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AMERICAN AIRLINES AADVANTAGE EXCHANGE℠ MARKETPLACE TERMS OF USE

Terms governing the American Airlines AAdvantage Exchange℠ marketplace website

1.1. American Airlines AAdvantage Exchange℠ marketplace

The American Airlines AAdvantage Exchange℠ marketplace website (the “Exchange”) is owned and provided by Vonality Solutions Inc. (“Vonality”). These American Airlines AAdvantage Exchange℠ marketplace website terms and conditions (the “Exchange Terms”) set forth the legally binding terms between you and Vonality. The use of the Exchange is exclusively for members of American Airlines, Inc.’s AAdvantage® program.

The American Airlines AAdvantage Exchange℠ marketplace website is not offered by American Airlines, Inc. (“American Airlines”), and American Airlines is not a party to or bound by these Exchange Terms. American Airlines owns and manages the AAdvantage® program. All aspects and uses of the AAdvantage® program, including the use, redemption and earning of AAdvantage® miles are governed by the terms and conditions of American Airlines’ AAdvantage® program (the “AAdvantage® Terms”) and not these Exchange Terms. These Exchange Terms do not change, modify, alter or amend the AAdvantage® Terms. American Airlines reserves the right to establish eligibility criteria for redemption of AAdvantage® miles, which may affect your ability to use the Exchange. American Airlines assumes no responsibility for the Exchange, including for any goods or services offered or made available by Merchants (as defined below) on the Exchange.

1.2. Acceptance of Terms and Conditions

By accessing, using, or facilitating access to the Exchange or by making transactions through the Exchange (including by clicking the "I agree" and similar buttons), you expressly indicate your acknowledgment and acceptance of these Exchange Terms. Vonality, at its sole discretion, may modify these Exchange Terms at any time without notice. Once the amended Exchange Terms are posted on the Exchange, your continued use of the Exchange thereafter will constitute acceptance of any such amendment.

1.3. Acceptance of Electronic Communication

You hereby consent to receive electronic communications, including redemption confirmations, from Vonality and Merchants, whether addressed to the email address associated with your AAdvantage® account or another email address that you provide. You acknowledge and agree that any communication via email or postings on the Exchange satisfies any legal requirements that such communications be made in writing.

1.4. Redemptions

On the Exchange, you have the ability to exchange AAdvantage® miles for goods and services offered by Merchants. “Redemptions” means any goods or services redeemed by you in exchange for AAdvantage® miles and distributed by independent merchants (“Merchants”) via the Exchange.

Offers and redemption amounts for goods and services on the Exchange are subject to change without notice and may vary by member (e.g., based on AAdvantage® status). Other restrictions may apply. All goods and services are subject to availability. You will be notified if the Redemption you have ordered is not available and if and when it will become available.

Neither Vonality nor American Airlines is responsible for any goods or services listed or made available on the Exchange.

1.5. Relation between You and Merchants

Every time you make a redemption via the Exchange, you enter into an agreement directly with the Merchant offering the applicable good or service with regard to the redeemed good or service. Vonality only provides the access and the technical platform for you to redeem AAdvantage® miles directly for goods and services from the Merchant and facilitates the delivery of redeemed goods and services to your address. You agree and acknowledge that separate terms and conditions of the relevant Merchant may apply to goods and services redeemed via the Exchange. You agree to abide to such applicable terms and conditions. Neither Vonality nor American Airlines becomes a party to the transaction between you and the Merchant. Neither American Airlines nor Vonality is responsible for any of your errors and/or omissions in any transaction.

1.6. Use of Exchange

These Exchange Terms permit you to access and use the Exchange solely for conducting personal, non-commercial business with Vonality. You may only use the Exchange to make non-commercial, legitimate redemptions and shall not use the Exchange for any other purposes, including making any speculative, false or fraudulent redemptions. Goods and services on the Exchange are subject to availability at the time of redemption. Unless you have otherwise entered into a separate agreement with Vonality, you may not access or use Exchange for any other reason. By way of example, but without limitation to the general prohibition in the prior sentence, you may not scrape or extract Content (as defined below) from the Exchange without an express written agreement between you and Vonality.

AAdvantage® miles can be redeemed for goods and services on the Exchange only by the AAdvantage® member personally.

Neither Vonality nor American Airlines bear any responsibility for any consequences of a Merchant’s illegal or improper use of the personal information that you provide to a Merchant.

1.7. Restriction on Use

In its discretion, at any time, and for any or no reason, Vonality may prevent or restrict access to the Exchange or any part thereof for all or certain users or AAdvantage® members, with or without notice. Access may vary by user (e.g., based on AAdvantage® status). Any actual or suspected fraudulent, abusive, or illegal activity is grounds for termination of your access to the Exchange at Vonality’s discretion and may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies Vonality may have at law or in equity. Neither Vonality nor American Airlines will be held responsible (i) for the exclusion of certain AAdvantage® members from the Exchange or (ii) for any unlawful use of the Exchange by any user (including yourself) or a Merchant.

2.0 Customer Service

For questions related to the goods or services that you have acquired via the Exchange, please contact the the AAdvantage Exchange℠ marketplace help desk. For questions regarding your AAdvantage® account, AAdvantage® profile or AAdvantage® miles, please contact American Airlines. For all other questions related to the Exchange, please contact the AAdvantage Exchange℠ marketplace help desk.

3.0 Redemptions for AAdvantage® miles

3.1. Redemptions with AAdvantage® miles

You may complete Redemptions for such amount of AAdvantage® miles as indicated for each good or service in the Exchange, provided that you have sufficient AAdvantage® miles available on your AAdvantage® account at the time of redemption. AAdvantage® miles that are not yet accrued and credited to your AAdvantage® account at the time you place an order are not available to redeem. You may not combine AAdvantage® miles from two or more accounts on a single transaction. AAdvantage® miles may be deducted from your account as soon as a Redemption is completed. In the event that miles have not been properly debited from your account at the time of redemption, such miles may be debited by American Airlines from your AAdvantage® account at any time.

3.2. No Conversion into Cash

AAdvantage® miles have no cash value. In no instance will the Exchange offer or permit the conversion of AAdvantage® miles into a cash amount and the payment of such cash amount to you (or any similar transactions), not even in the case of return of a Redemption or the cancellation or termination of your AAdvantage® account.

4.0 Shipping, Handling and Return of Redemptions

4.1. General

Shipping, handling, returns and other delivery-related terms and conditions for each Redemption are set out as part of the redemption flow.

4.2. Shipping

Redemptions are sent only to the address associated with the member's AAdvantage® account. Delivery dates cannot be guaranteed and Vonality assumes no liability for failed deliveries caused by incorrect addresses, absence of the recipient, customs issues, force majeure or other reasons not under the reasonable control of Vonality. Redemptions will not be delivered to P.O., A.P.O. or F.P.O. boxes.

Addresses cannot be changed after a Redemption order has been made. Redemptions can be shipped only to addresses in the 48 contiguous United States (and the District of Columbia) with limited exceptions. You may contact the AAdvantage Exchange℠ marketplace help desk to request an exception for your Redemption to be shipped outside of the 48 contiguous United States (and the District of Columbia) to Alaska, Hawaii or Puerto Rico, and Vonality reserves the right to grant or deny such request at its discretion. Please note that the redemption value for a Redemption may increase if an item is shipped outside of the contiguous United States (or the District of Columbia). Orders will not be shipped internationally.

Items ordered at the same time may arrive separately. Regular shipping and handling is included in the redemption value for each item.

4.3. Velvet Glove Service and Truck-Shipped Items

Typically, Redemptions will be delivered to your door within 10 business days of placing the order, with the exception of truck-shipped items, which may take up to 6-8 weeks to deliver.

For items that are specified as Velvet Glove, you will receive full Velvet Glove service, which includes delivery to a room of your choice (access permitting), unpackaging and removal of packaging materials.

For truck-shipped items (first threshold delivery) including some TVs and larger grills, the item will not be unpacked or brought to a room of your choice. It will be signed for at door. For all truck shipments, there is no removal of any existing items.

For large workout equipment, the item will be brought to a room of your choice (access permitting), but it will not be unpackaged.

4.4. Fees and Taxes

The redemption amounts on the Exchange include all applicable sales taxes and shipping and handling fees.

4.5 Damaged, Defective or Missing Parts

If a truck shipped Redemption arrives damaged, please refuse delivery. Contact the AAdvantage Exchange℠ marketplace help desk to report a damaged, defective or incomplete Redemption. All damaged or defective Redemptions, or Redemptions missing parts, must be reported to the AAdvantage Exchange℠ marketplace help desk within 5 calendar days after delivery, and returned to Vonality within 30 days after receiving an RMA number from Vonality.

4.6. Refunds and Returns

AAdvantage® miles are not refundable once a Redemption has been made, except in special circumstances approved by American Airlines at its sole discretion following a request to the AAdvantage Exchange℠ marketplace help desk. If American Airlines in its sole discretion authorizes an exception, your AAdvantage® miles may be returned for full or partial mileage credit, less a 15% restocking fee of redeemed AAdvantage® miles.

Redemptions may not be returned or exchanged unless proven to be damaged, defective or missing parts at the time of delivery.

All damaged or defective items or items missing parts must be reported to the AAdvantage Exchange℠ help desk within 5 calendar days after delivery, and returned within 30 days after receiving an RMA number from Vonality. No exchanges or returns are accepted after 30 days following receipt of an RMA number from Vonality. Items to be returned must be in their original packaging including shipment carton, shipping labels, packaging materials and boxes (with the exception of Velvet Glove service) and include all parts (including batteries, cables, remote controls, etc.) to complete a return. All packaging must be made available for common carrier inspection in order to receive replacement parts or a replacement item.

Vonality cannot accept returns of jewelry, wearables or Weber® products. Please contact the AAdvantage Exchange℠ marketplace help desk for a receipt and instructions for warranty services in connection with any jewelry, wearables or Weber® products that are damaged, defective or missing parts at time of delivery.

4.6.1 Additional Terms and Conditions for Apple® products.

Apple® products have their own Terms and Conditions. These terms supersede all other Terms and Conditions.

5.0 Data and Information

The data collected through the Exchange is governed by the website Privacy Policy. In order for Vonality to process any redemptions via the Exchange, you will have to transmit certain personal information, including your name, home and email address, and phone number. By providing such information you consent to Vonality sharing such information with Merchants and other third party providers as necessary to process and complete the required transaction. Vonality shall not be liable for any incorrect personal information received or obtained from you.

6.0 Limitation of Liability

6.1. Disclaimer of Responsibility for Merchants

When making redemptions through the Exchange, you enter into an agreement with the relevant Merchant provider of the Redemption with regard to the redeemed good or service, and not with Vonality or American Airlines. Neither American Airlines nor Vonality are responsible for any third-party products. You acknowledge and agree that any disputes, claims, or issues regarding goods or services provided by a Merchant shall be resolved exclusively between you and the respective Merchant, and that neither Vonality nor American bears any responsibility or liability for any dissatisfaction, defects, or other issues with Redemptions.

6.2. No Warranty

Vonality does not warrant or represent that the content on the Exchange or any website linked to the Exchange is complete or up-to-date, including, but not limited to, with respect to product images or model numbers. Vonality is under no obligation to update any content on the Exchange marketplace. Vonality may change the content on or make improvements or changes to the Exchange at any time without notice. The information, Redemptions, and descriptions of Redemptions and other services published on or linked from the Exchange may include inaccuracies or typographical errors, and Vonality and American Airlines specifically disclaim any liability for such inaccuracies and errors. To the extent legally required, Vonality notifies you that some states do not allow limitations on how long an implied warranty lasts, so the above limitations may not apply to you.

6.3. Limitation of Liability

Vonality and American Airlines are not liable, whether in contract, tort, strict liability or otherwise, for any direct, indirect, punitive, special, consequential, or incidental damages (including without limitation lost profits, cost of procuring substitute service or lost opportunity) arising out of or in connection with the use of the Exchange, or with the delay or inability to use the Exchange, even if Vonality or American Airlines are made aware of the possibility of such damages. This limitation on liability includes, but is not limited to, the transmission of any virus which may infect your equipment, failure of mechanical or electronic equipment or communication lines, telephone or other interconnect problems, unauthorized access, theft, operator errors, strike or other labor problems or any force majeure. Vonality and American Airlines cannot and do not guarantee continuous, uninterrupted or secure access to the Exchange. To the extent legally required, some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation and exclusions may not apply to you.

In no event shall Vonality’s aggregate liability to you exceed $100 USD.

6.4 Legal Remedies

Vonality reserves the right to seek all remedies available at law and in equity for any misuse of the Exchange and/or violations of these Exchange Terms, including the right to block access from a particular internet address and to exclude you from accessing the Exchange.

6.5. Application of Disclaimers

American Airlines assumes no responsibility for the Exchange. All disclaimers provided by Vonality in these Exchange Terms shall also be deemed to apply to American Airlines.

7.0 Intellectual Property Rights

The trademarks, logos and service marks ("Marks") displayed on the Exchange are the property of Vonality or its licensors (including American Airlines) as the case may be. The AAdvantage Exchange℠ marketplace mark and the AAdvantage® mark are owned by American Airlines and are licensed to Vonality. You are prohibited from using any Marks for any purpose including, but not limited to, the use as meta-tags on other pages or sites on the World Wide Web without the written permission of the owner of each Mark. All information and content including any software programs available on or through the Exchange ("Content") is protected by copyright. You are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works or using any Content available on or through the Exchange for commercial or public purposes. You may not scrape, extract or otherwise take any element of the Exchange or the Content. You may not monitor or copy or redistribute any Content using any robot, spider, or other automated device or software for business or commercial purposes.

8.0 Access

Access to and use of password protected and/or secure areas of the Exchange is restricted to authorized persons only. Unauthorized individuals attempting to access these areas of the Exchange may be subject to prosecution. You are responsible for maintaining the confidentiality of your personal information, including your account and password, and for restricting access to your computer to prevent unauthorized access to the Exchange. You agree to accept responsibility for all redemption and other activities that occur under your account or password. Members/legal guardians must ensure that the log-in details are not used illegally or improperly. You should take all necessary steps to ensure that the password is kept confidential and secure and should inform American Airlines immediately if you have any reason to believe that your password has become known to anyone else, or if the password is being, or is likely to be, used in an unauthorized manner. By accessing and/or using the Exchange, you authorize Vonality to consider any person using your information a legitimate user. For the avoidance of doubt, these Exchange Terms do not limit your obligations for securing your AAdvantage® account under the AAdvantage® Terms.

You understand and agree that the AAdvantage® program and any and all information associated with the AAdvantage® program such as your AAdvantage® member information, AAdvantage® account number and password are solely owned by American Airlines as “American Data” (as set forth in the AAdvantage® Terms) and are confidential information of American Airlines. Except for the sharing of your AAdvantage® account number as permitted under the AAdvantage® Terms, you may not share any American Data with any third party without American Airlines’ express consent.

9.0 Indemnification

You agree to indemnify, defend, and hold harmless Vonality, American Airlines and Merchants, Partners and their respective officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or in any way connected with:

(a) Your use or misuse of the Exchange.

(b) Any violation of these Exchange Terms.

(c) Any infringement or misappropriation of any intellectual property or other rights of a third party.

(d) Any unauthorized, fraudulent, or illegal activity conducted by you or through your account.

10.0 Marketplace Modification

Vonality reserves the right to modify, suspend, or terminate the Exchange, or any portion thereof, at any time without notice. Vonality may also impose limits on certain features or restrict your access to parts or all of the Exchange without notice or liability.

11.0 Force Majeure

Vonality and Merchants shall not be held liable for any delay or failure in performance resulting from causes beyond their reasonable control, including but not limited to natural disasters, acts of God, acts of terrorism, cyberattacks, strikes, power failures, and governmental actions.

12.0 Governing Law and Dispute Resolution

These Exchange Terms, and any dispute arising from your access to or dealings with the Exchange shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. Any lawsuit brought by you related to these Exchange Terms must be brought in the state or federal courts of Tarrant County, Texas. You agree that any claims will be brought on an individual basis, and not as a plaintiff or class member in any purported class or representative proceeding.

13.0 No Waiver

Failure by Vonality to enforce any provision of these Exchange Terms shall not constitute a waiver of such provision or any other rights.

14.0 Severability

If any term or provision of these Exchange Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Exchange Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.

15.0 Entire Agreement

These Exchange Terms constitute the sole and entire agreement between you and Vonality with respect to the Exchange.

For the avoidance of doubt, the foregoing Exchange Terms are not binding on American Airlines. Your relationship with American Airlines is governed by the AAdvantage® Terms, and any additional agreements between you and American Airlines. American Airlines assumes no responsibility for the American Airlines AAdvantage Exchange℠ marketplace website, which is owned and operated by Vonality.