Promo

Topper Incentive Campaign Terms and Conditions

October 16, 2025

min read

Effective date: October 21, 2025

These Promotion Terms & Conditions ("Promo Terms") govern your participation in Topper’s incentive emails and related promotional offers offered by Uphold HQ Inc. (including its affiliates, parent and subsidiaries, "we" or "us") described below (collectively, the "Campaign"). These Promo Terms supplement and are incorporated into our User Agreement and Privacy Policy, Topper’s Privacy Policy (https://www.topperpay.com/legal/privacy-data-policy), and other applicable terms and conditions (together, the "Applicable Terms"). Capitalized terms used but not defined here have the meanings in the Applicable Terms. If there is a conflict, these Promo Terms control for the Campaign only.

The Campaign targets U.S. customers only and comprises four incentive variants delivered at different lifecycle stages (onboarding, winback, and usage). Specific offer mechanics, windows, and limits are set out below and are derived from the Campaign brief.

1. Key Definitions

Eligible Customer: A natural person, at least 18 years old, residing in the United States, who (a) maintains a valid Topper account in good standing, (b) has satisfied all identity, verification, fraud, sanctions, and compliance checks, and (c) is not otherwise prohibited by law or by us from using the Services. Employees of Uphold HQ Inc. and its affiliates (collectively, "Uphold"), its agencies, and members of their respective immediate families and/or persons with whom any of the foregoing are domiciled are not eligible to participate in the Campaign.
Qualifying Transaction: A completed digital asset purchase on the Topper widget by Uphold ("Topper Widget") that settles successfully and is not canceled, refunded, reversed, charged back, or otherwise invalidated.

2. Eligibility; Geographic & Regulatory Restrictions

(a) U.S. Only. The Campaign is available only to Eligible Customers located in the United States and only where we are operational and permitted by applicable law.
(b) Compliance. Participation is subject to all onboarding, KYC/AML, fraud, sanctions (including OFAC), risk, and transaction-monitoring controls. We may decline, restrict, reverse, or claw back any incentive for compliance reasons.
(c) Exclusions. Our employees, contractors, and their household members may be excluded. Institutional, business, custodial, and shared accounts are not eligible unless we expressly state otherwise.
(d) Non-transferable. Offers are personal to the recipient; not for resale, transfer, or cash.

3. How to Redeem

Follow the call-to-action link in the promotional email or in-app banner, or initiate a purchase while logged in; if eligible and within the designated time period after the timestamp recorded in our systems when we issue (send or surface) the relevant offer to you (e.g., when the email is sent or the in-app banner is displayed) during which a Qualifying Transaction must be completed to earn or apply the incentive, the discount will auto-apply at checkout.
Promo codes are not required unless specifically provided.
Our systems determine eligibility, timing, and application of discounts.

4. Stacking, Frequency, and Abuse Controls

No stacking or combination with other promotions, referral rewards, rebates, or special pricing unless we expressly allow it in writing.
Limits: Unless expressly stated above, each offer is limited to one (1) redemption per customer and per household.
Fraud and Misuse: Suspicious activity (e.g., multiple accounts, self-referrals, wash trading, structured transactions to game the caps, VPN obfuscation) may result in disqualification, reversal of incentives, account limits, or closure.

5. Exclusions; Fees Not Covered

Network/miner fees, blockchain congestion fees, third-party payment fees, FX/spread, and taxes are not discounted or waived.
The offers apply only to fee(s) charged for a purchase transaction, excluding any third-party fees (e.g., card issuer or bank fees), network/miner fees, spreads, FX costs, and taxes, on purchase transactions; they do not apply to sales, transfers, or withdrawals unless explicitly stated.

6. Returns, Cancellations, Chargebacks; Clawbacks

All digital asset purchases are final once executed. If a Qualifying Transaction is later canceled, refunded, reversed, charged back, found fraudulent, or otherwise invalidated, we may revoke or claw back any related discount or charge you the corresponding amount.

7. Timing; Availability; Errors

The Campaign is expected to launch October 17, 2025, subject to change. Delivery of emails/banners is not guaranteed. Service availability varies by time, asset, payment rail, and jurisdiction.
If there is a pricing, typographical, or systems error, we may void or correct the transaction and reissue or withhold the offer at its discretion.

8. Taxes

You are solely responsible for any taxes arising from participation in the Campaign and for maintaining your own records.

9. Disclaimers; Risk; No Advice

Digital assets are high-risk and can lose value rapidly. Nothing in the Campaign constitutes investment, legal, or tax advice. Consider your financial situation and consult a professional if needed. Availability of assets and features may vary and may change without notice.

10. Privacy

Your participation is processed in accordance with Uphold’s Privacy Policy, including for eligibility determination, fraud prevention, compliance, and service improvement.

11. Suspension, Modification, and Termination

We may modify, suspend, or terminate any offer or the Campaign at any time, in whole or in part, with or without notice, including to address fraud, abuse, regulatory, operational, or market conditions.

12. Limitation of Liability; Release

To the maximum extent permitted by law, us, our affiliates, Topper, and their respective officers, directors, employees, and agents will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or any loss of profits or data, arising from or related to the Campaign. By participating, you release us and the foregoing parties from all claims and liabilities arising out of or in connection with the Campaign.

13. Governing Law; Dispute Resolution

Except where prohibited, participants agree that (1) any and all disputes, claims or causes of action arising out or connected with the Campaign or any payouts shall be resolved individually, without resort to any form of class action, and exclusively by arbitration or alternate dispute resolution, as selected by us, to take place in the Marin County, California; (2) any and all claims, judgments and awards shall be limited to actual out of pocket costs incurred in participation but in no event attorney’s fees; and (3) under no circumstances will a participant be entitled to obtain awards for and participants hereby waive all rights to claim punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket costs, and any and all rights to have damages multiplied or otherwise increased. Except where prohibited, all issues and questions concerning the construction, validity, interpretation and enforceability of these Terms and Conditions and the decisions of us or Topper connection with the Campaign, shall be governed by and construed in accordance with the laws of the State of California, without regard for conflict of laws doctrine. Should any term or provision of this paragraph or any other rule herein be concluded to be void, unenforceable or contrary to applicable law as provided herein, such term or provision shall, but only to the extent necessary to bring the rule within the requirements of such law, be deemed to be severed from the other terms and conditions; and the remainder of these Terms and Conditions shall be given effect as if it had not included the severed item. For a list of prize winners or a copy of these Terms and Conditions, send a self-addressed stamped envelope to: Topper Incentive Campaign, c/o Uphold HQ Inc., 228 Park Ave. S., #50458, New York, NY 10003-1502, with a written request within one year of the contest close date, (VT residents may omit return postage for rule requests).

This Campaign is subject to all Federal, State and local laws. Void where prohibited or restricted by law.

14. Miscellaneous

PII. Any personally identifiable information collected during an individual's participation in the Campaign will be collected and used by Topper and their agents for the purposes of the proper administration and fulfillment of the Campaign as described herein, for compliance with applicable laws, rules and regulations (e.g., winners lists), and for the purposes set forth in Topper’s Privacy Policy.
Consent. By participating in this Campaign, participants consent to the use by Topper and us of their first name and last initial and hometown for any lawful purpose, without further permission or compensation, except where prohibited by law. If you object to the use of your information in this manner, please contact us at support@uphold.com. In such circumstances, your personal information may still be required to be disclosed pursuant to relevant laws, rules and regulations, for example, on winners lists filed with regulatory authorities. The winners agree to abide by and be bound by these Terms and Conditions, and understand that our decisions are final in all respects.
Entire Agreement; Order of Precedence. These Promo Terms and the Applicable Terms are the entire agreement regarding the Campaign. If they conflict, these Promo Terms control for the Campaign; otherwise, the Applicable Terms apply.
Severability. If any provision is unenforceable, it will be modified to the minimum extent necessary or severed, and the remainder will remain in effect.
No Waiver. Failure to enforce is not a waiver.
Assignment. You may not assign; we may assign.
Notices. We may notify you via email, in-app message, or by posting updates to the Campaign.