These Digital Wallet Terms of Service (“Terms”) apply when you add a Bread Pay™ one-time use card (“Card”) issued by Comenity Capital Bank (“Bank,” “we,” “us” and “our”) to an electronic wallet managed or owned by a third party (“Digital Wallet”). When you check out with a participating merchant and choose to pay with an approved installment loan from Bread Pay™ or Bread Pay™ SplitPay (“Loan”), the Loan proceeds will be provided in the form of a Card. A Card may be added to a supported Digital Wallet on a digital device that you own or control that is loaded with appropriate Digital Wallet software (“Eligible Device”). If you do not agree to these Terms, do not use a Card in your Digital Wallet.
The process for enrolling a Card into and conducting transactions with a Card in your Digital Wallet is referred to as the “Service.”
“You” and “your” means any person who requests to use or uses the Service.
- Acceptance of Terms. By using the Service, you agree to these Terms and to any additional rules and guidelines we may post in connection with the Service. These Terms apply to you and anyone else you authorize to use your Card in a Digital Wallet. The Bank reserves the right to change these Terms at any time and without notice as permitted by law, and your continued use of a Card in a Digital Wallet constitutes agreement to all such changes. By using the Service, you represent and warrant that you are of legal age to enter into these Terms and you agree to be bound by them
- Enrolling your Card. You can add an eligible Card to the Digital Wallet by following the instructions provided in connection with a Loan approval. You agree to allow the Bank to share your Card information with the Digital Wallet provider to enroll your card into the Digital Wallet. You may be required to take additional steps to authenticate yourself before your Card is added to a Digital Wallet, including by providing additional identifying information. You consent to receiving any such authenticating notifications, emails and automatically dialed calls or text messages to your devices and phones, including at the phone number you provide.
When you add a Card to your Digital Wallet, generating an “Enrolled Card,” the Digital Wallet allows you to use an Enrolled Card to enter into transactions where the Card and Digital Wallet are accepted. A Card may be used only one time in connection with an associated Loan. You must use a Card to check out in store with the merchant prior to any expiration date and/or time that we disclose when we provide the card.
- SMS Authentication. You may be prompted to authenticate your identity with a one-time passcode each time that you enroll a Card. You may be presented with the option to receive this one-time passcode via text or email. Message and data rates may apply as applicable and based on your wireless carrier. Reply STOP to opt out. Reply HELP or call us at 1-844-992-7323 for more information.
- Jurisdiction. The Service is made available by the Bank from the United States and is not intended to subject the Bank to non-U.S. jurisdiction or laws. The Service may not be appropriate or available for use in some jurisdictions outside of the United States. If you access or use the Service, you do so at your own risk, and you are responsible for complying with all local laws, rules and regulations. We may limit the availability of the Service, in whole or in part, to any person, geographic area or jurisdiction that we choose, at any time and in our sole discretion.
You agree that only your mobile service carrier or Digital Wallet provider is responsible for its products and services. Accordingly, you agree to resolve any problems with your carrier or Digital Wallet provider directly without involving the Bank. The Bank is not responsible for the security, accuracy, legality, appropriateness or any other aspect of the content or function of the Digital Wallet or any third party's products or services.
- Notifications. You hereby consent to the Bank and/or the Digital Wallet provider sending you notifications through the Digital Wallet from time to time reflecting your Card account activity and/or marketing messages. If you do not wish to receive notifications, you may turn off these notifications through the device settings on your mobile phone or by the procedures established by your Digital Wallet provider.
- Conducting a Transaction. By selecting an Enrolled Card within a Digital Wallet and placing your Eligible Device near a merchant's contactless-enabled point-of-sale terminal or reader, or by using an Enrolled Card for an "in-app" or other digital payment, you are authorizing us to send Loan proceeds to the applicable merchant for the applicable goods or services using the corresponding Enrolled Card. You represent and warrant that: (i) you, and all transactions initiated by you, will comply with all applicable federal, state and local laws, rules and regulations; (ii) you will not use any Enrolled Card for any fraudulent undertaking, or in any manner that may interfere with the operation of the Service or the Digital Wallets; and (iii) you will use all Enrolled Cards solely in accordance with these Terms.
- Fees. We currently do not impose any fees specifically for enrolling a Card into and conducting transactions with Digital Wallets, but we reserve the right to impose such fees in the future. However, third parties may charge you fees in connection with your use of Digital Wallets, including data usage and/or text messaging fees. You are solely responsible for any such fees.
- Transaction History. You understand that the transaction history displayed in a Digital Wallet in connection with the use of your Card solely represents our authorization of your Digital Wallet transaction and does not reflect any post-authorization activity, including but not limited to clearing, settlement, reversals, returns or chargebacks. Therefore, the purchase amount, currency and other details for your Digital Wallet transaction history may not match the transaction amount that ultimately clears, settles and is included in your Truth in Lending Disclosure Statement or Loan Agreement, which shall be deemed the prevailing document.
- Security. You are solely responsible for maintaining the security of your Eligible Device and any credentials used in connection with your Eligible Device or Digital Wallets. Do not provide any applicable username or password to anyone. If any such username or password has been compromised, change it immediately. Your Eligible Device may also contain certain security features provided by the manufacturer or Digital Wallet provider to protect against unauthorized use of the Eligible Device and any Enrolled Card; you agree not to disable or bypass any such features. Devices modified contrary to the manufacturer’s software or hardware guidelines, including by disabling security controls — sometimes referred to as “jailbreaking” — are not Eligible Devices. You acknowledge that the use of a modified device to use a Card in connection with a Digital Wallet is expressly prohibited, constitutes a violation of these Terms, and is grounds for us to deny you access to a Card through a Digital Wallet.
You must ensure that your Enrolled Card has been permanently deleted from an Eligible Device before selling or otherwise transferring such Eligible Device. If your Eligible Device is lost or stolen, or if you believe that any applicable username or password has been lost, stolen or otherwise compromised, please contact us immediately by calling 1-844-992-7323.
- Suspension; Termination. You may remove an Enrolled Card from a Digital Wallet by following the instructions within the applicable Digital Wallet. Except as otherwise prohibited by applicable law, we may at any time:
- Terminate our participation in a Digital Wallet or with a Digital Wallet provider;
- Restrict, suspend or terminate your ability to enroll a Card into a Digital Wallet without notice and for any reason, including due to suspected fraudulent activity or suspected breach of these Terms;
- Modify or suspend the type or dollar amounts of transactions allowed using Digital Wallets;
- Change or eliminate a Card’s eligibility for use with Digital Wallets; and/or
- Change any registration or authentication procedures or requirements in connection with enrolling a Card into a Digital Wallet.
We will not be liable to you or any third party for any such actions.
- Bank is Not Responsible for Third Party Resources. The use of Digital Wallets is dependent upon certain third-party products and services, including Digital Wallet providers, payment networks, your Eligible Device and your wireless carrier. In addition, the Digital Wallet provider may make available access to third-party products, services and offers, including those offered by merchants and mobile apps that are compatible with the Digital Wallet. All such third-party products, services and offers are collectively referred to as “Third Party Resources.”
We neither control nor endorse, nor are we responsible for, any Third Party Resources, including the accuracy, integrity, quality, legality, usefulness or safety of any Third Party Resources, any intellectual property rights therein, or the security of any information (including credit card and other personal information) that you may submit in connection with any Third Party Resources. Nothing in these Terms or in connection with the Service shall be deemed to be a representation or warranty by the Bank with respect to any Third Party Resources. We have no obligation to monitor Third Party Resources, and we may disable the compatibility of the Service with any Third Party Resources, in whole or part, at any time. The availability of any Third Party Resources in connection with an Enrolled Card does not imply our endorsement of, or our affiliation with, any provider of such Third Party Resources, nor does such availability create any legal relationship between you and any such provider.
Your use of Third Party Resources is at your own risk and is subject to any additional terms, conditions and policies applicable to such Third Party Resources, such as Terms of Service or Privacy Policies of the providers of such Third Party Resources.
- Release of Claims for Third Party Resources. You agree that neither we nor any of our affiliates, or our or their respective directors, officers, employees, agents, representatives, licensors or providers (collectively with the Bank, the “Bank Entities”) shall be responsible for, or shall have any liability in connection with, any Third Party Resources, or any dispute between you and any provider of Third Party Resources, including for any claim that such Third Party Resources fail to comply with any applicable legal or regulatory requirement, any claim arising under consumer protection or similar laws or regulations, or any intellectual property infringement claim. You agree to release each Bank Entity from claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed (including actual, consequential and punitive damages), arising out of or in any way connected with the use of Third Party Resources, or any dispute between you and any provider of Third Party Resources. You waive any provision of any country, state, province or other law that limits or prohibits a general release, including, if applicable, Section 1542 of the California Civil Code, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
- The Bank’s Proprietary Rights. We and our suppliers and or licensors, as applicable, own the Service and the Enrolled Cards, which are protected by proprietary rights and laws. Each Enrolled Card is licensed (not sold) to you. Subject to your compliance with these Terms, and solely for so long as you are permitted by the Bank to use any Enrolled Card, we hereby permit you, on a limited, non-exclusive, revocable, non-transferable, non-sublicensable basis, to utilize the Service, generating an Enrolled Card in the Digital Wallet using an Eligible Device, in accordance with these Terms. If you fail to comply with any of these Terms, you must immediately cease using all Services and uninstall and delete Enrolled Cards from your Digital Wallet and Eligible Device.
You may not copy, redistribute, sublicense or create derivative works of any Enrolled Card, or decompile, reverse engineer, disassemble or attempt to derive the source code of any Enrolled Card, except solely to the extent that such restriction is prohibited by applicable law. You further agree that you will not use the Services or any Enrolled Card in any manner that infringes or violates any third-party rights.
Our trade names, trademarks and service marks include Bread®, Bread Financial™, Bread Pay™, Bread Pay™ SplitPay, COMENITY and Stylized O and any associated logos. All trade names, trademarks and service marks used in connection with Digital Wallets that are not owned by us are the property of their respective owners. You may not use the trade names, trademarks or service marks of the Bank in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing in these Terms or in connection with the Service or any Digital Wallets should be construed as granting any license or right to use any trade names, trademarks or service marks without the express prior written consent of the applicable owner.
- Disclaimers and Limitations of Liability. The Service, including all Enrolled Cards, and any Third Party Resources are provided to you “As Is” without any representations or warranties of any kind, whether express, implied or statutory. Each Bank Entity disclaims all representations and warranties with respect to the Service and any Third Party Resources, including any representations or warranties of satisfactory quality, merchantability, fitness for a particular purpose, non-infringement and title. You agree that you must evaluate, and that you bear all risks associated with, the Service or Third Party Resources, including any reliance on the accuracy, completeness or usefulness of any of the foregoing.
The Bank Entities shall not be liable for any indirect, incidental, consequential, special, exemplary or punitive damages of any kind in connection with the Service or Third Party Resources, under any theory, including damages for loss of profits, loss or interruption of business, loss of use, loss of data, loss of other intangibles, loss of security of information you have provided in connection with your use of the Service or Third Party Resource, or any unauthorized interception of any such information by third parties, even if advised in advance of such damages or losses. Without limiting the foregoing, the Bank will not be liable for damages of any kind resulting from your use of or inability to use the Service or Third Party Resource. Your sole and exclusive remedy for dissatisfaction with the Service is to stop using the Service and delete all Enrolled Cards. The maximum collective liability of the Bank Entities for all damages, losses and causes of action, whether in contract, tort (including negligence) or otherwise, shall be equal to the total amount, if any, actually paid by you to the Bank in exchange solely for the right to access and use the Service.
It is possible that applicable law may not allow for limitations on certain implied warranties, or exclusions or limitations of certain damages; solely to the extent that such law applies to you, some or all of the above disclaimers, exclusions or limitations may not apply to you, and you may have additional rights.
- Indemnity. Except to the extent prohibited under applicable law, you agree to defend, indemnify and hold harmless each Bank Entity from and against all claims, losses, costs and expenses (including attorneys’ fees) arising out of (a) any use of, or activities in connection with, the Service or a Digital Wallet, by you or anyone authorized by you to use your Card; or (b) any violation or alleged violation of these Terms by you or anyone authorized by you to use your Card.
- Arbitration and Governing Law. These Terms are governed by the laws of the State of Utah, without regard to its principles of conflicts of law, and regardless of your location. Except for disputes that qualify for small claims court, all disputes arising out of or related to these Terms or any aspect of your use of the Service or any Enrolled Card, in whole or in part, or of any products, services, features, functionality, content, information or other materials offered in connection with an Enrolled Card, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, will be resolved through final and binding arbitration before a neutral arbitrator instead of a court by a judge or jury. You agree that you and the Bank are each waiving the right to a trial by a jury. You agree that any arbitration under these Terms will take place on an individual basis, that class arbitrations and class actions are not permitted, and that you are agreeing to give up the ability to participate in a class action.
Arbitrations will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules, available at adr.org.consumer, and as amended by these Terms. The arbitrator will conduct hearings, if any, by teleconference or videoconference, rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate. Any in-person appearances will be held at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator. The arbitrator’s decision will follow the terms of these Terms and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of these Terms, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in these Terms will preclude you from bringing issues to the attention of federal, state or local agencies and, if the law allows, they can seek relief against us for you.
- Termination. These Terms are effective until terminated. Sections 1, 10, 12-18 and 21-22 shall survive any termination of these Terms.
- Information or Complaints. If you have a question or complaint regarding the Service, please call us at 1-844-992-7323. You may also contact us by writing to C/O Bread Financial Compliance, P.O. Box 18082, Columbus, OH 43218-0082 or via email at email@example.com.
- Export Controls. You are responsible for complying with United States export controls and for any violation of such controls, including any United States embargoes or other federal rules and regulations restricting exports. You represent, warrant and covenant that you are not, and will not be, (a) located in, or a resident or a national of, any country subject to a U.S. government embargo or other restriction, or that has been designated by the U.S. government as “terrorist supporting” country; (b) on any of the U.S. government lists of restricted end users.
- Miscellaneous. These Terms do not, and shall not be construed to, create any partnership, joint venture, employer-employee or agency relationship between you and the Bank. If any provision of these Terms are found to be unlawful, void or unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under these Terms without our express prior written consent. Any such attempted assignment, transfer or sublicense shall be void. We may assign, transfer or sublicense any or all of our rights or obligations under these Terms without restriction. No waiver by either party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is inserted only for convenience, and in no way defines or explains any section or provision hereof. The term “including” as used herein means “including without limitation.” These Terms hereby incorporate by this reference any additional terms that we post in connection with any Enrolled Card and, except as otherwise expressly stated herein, these Terms are the entire agreement between you and the Bank relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and the Bank relating to such subject matter, but expressly excluding any such written or oral agreements relating to investment or financial transactions with any Bank Entity. To the extent of any irreconcilable conflict between the terms of such agreements relating to investment or financial transactions and the terms of these Terms, the terms of such agreements relating to investment or financial transactions will govern. Notices to you may be made by posting via Digital Wallet Terms of Service, by e-mail, or by regular mail, in the Bank’s discretion. Without limitation, you agree that a printed version of these Terms and of any notice given hereunder in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The Bank will not be responsible for failures to fulfill any of the Bank’s obligations due to causes beyond its control.
These Terms were last updated November 1, 2023.