BILL Rewards Program

This Rewards program agreement (“Rewards Program”) is entered into by and between DivvyPay, LLC, an affiliate of Bill.com, LLC (together, “BILL” or “we”) and the Company (“you”, and “your”).

1. BILL Rewards: You may be eligible to receive points or cashback from BILL for all purchases made with the BILL charge card, excluding any (i) cash advances, (ii) Reversed Transactions (defined below), (iii) purchases that incur a (a) Foreign Currency Transaction Fee or (b) Cross Border Transaction Fee, (iv) BILL payment transactions submitted through 3rd parties (e.g. Melio or Plastiq transactions) and (v) Declined Transactions (defined below) (“Net Purchase(s)”), subject to and according to the details outlined herein (“BILL Rewards”). A Declined Transaction occurs when a payment is submitted, but not successfully completed. This may occur for one of the following reasons: i) a recipient does not accept card payment, ii) an Account or card has insufficient budget or credit limit, or iii) a transaction is rejected by BILL.

2. Eligibility for the Rewards Program: To be eligible for the Rewards Program, the BILL account must be continuously in good standing, you must maintain a linked account, and all user spend must be on behalf of Company and affiliated and authorized by Company. If your BILL account is not in good standing for any reason, or we determine in our sole discretion that you are abusing or misusing the Rewards Program or have otherwise violated our Services or any other applicable BILL terms, you may be ineligible to earn or redeem BILL Rewards and may forfeit any or all BILL Rewards previously earned. We may condition, restrict, limit or revoke BILL Rewards in our sole discretion.

3. BILL Rewards Accrual: Points or cashback are accrued for Net Purchases on a per-transaction basis, and therefore BILL Rewards accrual cannot be determined until Net Purchases are completed or cleared. Reversed transactions, which include but are not limited to merchant reversals, chargebacks, or credits (“Reversed Transactions”) may accrue negative BILL Rewards when completed and cleared and shall reduce the number of BILL Rewards available in your account. BILL Rewards are accrued based on the product underwriting utilized for the credit offer. See the BILL Rewards Table for details on eligible points. Cashback rewards accrual on monthly Net Purchases as following $0 - $99,999.99 - 1.5%; $100,000 to $499,999.99 - 1.75%; $500,000 to $999,999.99 - 1.9%; and over $1,000,000 - 2.1%. BILL Rewards may be updated at any time, in BILL’s sole and absolute discretion without notice.

4. Restrictions: Additional restrictions are based on the product selected by the user. See below for applicable details:

  • Points. Points are eligible for unsecured credit products and select spending categories may be subject to the multipliers based on a user’s selected Billing cycle.
    • Points may not be earned during a calendar month if less than thirty percent (30%) of your credit line(s) is used during that calendar month (“Utilization Requirement”). In the event you have accrued Points on any given day, but by the end of that calendar month have not completed the Utilization Requirement, BILL may revoke and remove from your Account all Points earned during the calendar month. In calculating the Utilization Requirement, your Net Purchases and credit line(s) will be aggregated at the Company account level, regardless of the financial institution that issued your BILL charge card.
    • The first Five Thousand Dollars ($5,000) in a calendar month of Net Purchases will be subject to the BILL Rewards Table and any potential multipliers. Any subsequent Net Purchases in that calendar month will accrue Points, regardless of category, at the standard or lowest rewards multiplier associated with your selected Billing Cycle.
    • Net Purchases that incur a (i) Foreign Currency Transaction Fee or (ii) Cross Border Transaction Fee shall not be eligible to accrue Points. 
    • If you have less than or equal to zero (<=0) Net Purchases in any given month, you may forfeit all accrued Points.
  • Cashback. With the exception of promotional offers as described in Section 6 below, Cashback is eligible for credit products where secured funds are required (“Reserve Card”).
    • Regardless of the selected Billing cycle, cashback is earned on a calendar month basis.
    • The Cashback rate applicable for a calendar month will be based on the total Net Purchases during that calendar month (“Net Purchase Commitment”). If a Company’s Net Purchase Commitment reaches the tiers outlined within the above cashback rewards tiers, Divvy shall pay Company cashback in an amount calculated as earned tier rate times the Net Purchase Commitment.

5. Redemption:

  • Points.
    • For your first twelve (12) months as a customer of BILL, beginning on the date of your first Net Purchase, all Points accrued by you will be aggregated on an annual basis, not subject to conversion or redemption by you until twelve (12) months after the date of your first Net Purchase (“Initial Period”). After your Initial Period, Points may be converted and redeemed from Points to the following uses, at any time, subject to the limitations described herein (“Redemption Event”):
      • Cashback
      • Statement Credit
      • Travel Reimbursement (statement credit or cashback)
      • Gift cards
    • You may complete a Redemption Event by visiting the rewards dashboard in your account and completing the required steps to convert and redeem Points. Any Points accrued during a calendar month will not be eligible for a Redemption Event until after the last calendar day of the month in which such Points are accrued. The conversion and redemption of Points pursuant to a Redemption Event shall be completed within fifteen (15) business days of submitting a Redemption Event. Notwithstanding the foregoing, for a travel expense to be eligible for a Travel Reimbursement (“Travel Expense”), you must use your BILL charge card to pay for any such Travel Expenses. Notwithstanding the foregoing, in connection with a Travel Reimbursement Redemption Event, if we do not receive evidence that your BILL charge card was used for Travel Expenses in a timely manner, we may cancel the Travel Reimbursement Redemption Event.
    • Visit the rewards dashboard in your account for additional information regarding how your Points will convert into the above rewards categories, which conversion process and rates are subject to change at any time, in BILL’s sole and absolute discretion.
  • Cashback
    • The cashback period during the first month following access to the Reserve Card, may be shorter, ending the last day of the calendar month in which access was made available. Cashback by default will be sent via ACH at the end of the calendar month to the account on file. A user may change the bank account details or method of payout within the platform.
    • Visit the rewards dashboard in your account to see more cashback details.

6. Promotional Rewards: BILL may allow you to (i) accrue promotional Points, which are described as an increase in the rate at which you may accrue Points over the ordinary rate in which you would otherwise accrue points absent the promotional feature (“Promotional Points”) or (ii) or earn alternative cashback (“Alternative Cashback”) (together, “Promotional Rewards”). Any Promotional Rewards will be determined on a case-by-case basis. Promotional Rewards may not be used with any other offer. Promotional Rewards may include, but are not limited to you (i) meeting an agreed-upon spending target during the promotional period, (ii) selecting a specific Billing Cycle during the promotional period, (iii) executing the ACH Authorization Agreement (Enrollment in Auto-Pay Program) during the promotional period or (iv) complying with any other requirements outlined in writing between the parties. Unless otherwise agreed upon in writing, BILL may rescind the Promotional Rewards at any time in BILL’s sole discretion and without notice to you.  BILL must notify you of the details of any applicable Promotional Rewards in writing, which you must agree to in writing, before you may earn any Promotional Rewards. If you fail to meet the eligibility requirements for Promotional Rewards during the promotional period as outlined in writing, you may not be eligible for any Promotional Rewards during the promotional period.

7. Effect of Billing Cycle Selection: You have the option to select a Billing cycle, which is the periodicity when your BILL charge card account balance is billed (“Billing Cycle”). Billing cycle options include (i) Weekly, (ii) Semi-monthly or (iii) Monthly. Any other Billing cycle option will be treated as Weekly. Your selection of Billing Cycle will dictate that structure under which you will accrue Points, as outlined in the Rewards Table, subject to the terms and restrictions found herein.

8. Points and Early Termination: We reserve the right to (i) revoke and remove all accrued Points from your account and (ii) limit your ability to complete a Redemption Event if you are no longer a customer of BILL at the end of the Initial Period, regardless of your total Net Purchases and Point accrual during the Initial Period.

9. Qualifying MCC, NAICS and SIC Codes and Points: Only Net Purchases made with the following MCC, NAICS and SIC codes shall be eligible for Points multipliers as specifically described in the BILL Rewards Table.  

  • Restaurants MCC Codes: 5462, 5811, 5812, 5813, 5441, 5499, 5814
  • Hotels MCC Codes: 3500-3999, 7011 
  • Recurring Software and Subscriptions:
    • NAICS Codes: 511210 Software Publishers, 5191 Other Information Services
    • SIC Code: 5968: Direct Marketing, Continuity/Subscription Merchant

All other Net Purchases, regardless of category, which fall outside of the above described MCC, NAICS or SIC codes, shall only be eligible for Points accrual at the standard or lowest multiplier associated with your selected Billing Cycle.

10. BILL Solely Responsible: BILL is solely responsible for administration of the BILL Rewards program described herein and the payment of all amounts or benefits due to you under this section. The issuing bank is not a party to this Rewards Agreement and this Rewards Agreement does not affect, modify, or amend any terms and conditions, including the charge card terms and conditions, of any other agreement you have with the issuing bank. You agree to look exclusively to BILL in the event of any dispute arising out of or relating to the BILL Rewards program described herein or the amounts paid or payable to you hereunder.

 11. Miscellaneous Provisions:

  • Default: If you default under the terms of the charge card terms and conditions, you lose all accrued Points, Cashback, or Promotional Rewards, including the ability to complete a Redemption Event with any accrued Points, Cashback, or Promotional Rewards.
  • Severability: Whenever possible, each portion of this Rewards Agreement will be interpreted in such a manner as to be effective and valid under applicable law, but if any portion of this Rewards Agreement is held to be prohibited by or invalid under applicable law, such portion will be deemed restated to reflect the original intentions of the parties as nearly as possible in accordance with applicable law, and, if capable of substantial performance, the remaining portions of this Rewards Agreement will be enforced as if this Rewards Agreement was entered into without the invalid portion.
  • Assignment: You may not assign this Rewards Agreement to any other entity without the express prior written consent of BILL or its successor in interest, as applicable.  BILL may, in its sole discretion, assign this Rewards Agreement and its obligations, transfer any right or delegate any duty of performance under this Rewards Agreement without further notice. The person or entity(ies) to whom BILL makes any such assignment is entitled to all of BILL’s rights under this Rewards Agreement, to the extent that those rights were assigned.
  • Changes to this Agreement: We may change the terms of this Rewards Agreement from time to time, which may include adding, modifying or deleting any term to this Rewards Agreement. The changed terms will take effect immediately, unless the changes reduce your rights or increase your responsibilities (“Material Changes”). In the event there are material changes we will provide you with 21 calendar days’ advance notice by either sending you an email, or by posting the changes on our website, as determined in our sole discretion. After the 21-day notice period you will be subject to the changed terms unless you stop participating in the Rewards Program.
  • Waiver: No delay or omission by either Party to exercise any right or power hereunder will impair such right or power or be construed to be a waiver thereof. A waiver by either Party of any of the obligations to be performed by the other or any breach thereof will not be construed to be a waiver of any succeeding breach thereof or of any other obligations herein contained.
  • Governing Law and Venue: The laws of the State of Utah, without reference to any conflict of law provisions or decisions, shall govern all questions concerning the construction, validity and interpretation of this Agreement and the performance of the obligations imposed by this Agreement. The exclusive venue for any dispute relating to this Agreement shall be in the state courts located in Utah or the federal courts located in the District of Utah.
  • Term and Termination: This Rewards Agreement shall remain in effect until terminated upon delivery of written notice of termination by either party, which written notice may be delivered at any time. Notice of termination shall in no way affect Company's obligation to pay any amounts owed under the Account Application.