Terms and Conditions

PASSPORT SALES DEMO PROMOTION TERMS AND CONDITIONS.

These Passport Sales Demo Promotion Terms and Conditions (the “Terms”), together with our Privacy Policy, govern Passport Global, Inc.’s (“Passport,” “we,” “our,” or “us”) promotional campaign pursuant to which certain eligible businesses may receive a promotional gift card after scheduling and completing a qualifying sales or product demonstration call with Passport, while supplies last (the “Promotion”).

Participation in the Promotion constitutes acceptance of these Terms. Passport reserves the right to modify, suspend, or extend the Promotion at any time in its sole discretion, or terminate the Promotion at any time upon notice to participant.

Please review these Terms carefully. By participating in the Promotion, you agree to these Terms, which include a binding arbitration provision and other limitations on your remedies.

1. Eligibility. To be eligible for the Promotion, a participant must: (a) represent, and be authorized to enter into these Terms on such entity’s behalf, a qualified ecommerce and direct-to-consumer (“DTC”) business, as determined by Passport in its sole discretion, that (i) currently ships internationally or has active plans to expand internationally; (ii) maintains an active ecommerce storefront that satisfies the traffic thresholds stated below; (iii) satisfies Passport’s internal business qualification requirements; and (iv) represents a potential commercial fit for Passport’s services; (b) schedule and attend a sales or product demonstration call with Passport during the Promotion Period; (c) operate an ecommerce storefront that receives more than seventy-five thousand (75,000) monthly website visits, as verified by Passport through third-party data providers, publicly available information, or other methods deemed appropriate by Passport; (d) be headquartered in, or primarily operate from, the United States, Canada, or the United Kingdom; (e) satisfy Passport’s eligibility, qualification, and operational fit criteria, including as set forth in these Terms (including, without limitation, the “Exclusions” section below), which may be updated from time to time and need not be publicly disclosed; and (f) comply with all applicable laws, regulations, employer policies, and these Terms.
   Passport reserves the sole and absolute right to determine whether any business, participant, industry, business category, operational profile, or opportunity satisfies the eligibility requirements of this Promotion. Passport may decline eligibility for any participant or business that does not satisfy Passport’s qualification standards.
2. Decision-Maker Requirement. To qualify for the Promotion, the participant attending the sales or demonstration call must: (a) be a Founder, Chief Executive Officer, President, Owner, Director-level employee, Vice President-level employee, or other individual with meaningful decision-making authority regarding ecommerce operations, logistics, fulfillment, shipping, or international expansion; or (b) attend the meeting together with another individual from the business who satisfies the foregoing requirements.Passport reserves the right, in its sole discretion, to determine whether a participant satisfies the decision-maker requirement.
3. Promotional Gift. Subject to compliance with these Terms, an eligible participant may receive one (1) promotional vias (or other form) gift card with a value of One Hundred U.S. Dollars (US $100) (the “Gift Card”). The Gift Card shall only be issued after: (a) Passport confirms eligibility and qualification requirements have been satisfied; and (b) the qualifying sales or product demonstration call has been completed.Gift Cards: (i) are non-transferable; (ii) have no cash value except where required by law; (iii) may not be redeemed, exchanged, or substituted for cash; (iv) are subject to any additional terms imposed by the gift card issuer. Limit one (1) Gift Card per company, corporate group, or business entity, regardless of the number of individuals who participate in the Promotion. Passport reserves the right to substitute the Gift Card with an item of equal or greater value if necessary.
4. Exclusions. The following persons or entities may be excluded from participation or receipt of a Gift Card at Passport’s sole discretion: (a) existing Passport customers; (b) businesses already engaged in active commercial discussions with Passport; (c) businesses that constitute active sales opportunities already present within Passport’s sales pipeline; (d) agencies, consultants, brokers, resellers, referral partners, or affiliates; (e) third-party logistics providers (3PLs), logistics providers, technology partners, systems integrators, or service providers; (f) employees, officers, directors, contractors, and representatives of Passport and their immediate family members; and (g) any participant whom Passport reasonably suspects of fraud, abuse, manipulation, bad faith participation, or violation of these Terms.
5. Promotion Period. The Promotion begins on the date announced by Passport and shall continue through December 31, 2026 (the “Promotion Period”), unless earlier modified, suspended, or extended by Passport in its sole discretion, or terminated by Passport in its sole discretion upon notice to participant. Passport may extend the Promotion Period or modify these Terms at any time without prior notice.
6. Verification and Anti-Abuse. Passport reserves the right to verify participant identity, business information, website traffic, geographic location, business qualification status, and any other information relevant to determining eligibility.Passport may request documentation or additional information from participants and may deny eligibility if such information is not provided in a timely manner. Passport reserves the right to disqualify any participant or business that: (a) submits false, misleading, or incomplete information; (b) attempts to manipulate, abuse, or circumvent the Promotion; (c) uses automated methods or fraudulent means to participate; or (d) otherwise violates these Terms. Decisions regarding eligibility, qualification, and Gift Card issuance shall be final and binding.
7. Participants are solely responsible for ensuring that receipt of a Gift Card complies with their employer’s ethics, procurement, gift acceptance, anti-bribery, conflict-of-interest, and similar policies. Passport reserves the right to withhold or decline issuance of a Gift Card if Passport reasonably believes issuance may violate applicable law or organizational policies.
8. Restrictions. While participating in the Promotion and marketing Passport’s services, you shall not: (a) make any statements concerning our products that are false or misleading; (b) distribute any unsolicited bulk emails (spam) mentioning or referring to our products; or (c) engage in any illegal, deceptive or unethical trade practices or any act that might harm Passport’s reputation. Additionally, you have no authority to negotiate any contract on our behalf. The Promotion is not open to current Passport employees or their immediate family. In addition, you may not participate in the Promotion if it, or any of its terms, violates or conflicts with any agreement or policy adopted or instituted by your employer. The Promotion is intended solely for business-to-business purposes and is not directed toward consumers. Additional geographic or regional restrictions may apply where prohibited or restricted by applicable law.
9. Indemnity. You shall indemnify, defend, and hold us and our subsidiaries, affiliates, officers and employees harmless from and against any and all liabilities, losses, damages, costs, fees, and expenses (including reasonable attorneys’ fees) arising out of any claim or action related to your violation of these Terms including, without limitation, the restrictions set forth in Section 4 above.
10. Relationship of the Parties. Participation in the Promotion does not create any agency, employment, partnership, joint venture, or other business relationship between Passport and any participant. You agree that Passport (and/or its affiliates) is the exclusive owner of all trademarks and trade names relating to the products and services provided by Passport, and you acquire no propriety or other rights with respect to such trade names, trademarks or other intellectual property of Passport.
11. Limitations of Liability. To the fullest extent permitted by law, Passport shall not be responsible for lost, delayed, incomplete, inaccurate, fraudulent, or misdirected submissions; technical failures; gift card fulfillment delays; or any inability to participate in the Promotion. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT OR OTHERWISE, SHALL PASSPORT, ITS SUCCESSORS OR ASSIGNS, BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES WHATSOEVER ARISING OUT OF THIS AGREEMENT, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND IN NO EVENT SHALL PASSPORT’S TOTAL LIABILITY ARISING OUT OF ANY CLAIM OR CAUSE UNDER THIS AGREEMENT EXCEED THE GIFT CARD VALUE OR PAYABLE HEREUNDER FOR THE TWELVE-MONTH PERIOD PRECEDING THE CLAIM THAT GAVE RISE TO THE LIABILITY.
12. Governing Law; Venue. Arbitration. These Terms are governed by the laws of the jurisdictions based on your primary location as set forth below, without regard to conflicts of laws provisions. If you are based in the United States: New York State law. If you are based in Canada: the laws of the Province of Ontario and the federal laws of Canada. If you are based in the United Kingdom: England and Wales law. By participating in the Promotion, you agree that any controversy, claim, action, or dispute between us arising out of or relating to: the Promotion, these Terms, or the breach thereof shall be resolved exclusively through binding individual arbitration administered by the American Arbitration Association in accordance with its applicable rules. Claims shall be heard by a single arbitrator. Arbitrations shall be held in New York County, New York, but the parties may choose whether to appear in person, by phone, or through the submission of documents. The arbitration shall be governed by the Federal Arbitration Act (“FAA”). Any disputes in this regard shall be resolved exclusively by an arbitrator. If, but only if, the arbitrator determines the FAA does not apply, the governing law above governing arbitration agreements will apply. All disputes alleging these arbitration provisions are unenforceable, unconscionable, applicable, valid, void or voidable shall be determined exclusively by an arbitrator, and
    not by any court. You agree that you may bring or participate in claims only in your respective individual capacity, and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding, whether in arbitration or otherwise. Unless we both agree in writing, the arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated and may not otherwise preside over any form of a representative or class proceeding.
13. Provider: Promotion provided by Passport Global, Inc., 3790 El Camino Real, Suite 854, Palo Alto, CA 94306, USA.