1. Agreement to These Terms
These Terms of Service ("Terms") are a binding contract between you and Prezynt Inc., a Delaware corporation ("Prezynt," "we," "us"). They govern your use of the Prezynt mobile applications, website, AI assistant, and all related features (the "Service").
By creating an account, or by tapping "I agree," you accept these Terms and our Privacy Policy.
SECTION 20 CONTAINS A BINDING ARBITRATION AGREEMENT AND A CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS. SECTION 6 GRANTS PREZYNT LIMITED AUTHORITY TO MAKE PURCHASES ON YOUR BEHALF. PLEASE READ BOTH CAREFULLY.
If you do not agree, do not use the Service.
2. Definitions
- "Agent" — the Prezynt automated assistant, including any AI or machine-learning system that recommends, selects, configures, or completes purchases.
- "Agentic Checkout" — the feature by which the Agent completes a purchase from a Partner on your behalf under a Mandate, with or without a per-transaction confirmation from you.
- "Mandate" — the standing authorization you grant under Section 6, including all limits you set (spend caps, categories, Partners, duration, confirmation mode).
- "Partner" — a third-party retailer, brand, or marketplace whose products appear in the Service.
- "Recipient" — a person for whom you plan, save, or purchase a gift.
- "Sparks" — the promotional loyalty points described in Section 12.
- "Recipient Information" — information you provide about a Recipient (name, birthday, interests, address, notes, relationship).
3. Eligibility
You must be at least 18 years old and legally able to form a binding contract. The Service is not directed to and may not be used by children under 18.
Agentic Checkout is available only to users who are 18+, have completed identity and payment verification, and have expressly enrolled under Section 6.
The Service is currently offered only to users in the United States. We do not represent that the Service is appropriate or available elsewhere, and you may not access it from a jurisdiction where doing so would be unlawful.
4. Your Account
You are responsible for the accuracy of your account information, for safeguarding your credentials and device, and for all activity under your account — including purchases made through Agentic Checkout by anyone with access to your device or credentials.
Notify us immediately at support@prezynt.com if you suspect unauthorized access. We may suspend Agentic Checkout, suspend your account, or cancel pending orders where we reasonably suspect fraud, compromise, or breach of these Terms.
Nothing in these Terms limits any right you have under the Electronic Fund Transfer Act, Regulation E, Regulation Z, or your card issuer's rules to dispute an unauthorized transaction.
5. What Prezynt Is — and Is Not
Prezynt is a discovery, recommendation, and purchasing-assistance technology. We are not the seller of record for Partner products unless a product page expressly identifies Prezynt as the seller.
For every Partner purchase:
- The Partner is the seller, and its terms govern price, availability, taxes, fulfillment, shipping, warranty, returns, refunds, cancellations, and product safety.
- Prezynt does not manufacture, inspect, stock, warehouse, or ship Partner products.
- Prezynt makes no representation that a Partner product is authentic, safe, legally compliant, in stock, or fit for any purpose.
Recommendations are suggestions, not advice. The Agent generates recommendations using automated systems that can be incomplete, out of date, or wrong. You are responsible for your final purchasing decisions, including the appropriateness of a gift for its Recipient.
6. Agentic Checkout — Grant of Limited Purchasing Authority
This is the core of your relationship with the Agent. Read it.
6.1 What you are authorizing
If you enroll in Agentic Checkout, you appoint Prezynt as your limited agent for the sole purpose of selecting and completing purchases from Partners on your behalf, and you authorize us (and our payment providers) to initiate charges to your designated payment method for those purchases, strictly within the limits of your Mandate.
This is a limited agency for purchasing only. It does not authorize us to act for you for any other purpose.
6.2 Your Mandate and its limits
At enrollment, and at any time afterward in Settings, you set:
- a maximum amount per transaction;
- a maximum total amount per [rolling 30-day period];
- the payment method to be used;
- the Recipients, events, and product categories in scope;
- the confirmation mode under Section 6.3; and
- an expiration date for the Mandate, not to exceed [12 months], after which you must renew it.
The Agent will not knowingly transact outside your Mandate. Where technically supported by your card network or issuer, we will bind these limits to a scoped payment credential so that they are enforced at the network level and not by Prezynt alone.
6.3 Confirmation modes
- Assisted (default). The Agent assembles a proposed order and presents the item, Partner, total price including estimated tax and shipping, delivery address, and any Prezynt commission disclosure. No charge occurs until you affirmatively confirm.
- Autonomous. For purchases within thresholds you have set, the Agent may complete the purchase without a further confirmation. Autonomous mode must be enabled separately and expressly.
Regardless of mode, the Agent will always request your explicit, per-transaction confirmation before:
- a purchase exceeding your per-transaction cap;
- a first purchase for a new Recipient, or shipment to a new or changed address;
- any purchase that creates a subscription, recurring charge, free-trial conversion, or other continuing obligation;
- any purchase in a restricted category under Section 6.7; or
- any purchase from a Partner you have not previously transacted with.
6.4 Records of your instructions
For every Agentic Checkout transaction we create and retain a record of the Mandate in force, the instruction or context that triggered the purchase, the Agent's selection, the disclosures shown to you, and your confirmation (if any), with timestamps. We retain these records for at least [24 months] and will provide the record for a given transaction on request. These records may be shared with Partners, payment processors, card networks, and issuers to resolve disputes.
6.5 Revoking the Mandate
You may revoke or modify your Mandate at any time, in Settings or by emailing support@prezynt.com. Revocation takes effect immediately for new purchases. It does not cancel orders already placed with a Partner; those remain subject to the Partner's cancellation policy, and we will use commercially reasonable efforts to help you cancel or return them.
Termination of your account automatically revokes the Mandate.
6.6 Purchase Errors — what we will do
A "Purchase Error" means an Agentic Checkout transaction that (a) exceeded your Mandate, (b) was for a materially different item than the one you confirmed, (c) was a duplicate of an order you did not intend, or (d) was shipped to an address other than the one presented to you — in each case where the cause was a failure of the Agent and not inaccurate information you supplied, a Partner error, or your own instruction.
If you report a suspected Purchase Error within 14 days of the charge, we will:
- attempt to cancel the order or arrange a return with the Partner at no cost to you;
- if the order cannot be cancelled or returned, credit or refund the amount charged, less any value you retain; and
- suspend Autonomous mode on your account until you re-confirm your Mandate.
This is our remedy commitment for Purchase Errors and it applies in addition to, not instead of, your rights under Regulation E, Regulation Z, and your card network's rules. Section 19's liability cap does not limit our obligation under this Section 6.6.
6.7 Restricted categories
The Agent will not be used, and you may not attempt to use it, to purchase: alcohol, tobacco, nicotine or vaping products, cannabis, firearms, ammunition, weapons, prescription or controlled substances, adult content, live animals, lottery or gambling products, cryptocurrency, stored-value or gift cards in excess of $500 per period of 30 days, or anything requiring an age check, license, or prescription at delivery.
6.8 Prohibited uses of Agentic Checkout
You may not use Agentic Checkout to: purchase for resale or commercial redistribution; circumvent Partner purchase limits, allocation rules, or anti-bot controls; exploit pricing errors, coupon stacking, or promotional abuse; conduct testing, scraping, or load generation; transact on behalf of a third party without their authority; or evade sanctions, export controls, or tax obligations.
6.9 Price, tax, availability
Prices, taxes, fees, shipping charges, and availability are set by the Partner and can change between the time the Agent presents an order and the time it is accepted. The Agent will present the best available estimate. Where the final amount charged exceeds the presented amount by more than $5 or 5%, whichever is greater, we will seek your confirmation or cancel the order.
6.10 No guarantee of performance
We do not warrant that the Agent will identify the best price, the best product, or every available option, that it will act within any particular time, or that it will complete any specific purchase. Availability of Agentic Checkout depends on Partner, processor, and network systems outside our control.
7. Commissions, Sponsored Placement, and Our Incentives
Prezynt earns money when you buy. You should assume the following at all times:
- We earn affiliate commissions from most Partners on purchases made through the Service, typically a percentage of the order value.
- Some placements, collections, or recommendations are paid or sponsored by Partners. These are labeled.
- These arrangements are a material connection between Prezynt and the Partners whose products the Agent recommends.
We disclose in the Agentic Checkout flow, before you confirm, whether Prezynt will earn a commission on the transaction. A commission does not mean the product was chosen because of the commission, but you should treat Agent recommendations as those of an interested party, not an independent advisor.
8. Recipient Information and Your Responsibilities
When you add Recipient Information, you represent that:
- you have a genuine personal relationship with the Recipient and a legitimate gifting purpose;
- you are permitted to provide that information to us, and you are not providing it in violation of any obligation you owe the Recipient;
- any delivery address you provide is accurate and one at which the Recipient can lawfully receive the item; and
- you are not using the Service to track, surveil, harass, or contact anyone who has asked you not to.
You are solely responsible for the accuracy of delivery addresses. We are not liable for items delivered to an address you supplied.
Recipients have rights in their information under our Privacy Policy, including the right to request access or deletion. We may honor those requests even where doing so degrades your experience.
9. Acceptable Use
You will not: use the Service unlawfully; reverse engineer, decompile, or scrape it; interfere with its operation or security; access another user's account or data; upload malware; misrepresent your identity; use automated means to access the Service other than the features we provide; use the Service or its outputs to develop a competing product or to train a machine-learning model; or use the Service in violation of a Partner's terms.
We may suspend or terminate access for violation of this Section at any time, with or without notice.
10. Your Content
You retain ownership of content you submit (wishlists, notes, photos, links, messages). You grant Prezynt a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, reproduce, adapt, display, and distribute that content solely to operate, improve, and provide the Service, including generating recommendations for you and, where you have shared a list, for people you shared it with.
You represent that you have the rights necessary to grant this license.
Feedback. If you send us ideas or suggestions, we may use them without restriction, compensation, or obligation to you.
11. Prezynt Intellectual Property
The Prezynt name, logos, the Agent, the Service, and all software, models, designs, and content we provide are owned by Prezynt Inc. and protected by intellectual property law. We grant you a limited, revocable, non-transferable, non-sublicensable license to use the Service for your personal, non-commercial gifting purposes. All rights not expressly granted are reserved.
You may not use our marks without our prior written permission.
12. Sparks
Sparks are a promotional loyalty benefit, not money, not currency, not stored value, not a gift card, not a gift certificate, and not property. Specifically:
- Sparks have no cash value, cannot be purchased, and are never redeemable for cash.
- Sparks are not transferable except through in-app features we choose to offer.
- Sparks confer no vested right. We may change earn rates, redemption values, redemption options, eligibility, and expiration at any time, with notice for material adverse changes where required by law.
- Unused Sparks are forfeited when your account is closed or terminated, or after 18 months of account inactivity, subject to applicable law.
- Where Sparks reduce the price of a purchase, they operate as a discount applied at checkout, not as tender.
We may reverse Sparks earned through error, fraud, abuse, or a cancelled or returned order.
13. Payments
13.1 Authorization
You authorize Prezynt and our payment processors to charge your designated payment method for purchases you make or authorize, including through Agentic Checkout, plus applicable taxes, shipping, and fees.
13.2 Payment credentials
We do not store full payment card numbers. Payment credentials are handled by PCI-DSS compliant processors and, for Agentic Checkout, are represented by network tokens scoped to the Agent where supported by your card network and issuer.
13.3 Authorization holds
A Partner or processor may place a temporary authorization hold that differs from the final charge. Holds are released according to your issuer's practices, not ours.
13.4 Taxes
Sales, use, and similar taxes are determined and collected by the party that is the seller of record for the transaction. Where Prezynt is a "marketplace facilitator" or "deemed seller" under applicable state law, we will collect and remit as required.
13.5 Disputes
Before initiating a chargeback, please contact support@prezynt.com. We will attempt to resolve the issue within 10 business days. This request does not waive your chargeback rights.
13.6 Returns and refunds
Returns, exchanges, and refunds for Partner products are governed by the Partner's policy. We will assist you in contacting the Partner. Prezynt issues refunds directly only where Prezynt is the seller of record or under Section 6.6.
14. Electronic Communications and Records
You consent to receive all notices, disclosures, agreements, receipts, and other communications from us electronically — by email, in-app message, or by posting to the Service — and agree that these satisfy any legal requirement that a communication be in writing. You may withdraw this consent by closing your account. You will need a device with internet access and an email account to receive electronic records; you may request a paper copy of a record by writing to support@prezynt.com.
Transactional messages (order confirmations, delivery updates, security alerts, Purchase Error notices) are part of the Service and are not optional while your account is open. Marketing messages are opt-out.
15. Third-Party Services and Links
The Service includes links to and integrations with Partners, payment providers, and other third parties. Their terms and privacy practices govern your interactions with them. We are not responsible for third-party services, and their inclusion is not an endorsement.
16. Availability and Changes to the Service
We may add, change, suspend, or discontinue any part of the Service, including Agentic Checkout, at any time. We will give reasonable advance notice of a discontinuation that materially affects a Mandate you have in force.
17. Termination
You may close your account at any time in Settings. We may suspend or terminate your access, with or without notice, for breach of these Terms, suspected fraud or unlawful use, risk to the Service or other users, or if required by law, or for convenience with 30 days notice.
On termination: your Mandate is revoked, your license to use the Service ends, and unused Sparks are forfeited. Sections 5, 8, 10 (license), 11, 18, 19, 20, and 21 survive.
18. Disclaimer of Warranties
THE SERVICE, THE AGENT, ALL RECOMMENDATIONS, AND ALL PARTNER PRODUCTS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PREZYNT DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, PREZYNT DOES NOT WARRANT THAT: (A) THE AGENT'S OUTPUTS WILL BE ACCURATE, COMPLETE, CURRENT, RELIABLE, OR SUITABLE; (B) THE AGENT WILL SELECT AN APPROPRIATE, DESIRABLE, OR SAFE PRODUCT; (C) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (D) ANY PARTNER WILL FULFILL AN ORDER.
AI SYSTEMS PRODUCE ERRORS. YOU ACKNOWLEDGE THAT THE AGENT IS AN AUTOMATED SYSTEM, THAT ITS OUTPUTS MAY BE INCORRECT OR INAPPROPRIATE, AND THAT YOU ARE RESPONSIBLE FOR REVIEWING THEM.
Some jurisdictions do not allow the exclusion of certain warranties. In those jurisdictions, the above exclusions apply to the fullest extent permitted.
19. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
(a) EXCLUDED DAMAGES. PREZYNT AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, OR EMOTIONAL DISTRESS, ARISING OUT OF OR RELATING TO THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY.
(b) CAP. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (i) $[500] OR (ii) THE TOTAL AMOUNT CHARGED TO YOUR PAYMENT METHOD THROUGH THE SERVICE IN THE SIX MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
(c) CARVE-OUTS. THE CAP IN (b) DOES NOT APPLY TO: OUR OBLIGATIONS UNDER SECTION 6.6; LIABILITY FOR OUR GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT; OR ANY LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW, INCLUDING UNDER THE ELECTRONIC FUND TRANSFER ACT OR REGULATION Z.
(d) PARTNER PRODUCTS. WE ARE NOT LIABLE FOR ANY CLAIM ARISING FROM A PARTNER PRODUCT, INCLUDING PRODUCT DEFECT, PERSONAL INJURY, PRICING, DELIVERY FAILURE, OR A PARTNER'S ACTS OR OMISSIONS. SUCH CLAIMS MUST BE DIRECTED TO THE PARTNER.
(e) BASIS OF THE BARGAIN. THESE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN AND APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Some jurisdictions do not allow certain limitations. In those jurisdictions, our liability is limited to the fullest extent permitted.
20. Dispute Resolution — Arbitration and Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL.
20.1 Informal resolution first
Before starting arbitration, you and Prezynt agree to try to resolve the dispute informally. Send a written Notice of Dispute to legal@prezynt.com describing the dispute and the relief sought, including your name, account email, and a description of the transaction at issue. We will send you our notice at your account email. Both parties agree to negotiate in good faith for 60 days. This process is a condition precedent to arbitration, and either party may seek a court order to enforce it. The limitations period is tolled during this period.
20.2 Agreement to arbitrate
If the dispute is not resolved, you and Prezynt agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved by binding individual arbitration, and not in court, except as stated in Section 20.5.
Arbitration will be administered by the American Arbitration Association under its Consumer Arbitration Rules, as modified by these Terms. The arbitrator has exclusive authority to resolve all disputes, including the scope and enforceability of this arbitration agreement, except that a court decides questions of arbitrability relating to Sections 20.4 and 20.6.
Arbitration is conducted by written submission, telephone, or video unless the arbitrator determines a hearing is necessary. Any in-person hearing will be held in Maricopa County, Arizona or, at your election, in the county of your residence.
We will pay AAA filing, administrative, and arbitrator fees for claims under $10,000 unless the arbitrator determines the claim is frivolous.
20.3 Federal Arbitration Act
This arbitration agreement is governed by the Federal Arbitration Act and evidences a transaction in interstate commerce.
20.4 Class action and jury trial waiver
ARBITRATION MUST BE ON AN INDIVIDUAL BASIS. YOU AND PREZYNT WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO BRING, JOIN, OR PARTICIPATE IN A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate claims or preside over any representative proceeding. If this paragraph is found unenforceable as to a particular claim or remedy, that claim or remedy must be severed and brought in court, and the rest of this Section 20 remains in effect.
20.5 Exceptions
Either party may (a) bring an individual claim in small claims court if it qualifies, and (b) seek injunctive or equitable relief in court to protect intellectual property or to prevent unauthorized access to the Service. Nothing here prevents you from reporting a matter to a government agency.
20.6 Mass arbitration
If 25 or more substantially similar Notices of Dispute are submitted by or with the coordination of the same counsel or organization within a 90-day period, the claims will be administered in sequential batches of no more than 50 claims, each batch before a single arbitrator, with the limitations period tolled for unfiled claims. The parties will cooperate with the AAA to implement this procedure.
20.7 Your right to opt out
You may reject this arbitration agreement by sending written notice to legal@prezynt.com within 30 days of first accepting these Terms, stating your name, account email, and that you opt out of arbitration. Opting out does not affect any other part of these Terms, and we will not retaliate. If we materially change this Section 20 in the future, you will have a new 30-day opt-out right as to that change.
20.8 Time limit
Any claim must be brought within one year after it arises, or it is permanently barred, unless applicable law provides a shorter or non-waivable period.
21. Governing Law and Venue
These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws rules, except that the Federal Arbitration Act governs Section 20. For any dispute not subject to arbitration, the parties consent to the exclusive jurisdiction of the state and federal courts located in Maricopa County, Arizona.
Nothing in this Section deprives you of the protection of mandatory consumer-protection laws of your state or country of residence.
22. Indemnification
You will indemnify, defend, and hold harmless Prezynt and its officers, directors, employees, and agents from any claim, demand, loss, liability, damage, cost, or expense (including reasonable attorneys' fees) arising out of or relating to: (a) your breach of these Terms; (b) Recipient Information you provide, including a claim by a Recipient; (c) your content; (d) your use of Agentic Checkout outside your Mandate or in violation of Section 6.7 or 6.8; (e) any delivery address you supplied; or (f) your violation of law or of a third party's rights.
We may assume control of the defense of any matter subject to indemnification, at your expense, and you will not settle any matter without our written consent.
23. Changes to These Terms
We may update these Terms. For material changes we will give at least 30 days advance notice by email and in-app before they take effect, and we will update the version and date above. Continued use after the effective date constitutes acceptance.
Material changes to Section 6 (Agentic Checkout) or Section 20 (Arbitration) require your affirmative re-acceptance. Until you re-accept a change to Section 6, your existing Mandate continues under the prior terms or, at our option, is suspended.
If you do not accept a change, you may close your account before it takes effect.
24. Apple App Store Additional Terms
If you obtained the app from the Apple App Store, the following apply and control over any conflicting provision: (a) these Terms are between you and Prezynt only, not Apple; (b) Apple has no obligation to furnish maintenance or support; (c) if the app fails to conform to any applicable warranty, you may notify Apple and Apple may refund the purchase price, and Apple has no other warranty obligation; (d) Apple is not responsible for product liability, legal or regulatory compliance, or consumer-protection claims relating to the app; (e) Apple is not responsible for third-party intellectual property claims relating to the app; (f) you represent that you are not located in a country subject to a U.S. embargo and are not on a U.S. prohibited-parties list; and (g) Apple and its subsidiaries are third-party beneficiaries of these Terms and may enforce them against you.
25. General
- Entire agreement. These Terms and the Privacy Policy are the entire agreement between you and Prezynt regarding the Service and supersede all prior understandings.
- Severability. If a provision is unenforceable, it is modified to the minimum extent necessary or severed, and the rest remains in effect.
- No waiver. Our failure to enforce a provision is not a waiver.
- Assignment. You may not assign these Terms. We may assign them to an affiliate or in connection with a merger, acquisition, financing, or sale of assets.
- Force majeure. Neither party is liable for failure to perform due to causes beyond its reasonable control.
- No third-party beneficiaries, except as stated in Section 24.
- Relationship. Except for the limited agency in Section 6, no partnership, joint venture, employment, or general agency relationship is created.
- Headings are for convenience only.