Merchant Partnership Terms & Conditions

Effective Date: July 25, 2025

Last Updated: July 25, 2025

Jurisdiction: Republic of the Philippines

By clicking “I Agree” or otherwise indicating your acceptance on the Partnership Registration Form, you (“Merchant”) agree to be bound by these Terms & Conditions for participation in the Ginto Privilege Club Corporation (“GPC”) platform operated by Ginto.

1. Partnership Overview

Ginto operates GPC, a membership-based app that provides exclusive deals, discounts, and rewards to members, with the aim of connecting businesses with a targeted base of loyal customers. By participating:

The Merchant agrees to offer promotional deals, discounts or offers (“Offerings”) to GPC members.

Merchant Offerings will have the following characteristics:

A title and description, and a precise Offering value (being a percentage based discount, fixed amount discount, complimentary item, special access or some other tangible reward);

A validity period – being a start date and an end date;

A redemption location(s), or online URL’s and step by step redemption instructions;

Applicable conditions – being minimum purchase requirements, maximum redemptions per member, or any additional restrictions or qualifications.

Ginto will feature and promote Merchant’s brand and Offerings on its platform.

2. Merchant Commitments

Merchant agrees to:

Provide at least one (1) Offering, with details including description, validity dates, redemption instructions, and limitations.

Ensure all Offerings are truthful, lawful, and not misleading.

Use its best endeavours to honor all Offerings consistently.

Clearly communicate Offering redemption procedures to in-store or online staff.

Keep GPC updated on changes to redemption procedures or business operations that may impact the ability of GPC users to benefit from Offerings.

Notify Ginto in writing of changes to Offerings at least 10 business days in advance.

Not combine Offerings with other promotions without Ginto’s written approval.

3. Ginto Commitments

Ginto will:

Seek Merchant’s final approval before publishing any Offering.

Promote approved Offerings through its digital platforms and communications.

Provide access to marketing support and a Merchant Portal (when available).

4. Fees & Charges

Initial Registration Fee: Payable upon onboarding unless waived during the pre-launch period.

Featured Promotion Fee: Optional and subject to separate agreement.

Non-payment may result in suspension of services.

5. Exclusivity

Merchant shall offer GPC users Offerings that are the same, or better, than those offered to non GPC users.

6. Advertising & Promotion

Ginto may promote Merchant with prior approval.

Ginto reserves the right to discontinue any advertising it deems inappropriate.

Merchant may be required to submit promotional materials (e.g., logos, images, flyers).

7. Confidentiality & Data Privacy

Ginto will handle all data in accordance with the Data Privacy Act of 2012.

Merchant consents to Ginto’s use of cookies and data collection for platform functionality.

Merchant must not collect GPC member data without explicit written consent from Ginto.

8. Publicity

Unless declined in writing, Merchant agrees that Ginto may use its name, logo, and partnership results in testimonials and marketing content.

9. Intellectual Property

Ginto retains ownership of all GPC intellectual property.

Merchants may use GPC logos and assets only with prior written consent.

Merchant grants Ginto permission to use its branding in connection with GPC promotions.

10. Termination

Either party may terminate this agreement with 7 days’ written notice.

Ginto may suspend or terminate Merchant access immediately for:

Failure to honor Offerings

Fraudulent or misleading conduct

Brand/reputation damage

Repeated violations

Non-payment of fees

11. Limitation of Liability

Ginto is not liable for:

  • Merchant’s lost profits or redemption errors
  • Member conduct at Merchant locations
  • Technical issues or outages
  • Merchant misrepresentations

12. Indemnification

Merchant agrees to indemnify and hold Ginto and its affiliates harmless from any claims arising from:

False or misleading Offerings

Failure to fulfill Offerings

Customer disputes

GPC member or user conduct at the Merchant’s premises

Technical errors on third-party platforms or external listings

Any breach of these terms

13. Miscellaneous

No agency/partnership is created between the parties.

Any dispute shall be filed in the courts of Makati City, Philippines.

These T&Cs are governed by the laws of the Republic of the Philippines.

Ginto may modify these terms with written notice.

By completing and submitting your Partnership Registration Form you acknowledge and accept these Terms and Conditions.

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