These terms govern participation in the ALL Rewards Program, including those who participate as holders of the ALL Rewards Credit Card and ALL Rewards Mastercard Credit Cards.

ALL Rewards Program Terms and Conditions

The effective date of these terms and conditions is: October 10, 2019, and were last updated on April 18, 2022.

OR THE MOST UP-TO-DATE TERMS, PLEASE VISIT WWW.ANNTAYLOR.COM/Rewards OR WWW.LOFT.COM/Rewards.

ALL Rewards program in the U.S. ("Program") is brought to you by Premium Brands Opco LLC ”Premium Brands” and/or "we" or "us"). The Program is governed by these ALL Rewards Program Terms & Conditions ("Program Terms").

ARBITRATION OF CLAIMS BETWEEN YOU ANDPREMIUM BRANDS:PLEASE READ THESE PROGRAM TERMS CAREFULLY. THEY AFFECT YOUR LEGAL RIGHTS AND REQUIRE BINDING ARBITRATION OF CLAIMS ASSOCIATED WITH THE PROGRAM BETWEEN YOU AND PREMIUM BRANDS, WAIVING CLASS ACTION CLAIMS ASSOCIATED WITH THE PROGRAM BETWEEN YOU AND PREMIUM BRANDS AND WAIVING THE RIGHT TO TRIAL BY JURY TO THE FULLEST EXTENT PERMITTED BY LAW. YOUR PARTICIPATION IN THE PROGRAM IS SUBJECT TO YOUR AGREEMENT TO ARBITRATE ANY CLAIMS ASSOCIATED WITH THE PROGRAM BETWEEN YOU AND PREMIUM BRANDS. YOU AGREE THAT ANY AND ALL CLAIMS OR DISPUTES BETWEEN YOU AND PREMIUM BRANDS THAT ARISE OUT OF OR RELATE TO YOUR PARTICIPATION IN THE PROGRAM MUST BE RESOLVED THROUGH MANDATORY, BINDING ARBITRATION, RATHER THAN LITIGATION IN COURT. THAT MEANS THAT AN ARBITRATOR, NOT A JUDGE OR JURY, WILL DECIDE ANY CLAIM ASSOCIATED WITH THE PROGRAM BETWEEN YOU AND PREMIUM BRANDS. SEE SECTION 13 BELOW FOR MORE DETAILS.

COMENITY BANK IS NOT A PARTY TO THE PROGRAM OR THESE PROGRAM TERMS. FOR HOLDERS OF AN ALLREWARDS OR ALLREWARDS MASTERCARD WHO PARTICIPATE IN THIS PROGRAM, YOUR CREDIT CARD ACCOUNT AGREEMENT WITH COMENITY BANK, WHICH GOVERNS THE USE OF YOUR CREDIT CARD, IS SEPARATE AND INDEPENDENT FROM THESE PROGRAM TERMS. IN THE EVENT OF ANY CONFLICT BETWEEN THESE TERMS AND THE CREDIT CARD ACCOUNT AGREEMENT, THESE TERMS WILL CONTROL IN ANY MATTER RELATING TO THE PROGRAM.

By participating in the Program, you agree to these Program Terms. The Program is void where prohibited by law.

Overview

The Program is a customer-reward program that is available to eligible customers (see Section 2 below for full eligibility details). You can create a Program membership account ("Program Account"): (i) at any Ann Taylor, LOFT, LOFT Outlet or Ann Taylor Factory retail store in the United States or the District of Columbia (ask a store representative to help you begin the process), (ii) by visiting www.anntaylor.com or www.loft.com, (“Site”) and completing the Program Account registration form, and (iii) by any other methods as Premium Brands may offer from time to time. To create a Program Account in-store, please see a store associate to complete the enrollment process. Eligible customers who sign up for a Program Account ("Members") will be able to earn points (“Points”) with each Earning Activity (as defined below). When you have earned the requisite amount of Points, those Points will be converted into Offers ("Reward Certificate") that you can use to make Authorized Purchases (as defined below). Any individual who opens an ALL Rewards or ALL Rewards Mastercard credit card account on the Site or in our stores will automatically be enrolled into the Program upon approval of their credit card account.

Eligibility & Registration

The Program is open only to residents of any one (1) of the fifty (50) United States, the District of Columbia and Puerto Rico who are the age of majority in their jurisdiction of residence. The Program is also open to Canadian residents over the age of eighteen who make purchases in our US stores. Reward Certificates can only be redeemed in US our stores or on the Site for orders shipped to addresses in United States, District of Columbia or Puerto Rico or by a Premium Brands’ call center for orders shipped within the same territories. You must provide us with all required information to register for a Program Account. A first and last name, mailing address, valid email address and phone number are required to set up a Program Account on a Site. Valid email address, mailing address and phone number are required to set up a Program Account in stores. Additional information, such as your birthday, will be required to receive some of the Program’s benefits. When you enroll in the Program and create a Program Account, you are agreeing to receive e-mail messages related to the Program from Premium Brands and/or its brands. Members who have opted-out of receiving marketing emails from Premium Brands, or any of its brands, will still be able to participate in the Program and receive messages about their Program Account (e.g., Reward Certificates, birthday benefit and news about changes to these Program Terms). There is a limit of one (1) Program Account per individual/email address/phone number. You agree that you will not participate in the Program under more than one (1) Program Account. Corporations, groups, and associations are not eligible to register for a Program Account, or otherwise participate in the Program.

You agree you will not sell, transfer or assign your Program Account or any membership rights. Points, benefits and Reward Certificates are not your personal property, are not descendible, and may not be inherited, bartered, purchased, or sold. For online users, you are responsible for maintaining the confidentiality of any login credentials and for restricting access to your computer (or other device, as applicable) so that others may not access your Program Account.

Earning Points through Earning Activities; Conversion of Points to Reward Certificates

The Program involves two important measurements: (1) Points and (2) Reward Certificates. Points are earned when Members engage in one the following: (a) making qualifying purchases from Premium Brands. retail and outlet stores in the United States or District of Columbia, including Ann Taylor, Loft, Ann Taylor Factory or Loft Outlet stores, on the Site for orders shipped to addresses in the United States, District of Columbia or Puerto Rico, or placing an order through Premium Brands.’s call center (each an "Earning Purchase"); or (b) participating in other specific Member opportunities offered by Premium Brands from time-to-time ("Additional Earning Activities"). Together, these are defined as “Earning Activities”. In order for a transaction to qualify as an Earning Purchase, you must use one of the following forms of tender to complete the transaction: cash, check, traveler’s check, credit card, debit card, gift card purchased from Premium Brands. on the Site or in store, casino points from qualifying casinos, Paper Mall Certificates; and PayPal, or other similar payment mechanisms that we may offer from time to time. The details of an Additional Earning Activity, including a description of the conduct required, the number of Points available and any additional terms will be as communicated to the eligible Member(s) by email or in another communication from Premium Brands and/or its brands.

Earning Activities only count towards the earning of Points once you have a valid Program Account. In order to earn Points for an Earning Purchase at a Premium Brands’ retail or outlet store, you must present either your email address or phone number associated with your Program Account to a Premium Brands’ representative when prompted. In order to earn Points for an Earning Purchase on the Site, you must enter your email address associated with your Program Account in either guest checkout or the log in for the Site. In order to earn Points for an Earning Purchase through Premium Brands’ call center, you must provide your email address or phone number associated with your Program Account to the call agent when asked. Points for purchases on the Sites qualify once all items in the same transaction have shipped and will be automatically awarded to your Program Account within approximately 30 days of last shipment. Members cannot earn Points on purchases of a gift card or e-gift card purchased from Premium Brands on the Site or in store but are able to earn Points if they redeem a gift card. Points are not accrued for previous purchases, charity items, the purchase of brand Cares Cards, gift boxes, gift wrapping, gifts-with-purchase, giveaways, coupons, credit card payments, layaway items, processing charges, delivery surcharges, shipping and handling, taxes, or state and any other applicable governmental fees, and are calculated after deduction of any discounts. Premium Brands will not retroactively apply Points for purchases made prior to enrollment or without presenting the required information at time of purchase. Points are also not earned on: unauthorized or fraudulent charges or purchases made by, or for a business/group or for a business purpose. Use of a Reward Certificate, store credit, merchandise credit or e-gift certificate issued by the call center does not earn Points. Points incorrectly issued by Premium Brands will be removed from the applicable Program Account and deemed not properly earned (as determined by Premium Brands in its sole discretion).

ALL Rewards or ALL Rewards Mastercard Credit Card account holders must be in Good Standing to earn Points using their Premium Brands’ credit card accounts. “Good Standing” means (1) your account is open to new charges and not over your credit limit, (2) your account is not more than 60 days past due or otherwise in default, (3) your card is not flagged as lost, stolen, or fraudulent according to the Bank’s records, (4) your account is not in a hardship or workout program, and (5) you are not subject to a credit counseling arrangement relating to your account.

Authorized buyers who have their own Program Account and use the ALL Rewards or ALL Rewards Mastercard will earn points that will accrue to their individual Program Account when shopping at our stores or a Site. Authorized buyers using their ALL Rewards Mastercard or Ann Taylor Mastercard for spend outside of Premium Brands’ stores or Sites will accrue to the primary cardholder’s Program Account.

Approximately two (2) business days following a purchase in our store and approximately two (2) business days following fulfillment of an online order at our Site, the associated transaction points will appear as “pending” in your account summary online. Points will move from “pending” to “vested” in your account summary within approximately thirty days of your completion of an Earning Activity, barring any merchandise return. You may view your account summary via Program Account by logging-in at www.anntaylor.com or www.loft.com, or by calling our Customer Service Team. See contact information below.

Once a Member accumulates the required number of Points to earn a Reward Certificate, those Points will be removed from that Program Account and converted to a Reward Certificate. Reward Certificate(s) will be issued approximately two (2) business days after the time the required number of “vested” Points appear in the Member’s Program Account and will be sent to the email address associated with that Program Account. Issued Reward Certificates can also be accessed by logging-in to the Site, click ‘My Account’ on top right corner, enter your email address and password, and click log-in, and viewing your loyalty profile. Reward Certificates are issued in $5 increments, up to $25 per Reward Certificate. Members may earn multiple Reward Certificates at a time. Reward Certificates have unique promo codes that can be used one time in-store or on the Site, as described in Section 5 below ("Reward Certificate Coupon Code"). Each Reward Certificate Coupon Code may be used once by the Program Account holder. Points will be converted to Reward Certificates in the order that the Points were earned. A maximum of four (4) Reward Certificates can be applied to a transaction made in-store or on the Site.

See Exhibit A for current information regarding benefits, how Points are calculated, how many Points must be accrued to earn a Reward Certificate, and the value of a Reward Certificate (collectively, "Program Details").

Point Expiration; Reward Certificate Expiration; Returns & Exchanges; Errors

UNUSED POINTS IN YOUR PROGRAM ACCOUNT (I.E., POINTS NOT CONVERTED TO REWARD CERTIFICATES) WILL EXPIRE TWELVE (12) MONTHS FROM THE DATE OF THE VESTING PERIOD OF THE EARNING ACTIVITY. EACH REWARD CERTIFICATE WILL EXPIRE NINETY (90) DAYS AFTER REWARD CERTIFICATE ISSUANCE.

If you return a purchase for which you earned Points in accordance with Premium Brands’ then current return policy, the Points associated with your Program Account will be reduced by the number of Points equivalent to the amount of the refund you receive. In the event of an even exchange, any Points earned in association with the original purchase will remain. In the event of an exchange for an item of lesser value, the difference in value from your original purchase will be deducted from your Program Account. In the event of an exchange for an item of greater value, any additional expenditure will accrue Points in accordance with these Program Terms. Any new promotional offers in effect at the time of an even exchange, will not apply, nor modify your Program Account balance. In the event that you purchase merchandise with a Reward Certificate and later return that item, the Reward Certificate will be forfeited, no refund of the reward amount will be provided, and the Points will not be restored to your Program Account. In the event that you purchase merchandise online with a Reward Certificate and the item is damaged or order cannot be fulfilled, you must call our customer service center (see below for contact information) to have any appeasement made on your redeemed reward.

Our transactional records will be considered conclusive if there is a dispute about the number of Points or the number or value of any Reward Certificate(s) earned, redeemed or deducted. You should retain your copy of the receipt(s) and any other document which evidences your Point balance. Call our call center (see below for contact information) within thirty (30) days from the relevant transaction date if you have any questions or concerns about your Points or Reward Certificate.

We accept no liability for any errors in the number of Points or any Reward Certificate provided to you.

Unexpired Reward Certificates may be applied to purchases of Ann Taylor, LOFT, LOFT Outlet or Ann Taylor Factory merchandise at an Ann Taylor, LOFT, Loft Outlet, or Ann Taylor Factory retail store in the United States and District of Columbia, or on the Sites (each an "Authorized Purchase"). Reward Certificates cannot be applied to previous purchases, charity items, the purchase of brand Cares Cards, gift boxes, gift wrapping, credit card payments, coupons, layaway items, processing charges, delivery surcharges, purchase of gift cards, shipping and handling, taxes, or state and any other applicable governmental fees. Reward Certificates will be redeemed in United States dollars. Each Reward Certificate must be used in its entirety in one purchase and the minimum value of the purchase (pre-tax and after all credits or discounts have been applied) must be greater than the value of the reward certificate being applied. The Member using a Reward Certificate is responsible for all charges in excess of the value of the Reward Certificate, including all applicable taxes.

The Reward Certificate may be used with other promotional credits or discounts offered at the time of purchase ("Other Offers"), unless otherwise stated in the Other Offers. The Reward Certificate will be apportioned at an item level after all other non-loyalty promotions are applied to the Authorized Purchase. Associates of Ann Taylor, LOFT, Ann Taylor Factory, LOFT Outlet, can combine Reward Certificates with an associate discount.

In-Store: To use a Reward Certificate when making an Authorized Purchase in one of our retail stores in the United States or the District of Columbia, you must present a printed/paper or electronic version of your unexpired Reward Certificate at the time of purchase. Premium Brands reserves the right to require the person using a Reward Certificate to show proof that they are the person associated with the Reward Certificate. After using the Reward Certificate, the Premium Brands representative will not return any printed/paper copy of the Reward Certificate to you.

Online: To use a Reward Certificate when making an Authorized Purchase on the Site, you must select a Reward Certificate at checkout if you wish to apply a Reward Certificate to your transaction. Premium Brands reserves the right to require the person using a Reward Certificate to validate that they are the person associated with the Reward Certificate. If you are not logged in to your online account at checkout, you will not be able to redeem your Reward Certificates.

You are solely responsible for all federal, state and local taxes and any other costs or expenses of accepting and using Reward Certificates or Other Offers.

Except where required by applicable law, neither Points nor Reward Certificates have any monetary or cash value and they may not be redeemed for cash or, except under the Program, do not have any cash equivalent. Program Accounts and Reward Certificates are non-transferable Reward Certificates can only be used by the Program Account holder for Authorized Purchases made in-store or on a Site by that Program Account holder. Points and Reward Certificates may not be used as payment of any outstanding obligation to Comenity Bank or its affiliates.

In addition to termination of the Program pursuant to Section 8, below, Premium Brands may also revoke your ability to participate in the Program for: (i) your abuse of the Program, including, without limitation, your use of any "bot," macro, or other automated means to participate in the Program or to earn Points or Reward Certificates; (ii) your failure to follow these Program Terms and any other terms and conditions applicable to the Program; (iii) the attempted or actual sale or transfer of any of your Points, Reward Certificates, or your Program Account; (iv) any misrepresentation or other fraudulent behavior by you; or (v) any other conduct deemed by Premium Brands, in its sole discretion, to be an abuse of the Program, to be detrimental to the interests of Premium Brands or its customers, to be fraudulent, illegal, or to be otherwise improper. If your ability to participate in the Program is revoked, any unused Points or Reward Certificates will automatically be forfeited and your future participation in the Program may be prohibited, in the sole and absolute discretion of Premium Brands.

Premium Brands is not responsible for Points or Reward Certificates that expire, are lost, or are redeemed due to fraudulent activity. Suspected illegal, fraudulent or other unauthorized use or misuse of Points, Reward Certificates, or any other activity inconsistent with these Program Terms may, in the sole and absolute discretion of Premium Brands, result in cancellation of any Rewards Certificates or Points or termination of your participation in the Program, which will result in the loss of all accumulated Points earned and Reward Certificates issued but not yet redeemed. Premium Brands also reserves the right to cancel any Rewards Certificates or Points issued due to an error or mistake by Premium Brands or in its systems. You agree that Premium Brands’ decisions relating to the Program are final and that Premium Brands will not be liable to you or any other party in connection with any such error or mistake or associated cancellations of Rewards Certificate or Points.

You may elect to close your Program Account at any time by contacting our customer care center (see details before for contact information). Upon any closure or termination of your Program Account, any Points and Reward Certificates associated with your Program Account will automatically be forfeited. If you later elect to re-enroll in the Program, you will not have access to any Points or Reward Certificates associated with your terminated Program Account and your beginning balance of Points and Reward Certificates will be zero.

You may access and update your Program Account information by contacting our care center (see details below for contact information). You are solely responsible for any and all activities that occur under your Program Account and to ensure that your information is accurate in order to receive all benefits of the Program.

You may view your Program activity by logging-in to a Site and viewing your Program Account profile, or by calling our Customer Service Team (See details below for contact information). A current, valid email address is required for a member to receive certain notices in the Program, including without limitation, information about certain Additional Earnings Activities and when you have been issued a Reward Certificate.

THIS PROGRAM IS MADE AVAILABLE TO YOU, ON AN "AS IS," "AS AVAILABLE" BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PREMIUM BRANDS, AND ITS AFFILIATES, PARENTS AND SUBSIDIARIES, (COLLECTIVELY, “THE PREMIUM BRANDS PARTIES”) MAKE NO REPRESENTATION ABOUT THE SUITABILITY OF THE PROGRAM FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW THE PREMIUM BRANDS PARTIES SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE PROGRAM, FOR YOUR ACTION OR INACTION IN CONNECTION WITH YOUR PARTICIPATION IN THE PROGRAM OR FOR ANY DAMAGE YOU MAY INCUR IN CONNECTION WITH THE PROGRAM. YOUR PARTICIPATION IN THE PROGRAM IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER THE PREMIUM BRANDS PARTIES OR THEIR AGENTS OR THIRD PARTY PROVIDERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE PROGRAM, THE DELAY OR INABILITY TO PARTICIPATE IN THE PROGRAM OR OTHERWISE ARISING IN CONNECTION WITH THE PROGRAM, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. YOU SPECIFICALLY ACKNOWLEDGE THAT NONE OF THE PREMIUM BRANDS PARITES IS LIABLE FOR THE CONDUCT OF OTHER PROGRAM MEMBERS. THE LIMITATION ON DAMAGES IN THIS SECTION IS NOT INTENDED TO LIMIT PREMIUM BRANDS’ OBLIGATION (IF ANY) TO PAY PREVAILING PARTY COSTS OR FEES, IF RECOVERABLE PURSUANT TO APPLICABLE LAW. THE LIMITATIONS SET FORTH IN THIS SECTION WILL NOT LIMIT OR EXCLUDE THE PREMIUM BRANDS PARTIES’ LIABILITY FOR PERSONAL INJURY OR TANGIBLE PROPERTY DAMAGE CAUSED BY THE PREMIUM BRANDS PARTIES, OR FOR THE PREMIUM BRANDS PARTIES’ GROSS NEGLIGENCE, FRAUD, OR INTENTIONAL, WILLFUL, MALICIOUS, OR RECKLESS MISCONDUCT.

EACH MEMBER UNDERSTANDS AND AGREES THAT ALL RIGHTS UNDER SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY OF THE UNITED STATES ARE HEREBY EXPRESSLY WAIVED BY HIM/HER. SECTION 1542 READS AS FOLLOWS:

"CERTAIN CLAIMS NOT AFFECTED BY A GENERAL RELEASE. 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."

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO DEFEND, INDEMNIFY AND HOLD THE PREMIUM BRANDS. PARTIES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, COSTS AND EXPENSES, INCLUDING ATTORNEYS’ FEES, ARISING FROM OR RELATED TO YOUR PARTICIPATION IN THE PROGRAM.

We reserve the right to modify, restrict, suspend, or otherwise change any aspect of the Program, and/or these Program Terms from time-to-time, including without limitation, the eligibility conditions for participation in the Program, the manner in which Members participate, the manner and rates at which Points and Reward Certificates are earned and redeemed, redemption mechanisms, or what constitutes an Earning Activity, with reasonable notice to Members. We will notify you of changes to these Program Terms by posting them to the Sites, notifying you by email to the email address then associated with your Program Account, and/or using any other contact information we may have for you. The updated Program Terms will be effective as of the time of posting, or upon such later date or by such other method as specified by Premium Brands. The updated Program Terms will apply to your participation in the Program beginning as of their effective date or upon the occurrence of such other action specified by Premium Brands at the time. Should you not agree to such an amendment, you may cancel your participation in the Program as set out in Section 8. We reserve the right to terminate the Program completely by providing you with written notice of and instructions regarding the impending termination.

Any legal dispute between you and Premium Brands concerning or arising out of these Terms and/or your use of the Program, shall be resolved through binding individual arbitration. However, either you or Premium Brands may bring any individual claim in small claims court consistent with the jurisdictional and dollar limits that may apply, as long as it is brought and maintained as an individual claim.

How Arbitration Works.Disputes will be resolved solely by binding arbitration before a sole arbitrator under the streamlined Arbitration Rules Procedures of JAMS Inc. ("JAMS") or any successor to JAMS. In the event JAMS is unwilling or unable to set a hearing date within fourteen (14) days of the filing of a "Demand for Arbitration", then either party can elect to have the arbitration administered by another mutually agreeable arbitration administration service who will hear the case. Unless you and Premium Brands agree otherwise, any arbitration hearing shall take place in the county of your residence. If you live outside the United States, any arbitration will take place in New York, New York. We encourage you to call in advance of filing a claim for arbitration to see if the dispute can be settled prior to arbitration.

Waiver of Right to Bring Class Action and Representative Claims.All arbitrations shall proceed on an individual basis. The arbitrator is empowered to resolve the dispute with the same remedies available in court, however, any relief must be individualized to you and shall not affect any other customer. You and Premium Brands also agree that each may bring claims against the other in arbitration only in your or their respective individual capacities and in so doing you and Premium Brands hereby waive the right to a trial by jury, to assert or participate in a class action lawsuit or class action arbitration, to assert or participate in a private attorney general lawsuit or private attorney general arbitration, and to assert or participate in any joint or consolidated lawsuit or joint or consolidated arbitration of any kind. If a court decides that applicable law precludes enforcement of any of this paragraph’s limitations as to a particular cause of action, then that cause of action (and only that cause of action) must remain in court and be severed from any arbitration.

Arbitration Costs.Premium Brands will pay all filing, administrative, arbitrator and hearing costs and waives any rights it may have to recover an award of attorneys’ fees and expenses against you.

You and Premium Brands agree that, in the event that there are fifty (50) or more individual requests for arbitration of a similar nature filed against Premium Brands within an approximately thirty-day period (or otherwise in close proximity), JAMS will administer all such similarly situated arbitration demands on a collective basis as a single, consolidated arbitration (subject to a single set of fees, proceeding schedule, and, if required, hearing) before a single arbitrator in accordance with the requirements outlined elsewhere in this section, provided that – in the event that the arbitrator deems it impracticable or inequitable to administer all such claims collectively in a single arbitration – (s)he may group demands for arbitration into groups of not fewer than twenty (20) matters, plus a remainder group as needed (or as otherwise deemed by the arbitrator to be practicable, equitable, and in best keeping with the spirit of this provision) and arbitrate each group of matters as a single, consolidated arbitration (either structure a “Batch Arbitration”). You and Premium Brands agree (1) to work with JAMS in good faith to facilitate the resolution of disputes on a Batch Arbitration basis and (2) that requests for arbitration are of a “similar nature” if they arise out of the same event, agreement, or factual scenario and raise the same or similar legal issues and seek the same or similar relief. Disagreements over the applicability of this Batch Arbitration process will be settled in a single, consolidated arbitration proceeding that includes all affected parties and is resolved by a single arbitrator subject to the requirements of this section. This Batch Arbitration provision shall in no way be interpreted as authorizing a class or collective arbitration or action of any kind, or any suit or arbitration involving joint or consolidated claims, under any circumstances other than those expressly set forth in this section.

Other Terms & Information.This Arbitration Agreement shall be governed by, and interpreted, construed, and enforced in accordance with, the Federal Arbitration Act and other applicable federal law. To the extent state law applies to any aspect of these Terms, or to any disputes and claims that are covered by the Arbitration Agreement, the law of the State of New York will govern. Except as set forth above, if any portion of this Arbitration Agreement is deemed invalid or unenforceable, it will not invalidate the remaining portions of the Arbitration Agreement.

Privacy

Information collected about you in connection with your Program Account and the Program is subject to the Premium Brands’ Privacy Policy, which may be updated from time-to-time. Please review the Premium Brands’ Privacy Policy to understand how we use and share your information, including with our affiliated brands and third parties for their own marketing purposes, and how to opt-out and change your choices. Premium Brands’ Privacy Policy can be obtained at: http://www.anntaylor.com/privacy or loft.com/privacy, or by emailing our customer service team (see details below for contact information) and writing "Privacy Policy" in the subject line.

Notice of Financial Incentive

Under California regulation, certain aspects of the ALL Rewards Loyalty program, which provide benefits to consumers, may be considered a financial incentive program. We collect personal information from you in connection with our loyalty program, e.g. contact information (name, email address, residential address) and commercial information (like purchase history) for a number of reasons, including to administer the program, contact you with regard to your account (if any), to provide the benefits to you, to better serve you, and to fulfill your requests associated with the program.

To opt into the ALL Rewards Loyalty program, as set forth herein you will need to provide certain information, register for an account and agree to the applicable program terms, or otherwise follow the instructions associated with the ALL Rewards Loyalty program. Participation in our loyalty program is voluntary and you can withdraw at any time.

To the extent that we provide programs that may be considered a financial incentive because the program is directly or reasonably related to the collection, deletion or retention of consumer personal information, the value is reasonably related to the overall value we receive from the personal information participants provide specific to the program minus the costs and expenses we incur in providing the program.

General Information

If any part of these Program Terms is invalid or unenforceable under applicable law, the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of these Program Terms will govern such participation. Our performance under these Program Terms will be excused to the extent that such performance is hindered, delayed or made commercially impractical by causes beyond our reasonable control.

Premium Brands’ performance of these Program Terms is subject to applicable existing and future laws and legal process, and nothing contained in these Program Terms is in derogation of Premium Brands’ right to comply with law enforcement requests or requirements relating to your participation in the Program or information provided to or gathered by Premium Brands with respect to such participation.

These Program Terms constitute the entire agreement between you and Premium Brands with respect to the Program. These Program Terms supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Premium Brands with respect to this Program. No modification of these Program Terms will be effective unless it is authored by Premium Brands or its affiliates, or unless it is physically signed by a Premium Brands’ officer. Any alleged waiver of any breach of these Program Terms will not be deemed to be a waiver of any future breach. A printed version of these Program Terms and/or of any notice given by Premium Brands’ in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Program Terms or your participation in the Program to the same extent and subject to the same conditions as other business documents and records originally generated and maintained by Premium Brands in printed form.

If you have any questions about your Program Account or the Program, please contact our customer service team (see details before for contact information).

No Warranties.Comenity Bank does not: (a) endorse Reward Certificates or products or services purchased at Premium Brands using Reward Certificates; (b) make any express or implied warranty regarding Reward Certificates or products or services purchased at Premium Brands.; (c) guarantee the performance of Reward Certificates or products or services purchased at Premium Brands; or (d) offer, operate or control Reward Certificates offered through this Program.

Exhibit A

Program Details

Program Account

Members will receive a welcome email 24-48 hours after enrollment, or otherwise as determined by Premium Brands.

Points

2 Points for every $1.00 US spent on Earning Purchases without an ALL Rewards or ALL Rewards Mastercard Credit Card.

5 Points for every $1.00 US spent on Earning Purchases with use of ALL Rewards or ALL Rewards Mastercard Credit Card for the transaction once registered in this Program so long as the account is in Good Standing.*

*Points are calculated based on the purchase price of the item(s) at the time of purchase, after discounts and coupons and before taxes and fees are applied. Points will be rounded down to the nearest whole dollar amount of each Earning Purchase (ex: an Earning Purchase of $5.61 will earn five (5) points.)

2 points for every $1.00 US spent on Gas and Grocery purchases using the ALL Rewards Mastercard Credit Card. Gas and Grocery purchases are determined by merchant category codes assigned by Mastercard.**

1 point for every $1.00 US spent using the 1 point for every $1.00 US spent using the ALL Rewards Mastercard Credit Card everywhere else Mastercard is accepted.

**Merchant Classification: Each retailer, business or any other place where you can make a purchase (“Merchant”) – is assigned a code that indicates the Merchant’s area of business. For example, gas stations or grocery stores are each generally assigned a specific merchant code. We don’t assign or have any control over merchant codes. Merchant codes are chosen and assigned by a third party, who may change the codes from time to time. When you make a purchase at a Merchant, we are provided the code for the Merchant. If the merchant code matches a category that gives you additional Points, you will receive the additional Points for that purchase. Because we don’t control what code a Merchant is assigned, sometimes a purchase that you think fits a certain category may not earn additional Points.

Reward Certificates

500 Points = $5.00 Reward Certificate

Reward Certificates are currently issued in five-dollar ($5.00 US) increments up to $25 valid for one-time use.

Benefits

Members will receive:

1. Members will receive one birthday benefit if they have completed their profile on the Site in the account profile page or submitted it to the associate at the POS upon enrollment. Members who have made a purchase in the last 12 months will receive an email with their birthday benefit. Members must provide birthday 10 days before it occurs.

First Tuesday – 15% off any purchase when they use their ALL Rewards or ALL Rewards Mastercard, Credit Card on the first Tuesday of every calendar month. Subject to credit approval. Cannot be used on prior purchases. Valid at Ann Taylor stores, anntaylor.com, Ann Taylor Factory stores, LOFT stores, LOFT.com, and LOFT Outlet stores. Combinable with in-store promotions and Ann Taylor, LOFT or Corporate Associate discount, but not combinable with other offers or coupons. Taxes, shipping and handling fees, purchases of gift cards, charges for gift boxes and payment of an ALL Rewards or ALL Rewards Mastercard Credit Card accounts are excluded from the discount. Shipping – Free standard shipping on any Site order with a minimum threshold of $75 when an ALL Rewards or ALL Rewards Mastercard is used as tender. No adjustment on previous purchases. Qualifying minimum purchase amount excludes gift cards, charity items, the purchase of brand Cares Cards, gift boxes, gift wrapping, taxes and packaging fees. Orders must be shipped to a single U.S. address within the continental U.S. This offer excludes Hawaii, Puerto Rico and Alaska. Double Points Day – Each member will be awarded 2 double points days per each membership year. Each code is valid for one-time use in one transaction on the day of your choice on Site or in-store. This cannot be combined with any other points offer associated with the Program throughout the year. Both double points offers cannot be used in the same transaction. If the double points days are not used within the applicable membership year period, they will be forfeited.