be penalized for non-participation. Participants should obtain their employer's permission prior to signing up for the Program. The Program is subject to all applicable federal, state, local laws, rules, and regulations and is void where prohibited. ADI, Participant and Partner's contractors, consultants, interns, vendors, and employee family members are not eligible. ADI reserves the right to refuse a Partner or Participant's participation into the Program for any reason, and access to the Site and participation in the Program is at the sole discretion of ADI. If a Participant is suspected of fraud or other unlawful conduct, or becomes ineligible to participate, we will place a hold on Participant’s redemption activity during a review period.

Goals & Points

Each Partner is given a custom goal based on such Partner's prior year quarterly spend with ADI, with a fixed growth component set by ADI. Goals must be met prior to the end of each Calendar Quarter for Reward Points to be awarded. Reward Points are pending until Partner hits its quarterly goal, at which time Reward Points are transitioned to earned status and awarded. Pending Reward Points for a Calendar Quarter are forfeited if the goal is not met in such Calendar Quarter. Participant must enroll in the Program before the end of the Calendar Quarter in which the points were earned. Any credit for spend will only be awarded to Partners after orders are shipped and invoiced. Shipment times vary and are noted on the ADI site. Goals reset at the beginning of each Calendar Quarter.

Calendar Quarters are represented as follows:
  • Quarter 1 - January, February, March
  • Quarter 2 - April, May, June
  • Quarter 3 - July, August, September
  • Quarter 4 - October, November, December.

Point values displayed on the Site are for Program administration purposes only. Reward Points have no cash or monetary value and cannot be used as payment toward (or credits against) any obligations to ADI. Participant’s right to Reward Points accrue only upon redemption and not at any time before. Unredeemed Reward Points are not obligations owing to you or property belonging to you and are not considered abandoned or otherwise reportable or escheatable within the meaning of the abandoned property laws of any state or jurisdiction.

You must be enrolled in the Program to redeem Reward Points. Point values for rewards are as currently featured on the Site at the time of redemption, and you may redeem Reward Points as valued based on your current point balance. There may be specific and additional terms that are applicable to a reward which must be reviewed by you at the point of redemption prior to completing your request to redeem. If you are disqualified from participation in the Program, outstanding Reward Points are not redeemable and additional Reward Points shall not be available.

All earned points expire after one full year on January 31 of the subsequent year. This expiration policy provides Participants with a maximum of two years to redeem their Rewards Points for rewards before they expire. Participants are subject to a maximum cap of 2,000,000 earned Rewards Points per calendar year. However, balances may exceed the 2,000,000 maximum if points are earned in different years and have not yet expired.

Catalog and Rewards

Participants may redeem their Rewards Points for one or more reward. The rewards, as displayed in the rewards portfolio, specify a standard Rewards Point value showing the number of Rewards Points required for each item. For travel rewards, specific restrictions apply, and these are outlined in the Terms & Conditions provided by each travel vendor within the rewards portfolio.

Participants are prohibited from selling, bartering, or engaging in any illegal activities involving rewards or Rewards Points. In such cases, HMI or ADI reserves the right to take action, which may include canceling, voiding, refusing to honor, or confiscating rewards or Rewards Points. Participants cannot distribute rewards to their employees for business travel. The On-Demand catalog, which offers over 50,000 items, including merchandise, travel options, event tickets, real-time rental cars, and personal concierge services, is accessible to all Program participants.

All Points issued by HMI are intended for redemption through HMI's OnDemand Rewards System. Points are issued in the name of the enrolled Participant who earned them and are not subject to reissue. Rewards, on the other hand, are fully transferable and can be used by the Participant or any individual of their choice. HMI reserves the right to substitute rewards from alternate vendors or adjust the rewards matrix if market conditions necessitate such changes. Once rewards are delivered to the Participant, HMI or ADI is not responsible for any loss, theft, damage, or destruction.

Reward recipients are bound by the Terms & Conditions set by the travel reward supplier and the certificate or merchandise suppliers. HMI retains the right to promote and showcase rewards in the rewards portfolio and may introduce new or special rewards to the program. Rewards will only be fulfilled in countries listed, unless current or future laws or trade restrictions prevent HMI from fulfilling specific orders.

Taxes

Rewards received may be considered taxable benefits depending on the legislation in the respective countries where the Program is available and the residence of the Participant. Reward offers are void where prohibited by law. All participants who receive a reward valued at a fair market value of more than $600 USD in the United States and $500 CAD in Canada must complete the 1099-MISC, T4A or equivalent Miscellaneous Tax Form. Any liability for federal, state, or local income taxes imposed on a reward received from this Program will be the sole responsibility of the Participant receiving the reward and not ADI or any of its agents.

Disclaimer of Warranties; Limitation of Liability

Unless prohibited by law, neither ADI nor its parents, subsidiaries, affiliates, partners, or agents make any representations or warranties, express or implied, in connection with these terms, the program or any rewards or benefits associated with the program including, but not limited to, warranties of merchantability, non-infringement or fitness for a particular purpose.

You agree that neither ADI nor its parents, subsidiaries, affiliates, partners, or agents are responsible or liable in contract, warranty or in tort (including negligence) for any (a) interruption of business; (b) access delays or interruptions to the program; (c) data non-delivery, loss, theft, misdelivery, corruption, destruction or other modification; (d) loss or damages of any sort incurred as a result of dealings with or the presence of third party links on the site or 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, including during hyperlink to or from third party websites; (f) inaccuracies or omissions in program content; or (g) events beyond our reasonable control.

Further neither ADI nor ADIs parents, subsidiaries, affiliates, partners, or agents will be liable for any indirect, special, punitive, incidental, or consequential damages of any kind (including lost profits) related to the program or and your participation therein, whether in contract, warranty or in tort (including negligence), even if we have been advised of the possibility of such damages and in no event shall our maximum aggregate liability for such claims exceed one hundred dollars ($100.00).

You agree that no claims or action in contract, warranty or in tort (including negligence) arising out of, or related to, your participation in the program, use of any rewards or other benefit or these terms may be brought by you more than one (1) year after the cause of action relating to such claim or action arose. If you are dissatisfied with the program, termination of your membership in the program is your sole remedy.

Indemnification

You agree to defend, indemnify, and hold us, our parents, subsidiaries, affiliates, partners, licensors, officers, directors, employees, and agents harmless for any loss, damages or costs, including reasonable attorneys' fees resulting from your participation in the Program in violation of any law, rule, regulation or these Program Terms.

Governing Law and Disputes

The Program and Terms are governed by and construed under the laws of the State of New York, without reference to conflict-of-laws considerations.

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