Terms and Conditions

I. General Provisions

1. These terms and conditions (hereinafter – Terms and Conditions) set out the terms and conditions as well as procedures, under which we, performing activity under the name of ACEB, undertake, under customer's order and for consideration, to purchase various digital gift cards in our name but at the customer's expense.
2. These Terms and Conditions are binding for all persons (customers) who intend to purchase any digital gift card through website www.aceb.com, which is administered by us – Loyalty Vault SRL (registration number 51229859, address Bdul. Unirii 32 BL.73B ET. 2 AP. 10 ZIP Code 130082, Targoviste, Romania) (hereinafter – we, Agent).
3. These Terms and Conditions are standard and apply to legal relations between customer (hereinafter – you, Customer) and us without negotiation. We undertake to apply these Terms and Conditions in relation to you. By placing an order with us for acquisition of a digital gift card, you also undertake to comply with these Terms and Conditions.

II. Definitions

The following capitalized definitions in these Terms and Conditions shall have the following meanings:

1. Account means a link generated in Customer's name at the first-time login to the Website, which you can use to login to the Website and identify yourself. Detailed instructions for creating of an Account are provided on the Website.
2. Customer (you) means a person who provides mandate to us to purchase one or more specific digital gift cards for them.
3. Contract of Commission means your order confirmed by us to purchase one or more specific digital gift cards on our name but for your benefit.
4. Order means your order to us to purchase one or more specific digital gift cards for you.
5. Website means our internet website, accessible on http://aceb.com, where you may place your orders for purchase of digital gift cards.

III. Conclusion and Execution of Contracts of Commission

1. A Contract of Commission is concluded by submission to us an Order by you and confirmation of that Order by us. You may submit your Orders to us through your Account.
2. Confirmation and fulfilment of your Orders (conclusion and execution of Contract of Commission) is subject to advance payment of a full price of a digital gift card you order to acquire, including commission payment to us.
3. We reserve the right not to confirm your Order on our own discretion. We shall inform you about confirmation of your Order by providing appropriate notification by email or on your Account. All your Orders, approved by us, will be stored on your Account.
4. Upon confirmation of your Order, the Contract of Commission is deemed to have been concluded and instructing and authorising us to purchase digital gift card specified in your Order. Composition of digital gift cards to be acquired may not be changed without the written agreement between you and us.
5. We shall start execution of a Contract of Commission without any unreasonable delay. We shall use our best efforts to execute your mandate on the conditions most advantageous to you in accordance with our mutual Contract of Commission. However, we assume no responsibility towards you for the failure of a third person (seller of digital gift card) to perform their obligations. In the event of failure of a third person to perform a gift card purchase agreement concluded by us following your Order, we shall immediately inform you and provide you with the information at our disposal related to the fulfilment of your Order and assign you appropriate rights of claim. We reserve the right to deviate from your instructions related to purchase of a digital gift card regardless of possibility to acquire your approval. In a case we have purchased a digital gift card at a higher price than agreed, you shall have to notify us immediately about your refusal to accept such purchase. Otherwise, we shall treat that you have accepted the performance of the Contract of Commission.
6. Prices of digital gift cards may change at any time, and we in no event provide price protection or refunds in the event of price reduction after conclusion of appropriate gift card purchase.
7. Digital gift cards purchased by us at your expense shall be transferred to you and shall become your ownership immediately after its acquisition. However, we reserve the right of retention of the digital gift card purchased in case you fail to perform your obligations in respect of us.
8. Agreed remuneration for the commission shall be deducted from your balance immediately after fulfilment of relevant your Order. Invoices for the amounts of commission fees shall be placed on your Account.

IV. General Provisions Related to Usage of Digital Gift Cards

1. Unless expressly stated otherwise in a specific Contract of Commission, we will purchase digital gift cards on the following terms and conditions that are common practise and/or agreed between us and their respective issuers:
   1. Validity Period. Gift cards are valid for a period of one (1) year from the date of purchase of the gift card ("Validity Period").
   2. Activation. Gift cards are activated and ready to use immediately upon purchase of them.
   3. Expiration. Each gift card will expire automatically at the end of the Validity Period. Upon expiration, any remaining balance on the gift card will be forfeited and cannot be redeemed, refunded, or credited.
   4. Non-Extendable. The Validity Period is non-extendable. Issuers of gift cards are not obligated to extend the expiration date of any gift card under any circumstances.
   5. Non-Refundable. Gift cards, once purchased, are non-refundable and cannot be exchanged for cash in part or full. This condition applies irrespective of the gift card's remaining balance.
   6. Responsibility. It is your responsibility to be aware of the gift card's expiration date. Issuers of gift cards are not obligated to provide reminders or notifications regarding the impending expiration of gift cards. It is advised that all gift card holders use their gift cards in full prior to the expiration date to maximize the value of their purchase.
2. It is strictly prohibited to use any of gift cards purchased through us for any of the following:
   1. To conduct or engage in any illegal, fraudulent, malicious or otherwise unlawful activity.
   2. To hide or disguise the proceeds of any illegal or unlawful activity.
   3. To conduct or engage in activity in a way that we reasonably believes might harm our ability to provide services, including those under Contracts of Commission.
   4. To engage in any other use or activity that breaches these Terms and Conditions or is not in conformity with our sustainable activities, ensuring human rights, transparency, gender equality, moral and ethics, or other activity deemed unacceptable by us.
3. Certain issuers of gift cards may apply specific provisions in relation to usage of their gift card. You should check this information usually available on the websites of issuers.
4. We reserve the right, without any prior notice or explanation, to refuse any person from concluding and/or execution of a Contract of Commission if we have reasonable doubt that the activity being carried out by that person is in violation of any of the prohibitions specified in this section.

V. Obligations and Rights

1. Your obligations:

1. You must ensure the confidentiality of information related to login into your Account. We assume no responsibility for any actions related to the Account not initiated by you and any consequences of them if such actions have been taken and confirmed after logging onto the Account with your passwords. You have to assume all the risk regarding the actions indicated in this clause. You have to immediately notify us of any misuse or unauthorized use of your Account data. We reserve the right to temporarily prevent you from using your Account should we reasonably believe there are signs of misuse of the Account data.
2. By placing an Order, you confirm your understanding that we are not neither seller nor reseller of any digital gift card and we do not exchange, redeem, refund or otherwise take back digital gift cards purchased through us.
3. By placing an Order, you confirm your understanding that legal requirements vary worldwide, and it is your responsibility to make sure that you comply with any and all local legal regulations in appropriate place of residence before purchasing any digital gift cards through the us. In any case you confirm that your purchase of a digital gift card through us does not violate any applicable laws and regulations.
4. You are obligated to accept form us everything received under the commission and relieve us from the commitments assumed by us to a third person in the performance of the Contract of Commission.
5. You are obligated pay us for the commission in accordance with the Contract of Commission.
6. You are obligated not use digital gift cards acquired through us and/or possibility to acquire the said gift cards for purposes and/or activities that may harm our brand and image, or for morally or ethically dubious purposes, or purposes which might violate applicable laws and regulations.

2. You are entitled to receive reports on performance of the Contract of Commission.

3. We reserve the right for the purpose of performing of our obligations to conclude a contract of sub-commission with another person, remaining liable towards you.

VI. Limitations of Responsibilities

1. We do not warrant that purchased digital gift cards will be free from defects, continuously available or error free, or that defects will be corrected in a timely manner or at all. Consequently, you agree and accept that all digital gift cards and all related information are provided on an "as is" and "as available" basis without warranty of any kind, express or implied.
2. We do not warrant that the digital gift cards purchased through us (including those provided in the exemplary list on the Website), will meet your requirements. Any relations regarding use/withdrawal/redemption of gift cards purchased through us are exclusively between you and the relevant issuer of the gift card as well as all complaints regarding use/withdrawal/redemption of gift cards purchased through us shall be directed exclusively to the relevant issuer only.
3. We do not exchange, redeem, refund or otherwise take back Gift Cards purchased through it.
4. To the fullest extent permissible by law, we make no representations, warranties or conditions of any kind, express or implied, with respect to digital gift cards or any purchases made with gift cards, including without limitation, any express or implied warranty of fitness for a particular purpose, title, or non-infringement, or any warranty arising by usage of trade, course of dealing, or course of performance.
5. We do not assume any obligations and/or responsibilities regarding any third party's intellectual property rights related to digital gift cards.

VII. Data Protection

1. We shall process your personal data in strict accordance with applicable laws. We shall maintain personal data obtained from you, or on your behalf, within the geographical limits of the European Union.

VIII. Amendments to the Terms and Conditions

1. We reserve the right to amend in our own discretion at any time these Terms and Conditions by publishing an updated text on the Website.

IX. Validity of the Terms and Conditions

1. Should any provision of these Terms and Conditions appear to be in conflict with mandatory law and therefore null and void, this shall not make all the Terms and Conditions or the Contracts of Commission concluded on the basis thereof null and void. In such a case we shall undertake to replace the null and void provision of the Terms and Conditions with economically and legally nearest its equivalent.

X. Miscellaneous

1. Waiver. Any failure or delay by any Party in exercising any right or remedy in one or many instances shall not prohibit a Party from exercising it at a later time or from exercising any other right or remedy.
2. Effect. All provisions of Contract of Commission which by their nature shall be intended to continue shall survive termination, including terms relating intellectual property restrictions and reimbursement of damages.
3. Accrued rights. Termination of Contract of Commission shall not affect accrued rights and obligations of either Party except unless such rights were accrued unlawfully.
4. Governing Law. These Terms and Conditions have been prepared with reference to the law of the Republic of Romania.
5. Dispute Resolution. Any legal disputes arising from or in relation to the agreements concluded based on these Terms and Conditions shall be handled at a court of the Republic of Romania.
6. Notices. Any notice required under these Terms and Conditions to be given by a Party shall be given in writing, in the English language, and shall be sent by e-mail, addressed to the other Party as indicated in respective.