DSW VIP REWARDS PROGRAM TERMS AND CONDITIONS

By enrolling in the DSW VIP Rewards Program, you agree to these DSW VIP Rewards Program Terms and Conditions (“Terms and Conditions”) and any amendments or modifications there to, and you agree to DSW’s Terms of Use, which are incorporated into these Terms and Conditions. For purposes of this agreement, “DSW,” “us,” or “we” shall mean Designer Brands Inc. and any of its predecessors, successors, assigns, parents, subsidiaries, affiliates, and each of their respective officers, directors, shareholders, employees, and agents. These Terms and Conditions do not alter the terms or conditions of any other agreement you may have with DSW for other products or services.

Note: THESE TERMS AND CONDITIONS CONTAIN A BINDING ARBITRATION PROVISION THAT AFFECTS YOUR RIGHTS. THE ARBITRATION PROVISION REQUIRES THAT ALL DISPUTES BE RESOLVED IN INDIVIDUAL ARBITRATIONS OR SMALL CLAIMS COURT PROCEEDINGS. IN ARBITRATION, THERE IS NO JUDGE OR JURY AND THERE IS LESS DISCOVERY AND APPELLATE REVIEW THAN IN COURT.

DSW reserves the right to change the Terms and Conditions of the VIP Program at any time without notice, including the right to discontinue or change the benefits of the VIP Program. If we make any material changes to these Terms and Conditions or terminate the VIP Program, we will post the new terms on our website, and we may notify you by email. All Points, Rewards Balances, and other Rewards must be earned and redeemed according to the Terms and Conditions in effect at the time the applicable Points are earned or the applicable Reward is issued. 

For more details on what information DSW collects from its website visitors and children, please visit DSW’s Privacy Policy, which is incorporated by reference.

Earning Points and Benefits as a VIP Rewards Member (“Member”)

The DSW VIP Rewards Program (“VIP Program”) is a free customer loyalty program that allows participants to earn points (“Points”) for every dollar spent on Eligible Product Purchases (as defined below) and become eligible for other rewards and benefits under the VIP Program (collectively, “Rewards”). Certain Rewards may be reflected as a dollar-denominated redeemable balance in a Member’s account (“Account”) (the “Rewards Balance”). The Rewards Balance is the whole-dollar redemption value then available in an Account based on eligible Points and any other eligible dollar-denominated promotional or bonus rewards credited to the Account. The VIP Program may also include periodic MyPerk rewards if the Member spends $99 or more, cumulatively and exclusive of taxes, on Eligible Product Purchases within the current calendar year. Points accrue when a Member’s unique VIP Program Member Number is provided at the time of purchase for both in-store and online Eligible Product Purchases. Under the VIP Program, “Eligible Product Purchases” means purchases of DSW products such as footwear, handbags and accessories, subject to any exclusions applicable at the time of sale or as stated herein. DSW gift card and DSW e-gift card (“Gift Card”) purchases are excluded. Members also have the ability to periodically earn bonus Points. Bonus Points help a Member earn Rewards faster, but do not contribute to a Member’s overall tier status. DSW has the sole discretion to resolve any dispute regarding whether a purchase qualifies for Points (or whether any action qualifies for bonus Points) and whether and how to issue any Points, the Rewards Balance, or other Rewards under the VIP Program.

The VIP Program is free to enroll. There are three (3) eligible tiers of Membership. The Member will graduate to the next available tier automatically upon meeting the tier’s qualifications, subject to a delay of up to thirty (30) days for tier qualification updates to be reflected in their Account, as follows:

• The first tier (“Club”) is achieved upon enrollment in the VIP Program. As a Club Member, the Member earns five (5) Points for every $1.00 spent on Eligible Product Purchases. Club Members also enjoy the benefits of personalization in the DSW Mobile Application. If a Member has made a prior DSW purchase of $1.00 or greater using their Account, the Member will receive a bonus reward each birthday which can be used online or in-store, free no-rush shipping, and twenty-percent (20%) off of their second purchase, subject to restrictions. Club Members also receive exclusive personal benefits through the MyPerk program. The foregoing benefits are collectively referred to as the “Club Member Benefits.”
• The second tier (“Gold”) is achieved when the Member spends $250.00 to $499.99 on Eligible Product Purchases in the same calendar year. As a Gold Member, the Member earns ten (10) Points for every $1.00 spent on Eligible Product Purchases. The Member is also eligible for all Club Member Benefits, plus exclusive personal benefits through the MyPerk program. The foregoing benefits are collectively referred to as the “Gold Member Benefits.”
• The third tier (“Elite”) is achieved when the Member spends $500.00 or more on Eligible Product Purchases in the same calendar year. As an Elite Member, the Member earns fifteen (15) Points for every $1.00 spent on Eligible Product Purchases. The Member is also eligible for all Club Member Benefits and Gold Member Benefits, plus exclusive personal benefits through the MyPerk program. The foregoing benefits are collectively referred to as the “Elite Member Benefits.”

Points earned through in-store purchases or shipment of online orders will typically be credited to an Account after 24 hours. No requests for adjustments to an Account will be made after 90 days from the actual purchase date. All perks and similar benefits are offered at DSW’s sole discretion, may vary by Member, and may be modified or discontinued at any time without liability. 

Point calculations are based upon U.S. dollars spent at checkout on Eligible Product Purchases less any dollars spent on sales tax, shipping charges, delivery charges, restocking fees, rebates applied at the time of purchase, the dollar amount of available mail-in rebates at the time of purchase of any product or service, the dollar amount of the purchase of Gift Cards, and the dollar amount of any Gift Card offer with purchase or other excluded charges.

Members do not earn Points for the amount of any Rewards Balance redeemed or discounts applied to an Eligible Product Purchase. When Members return products to the store or by mail, Points previously credited to an Account for that purchase will be deducted from that Account. Other exclusions may apply. Points apply only to the first Member Account number scanned in connection with any purchase. Points, the Rewards Balance, and other Rewards have no cash value, are nontransferable, except as specifically permitted in connection with certain promotions. Points and the Rewards Balance may not be combined among Members or conveyed by any means to anyone, including through a Member’s estate, and may not pass to Members’ successors and assigns. Points, the Rewards Balance, and other Rewards do not constitute property of the Member. DSW may revoke some or all Points, the Rewards Balance, and other Rewards if it is determined, in DSW’s sole discretion, that a Member received Points, the Rewards Balance, or other Rewards due to an error, through fraud, abuse, or deception, or in any manner not authorized or intended by DSW.

DSW is not responsible for communication delays or other failures in the operation of the VIP Program due to events beyond its reasonable control. DSW is not responsible for lost or undeliverable Rewards  due to communication failures, changes of address or technical difficulties. Points that are not used for twelve (12) months from the date they are credited to an Account will be forfeited.  If the VIP Program is terminated or an Account is closed, any remaining Points, the Rewards Balance, and other Rewards will be forfeited. In the event that a Member returns merchandise that was partially or wholly paid for with  Reward Balance or other Rewards, the Reward Balance or other Rewards used in connection with such purchase shall not be reissued and no Points representing such redeemed amount shall be reissued or re-credited to such Account. In these cases, the Member forfeits the redeemed Rewards Balance or other Rewards, including any excess redeemed value forfeited under the redemption terms below.

Membership Eligibility

The VIP Program is available to individuals who are at least 18 years of age and residents of the United States. The VIP Program is intended for personal, non-commercial use only and is limited to one account per individual. DSW may refuse to authorize participation in the VIP Program or terminate an Account at any time for any reason. DSW will investigate suspected violations of the VIP Program, which may result in immediate suspension or cancellation of the Account. DSW reserves the right, in its discretion, to deactivate, close, cancel or suspend participation in the VIP Program in the event of VIP Program fraud, deception, abuse, or excessive earning of Points or Rewards (including, without limitation, use of multiple accounts, automated methods, resale activity, or other conduct designed to circumvent program rules), inactivity for an extended period of time, violation of these Terms and Conditions or DSW’s Terms of Use or any applicable law, or at DSW’s sole discretion. DSW also reserves the right to exercise any and all rights, remedies and legal actions, whether under these Terms and Conditions, DSW’s Website Terms of Use, the law, or at equity, related to suspected violations of the VIP Program. Any Points, the Rewards Balance, and other Rewards in the Account will become void at the time of cancellation or suspension.

Consent to VIP Program Communications

By creating an Account, you consent to DSW sending you email communications concerning your transactions and related activity and/or actions that have earned rewards and benefits under the VIP Program. Separately, you may opt in to receive marketing emails, including offers, promotions, and updates about DSW products, services, and VIP Program benefits. You may opt out of marketing emails at any time.

Redeeming Points Earned Under the VIP Program

For every 200 Points Members earn in the VIP Program, Members become eligible to redeem $1.00 from the Member’s Rewards Balance in connection with the purchase of eligible products or services at participating DSW retail store locations or online at dsw.com. The Rewards Balance reflects only whole-dollar redemption value. The Rewards Balance is not automatically issued as a separate certificate or coupon and instead is tracked in the Account. When the Rewards Balance is redeemed, the corresponding eligible Points and/or other applicable dollar-denominated promotional or bonus rewards reflected in the Member’s Rewards Balance will be deducted from the Account. 

Members in good standing may redeem up to a maximum of $100 from their Rewards Balance per day and may earn up to a maximum of 75,000 Points per calendar year. The Rewards Balance and other Rewards may be used in connection with the purchase of eligible products or services at participating DSW retail store locations or online at dsw.com in conjunction with most other discounts or offers, not to exceed the purchase amount, and subject to any exclusions applicable at the time of redemption. Some exclusions may apply. No photocopies or facsimiles of Points, Rewards, Rewards Balances or other Account information will be accepted.

The Rewards Balance and other Rewards are not valid toward prior purchases, certain products and services, the purchase of Gift Cards, tax, or state fees. The Rewards Balance and other Rewards are not redeemable for cash and have no cash value, and no change, credit, cash, Points, the Rewards Balance, or other Rewards will be given or returned in connection with any redemption. The Rewards Balance may be redeemed only in whole-dollar increments. If a Member elects to redeem their Rewards Balance in an amount that exceeds the total purchase price in order to fully cover a transaction, any excess redeemed value will be forfeited and will not be returned or reissued in any form. For example, if a Member has 4,000 Points (equivalent to $20 in a Rewards Balance) and makes a purchase for $10.25, the Member may redeem 2,000 Points (equivalent to $10 in a Rewards Balance) and pay the remaining balance using another payment method, or the Member may redeem 2,200 Points (equivalent to $11 in a Rewards Balance) to cover the entire purchase, in which case the $0.75 excess redeemed value will be forfeited. Members may be notified of additional ineligible products and services. Other restrictions may apply. Lost, stolen, or expired Rewards will not be replaced.

Except as provided for in the VIP Program, the Rewards Balance and other Rewards are not transferable and may not be combined among Members or conveyed by any means to anyone. The Rewards Balance and other Rewards are not transferable through a Member’s estate and may not pass to Members’ successors and assigns. The Rewards Balance and other Rewards do not constitute property of the Member.

Members may periodically have the option to donate their unexpired Rewards Balance or other eligible Rewards to one or more charitable causes designated by DSW ("“Donation Program”). When this option is available, donate by logging on to your member profile at dsw.com and follow the prompts to donate. Full value of the redeemed amount elected for donation must be donated. The Rewards Balance and other Rewards are not redeemable for cash and are not tax deductible by the Member. DSW reserves the right to modify the Donation Program at any time, including but not limited to the availability of the donation option, at its sole discretion.

BINDING ARBITRATION WITH CLASS ACTION WAIVER

• Mandatory Informal Dispute Resolution Process
• There might be an occasion in which a Dispute (as defined below) arises between you and DSW. Should such a situation arise, DSW is committed to working with you to resolve the Dispute. Therefore, for any Dispute that arises between you and DSW, both parties agree that they will first make a good faith effort to resolve it informally before initiating any formal dispute resolution proceeding as set forth below.
• This informal dispute resolution process is a condition precedent and prerequisite to commencing arbitration or proceeding in small claims court.
• This process requires that one party send a written description of the Dispute, including the nature of the claim and the nature and basis of the specific relief sought, to the other party. For any Dispute you initiate, you agree to send this written information about the Dispute along with your contact information sufficient for DSW to identify your transaction, Account, or other relevant information with DSW to the attention of our Legal Department at customerservice@dsw.com or via certified mail to 4150 E. Fifth Avenue, Columbus, OH 43219, Attention: Legal Department. The time period referenced below begins to run upon receipt of this written description.
• You and DSW then agree to negotiate in good faith about the Dispute, including through an informal and individualized telephonic dispute resolution conference between you and DSW. If either party to the Dispute is represented by counsel, that party’s counsel may participate, but the party also must personally appear at and participate in the conference. This process should lead to resolution of the Dispute, but if it is not resolved within sixty (60) days after receipt of the written description detailed above, you and DSW agree to the further dispute resolution provisions below.
• The parties agree that any relevant limitations period and filing fee or other deadlines shall be tolled while the parties engage in this informal dispute resolution process.
• Arbitration. Any Dispute between you and DSW that cannot be resolved informally as detailed above shall be resolved through individual arbitration or in small claims court.
• The term “Dispute” shall be interpreted as broadly as permitted under the law and shall cover any claim or controversy, related to us or our relationship including but not limited to, any and all: (1) claims for relief and theories of liability, whether based in contract, tort, fraud, misrepresentation, negligence, statute, regulation, ordinance, or otherwise; (2) claims that arose before these or any prior Terms and Conditions; (3) claims that arise after the termination of these Terms and Conditions; and (4) claims that are the subject of purported class action litigation. Notwithstanding the foregoing: (a) either you or DSW may elect to have a Dispute heard (1) in small claims court on an individual basis if the amount in controversy is properly within the jurisdiction of an appropriate small claims court or (2) in a court of competent jurisdiction to seek to enjoin infringement or other misuse of intellectual property rights; and (b) DSW may elect to have a Dispute heard in a court of competent jurisdiction if the Dispute is related to suspected violations of the VIP Program.
• The party initiating the arbitration proceeding may open a case with the American Arbitration Association (“AAA”) by visiting its website (www.adr.org) or calling its toll-free number (1-800-778-7879). You may deliver any required or desired notice to us by mail to Designer Brands Inc. Deputy General Counsel, 810 DSW Drive, Columbus, Ohio 43219.
• This arbitration provision shall be governed by the Federal Arbitration Act. Arbitrations shall be administered by the AAA pursuant to its Consumer Arbitration Rules (the “AAA Rules”) as modified by the version of this Arbitration Provision that is in effect when you notify us about your Dispute. You can obtain the AAA Rules from the AAA by visiting its website (www.adr.org) or calling its toll-free number (1-800-778-7879). If there is a conflict between this arbitration provision and the AAA rules, this arbitration provision shall govern. If the AAA is unable to administer a proceeding under this arbitration provision as written, the parties shall agree on a substitute arbitration organization. If the parties cannot agree, the parties shall mutually petition a court of appropriate jurisdiction to appoint an arbitration organization that will administer a proceeding under this arbitration provision as written applying the AAA Consumer Arbitration Rules. A single arbitrator will resolve the Dispute. Unless you and we agree otherwise, any arbitration hearing will take place at a location convenient to you. The arbitrator will honor claims of privilege recognized by law and will take reasonable steps to protect confidential or proprietary information. The arbitrator shall issue a reasoned written decision that explains the arbitrator’s essential findings and conclusions. The arbitrator’s award may be entered in any court having jurisdiction over the parties only if necessary for purposes of enforcing the arbitrator’s award. An arbitrator’s award that has been fully satisfied shall not be entered in any court. You agree to appear at an initial conference with the arbitrator and at any hearing, along with your counsel if you are represented.
• Payment of filing and other fees shall be governed by the AAA’s Consumer Arbitration Rules. For purposes of determining whether a claim or counterclaim was filed for purposes of harassment or is patently frivolous, the arbitrator may consider, without limitation, whether a party had previously offered full relief to the other party, including, but not limited to, a full refund of the sum paid for items purchased or whether the proceeding is part of multiple case filings.
• THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE ARBITRATED OR LITIGATED ON A CLASS ACTION, JOINT OR CONSOLIDATED BASIS OR ON BASES INVOLVING CLAIMS BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERAL PUBLIC (SUCH AS A PRIVATE ATTORNEY GENERAL), OTHER DSW CUSTOMERS, OR OTHER PERSONS. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT INDIVIDUAL PARTY’S CLAIM. THE ARBITRATOR MAY NOT AWARD RELIEF FOR OR AGAINST ANYONE WHO IS NOT A PARTY. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. THIS WAIVER OF CLASS ACTIONS AND COLLECTIVE RELIEF PARAGRAPH IS AN ESSENTIAL PART OF THIS ARBITRATION PROVISION AND CANNOT BE SEVERED FROM IT. THE REMAINING PORTIONS OF THIS ARBITRATION PROVISION ARE NOT ESSENTIAL PARTS OF THIS ARBITRATION PROVISION AND CAN BE SEVERED FROM IT BY A COURT OF COMPETENT JURISDICTION. NOTWITHSTANDING THE FOREGOING, IF A COURT DETERMINES THAT PUBLIC INJUNCTIVE RELIEF MAY NOT BE WAIVED AND ALL APPEALS FROM THAT DECISION HAVE BEEN EXHAUSTED, THEN THE PARTIES AGREE THAT THIS ARBITRATION PROVISION SHALL SURVIVE AND ANY CLAIM FOR PUBLIC INJUNCTIVE RELIEF SHALL BE STAYED PENDING ARBITRATION OF THE REMAINING CLAIMS.
• If for any reason a claim may proceed in court rather than in arbitration, the parties waive any right to a jury trial, unless such waiver is unenforceable. This means that any claim would be decided by a judge, not a jury.
• This arbitration provision shall survive any termination of these Terms and Conditions or the VIP Program. Any amendments to this arbitration provision shall be prospective only and shall not affect any pending claim or arbitration proceeding.

Applicable Law

The law applicable to the interpretation and construction of these Terms and Conditions in any arbitration shall be the Federal Arbitration Act, applicable federal laws and the laws of the State of Ohio, USA, without regard to principles of conflict of laws. If any Dispute is found not to be arbitrable, then ordinary choice of law rules will apply in any court proceeding in which the matter is adjudicated.