THE GAP INC. REWARDS PROGRAM TERMS AND CONDITIONS

THE GAP INC. REWARDS PROGRAM TERMS AND CONDITIONS WILL BE CHANGING.

• Your issued rewards will no longer be referred to as a reward "Card" or "Certificate", given the different channels in which rewards are presented and used. Moving forward they will be referred to as simply "Rewards".
• Rewards for all programs will be issued beginning at $5 denominations.
• Old Navy will introduce a tier program known, as ‘Navyist by Old Navy’
• Cardholders must earn 5,000 points (excluding bonus points) to upgrade to Luxe, Silver or Navyist status. Visa cardholders will qualify for status by making purchases outside of Gap, Inc. locations.
• Gap Silver, Banana Republic Luxe and Navyist by Old Navy accounts will earn a 20% rewards bonus each calendar quarter.
• These changes take effect beginning 7/1/2015.

REWARDS PROGRAM TERMS AND CONDITIONS

Definitions:

• All holders of Gap Credit Card Accounts or Gap Visa Card Accounts (each a “Gap Account”) are eligible to participate in the Gap Rewards Program.
• All holders of Banana Republic Credit Card Accounts or Banana Republic Visa Card Accounts (each a “Banana Republic Account”) are eligible to participate in the Banana Republic Rewards Program.
• All holders of Old Navy Credit Card Accounts or Old Navy Visa Card Accounts (each an “Old Navy Account”) are eligible to participate in the Old Navy Rewards Program.
• “Account” means a Gap Account, Banana Republic Account or Old Navy Account.
• “Visa Account” means a Gap Visa Card Account, Banana Republic Visa Card Account or Old Navy Visa Card Account.
• The Gap Rewards Program, Banana Republic Rewards Program and Old Navy Rewards Program are collectively referred to herein as the “Rewards Program”.

If you participate in the Rewards Program for your Account, you accept the following Rewards Program Terms and Conditions (“Terms and Conditions”):

Qualifying: The Rewards Program applies when you make a purchase using your Account and you meet these requirements: Your Account is: 1) open, 2) in good standing, and 3) not more than two (2) payments past due both at the time you earn Reward Points (“Points”) and at the time Reward Cards are issued by a Rewards Program and redeemed by you. The Rewards Program does not apply to cash or debit card purchases or to the purchase of Gap, Banana Republic or Old Navy products with credit cards other than one of the Accounts. In addition, Points are only earned on the Account used to make the purchase and are not based on the store in which the purchase is made. For example, if you use a Gap Account to purchase Old Navy products, you will earn Points on your Gap Account (and not on an Old Navy Account). If you have more than one Account, you cannot transfer or combine Points between Accounts.

Member Benefits: The Rewards Program provides you with the following benefits:

1. Shop in stores or online at Gap, GapBody, babyGap, GapKids, Gap Maternity, Gap Outlet, Banana Republic, Banana Republic Factory Store, Old Navy, Piperlime or Athleta in the U.S., Canada or Puerto Rico or directly with Athleta via phone or mail (each, a “Store Location”). Rewards are not earned for purchases made at Intermix stores or intermixonline.com. For every dollar in net purchases (net purchases are merchandise purchased minus returns and adjustments) charged to your Account at any Store Location, you will earn five Points. You will earn one Point for every dollar in net purchases made at: (1) other merchants and charged to your Visa Account, or (2) Store Locations outside the U.S., Puerto Rico and Canada that are charged to your Account. Cash advances, finance charges and fees do not qualify for Points. Points will be credited to your Account’s Rewards Program balance.

2. For every 1,000 Points you earn on your Gap or Banana Republic Account, you will receive a Reward Certificate value of $10 for that Account. Gap and Banana Republic Reward Cards will be issued in increments of $10, with a minimum value of $10 and a maximum value of $50. For every 500 Points you earn on your Old Navy Account, you will receive a Reward Card value of $5 for that Account. Old Navy Reward Cards will be issued in increments of $5, with a minimum value of $5 and a maximum value of $50. Reward Cards will be issued by the same brand as the Account. Multiple Reward Cards may be issued for an Account; however, no more than $250 in Reward Cards will be issued in any billing cycle. Any Points in a billing cycle that are either less than the amount required for the lowest denomination of Reward Card on the Account or worth more than $250 in Reward Cards will be applied toward a Reward Card in a future billing cycle. For example: If you earn 2,500 Points on your Gap Account, you will receive a $20 Gap Reward Card and 500 Points will carry forward in your Rewards balance for your next billing cycle; if you earn 5,000 Points on your Banana Republic Account, you will receive a $50 Banana Republic Reward Card; and if you earn 1,500 Points on your Old Navy Account, you will receive a $15 Old Navy Reward Card.

3. There is no limit to the amount of Points you can earn in a calendar year for an Account. Reward points earned but not used towards the issuance of a Reward Card will expire 24 months after your last purchase if your Account has been inactive (i.e., there has been no purchase activity on your Account) for 24 months. Reward Cards will expire as of the expiration date set forth on the Card.

4. Reward Card(s) will generally be issued on your Account on the billing statement for the period during which you accumulated the required number of Points for a Reward Card, or in some instances up to two (2) billing cycles thereafter.

Rewards Redemption: You can redeem a Reward Card at a Store Location within the valid dates shown on the Reward Card by either (i) presenting and surrendering the Reward Card in store or (ii) providing the Reward Card code online, via phone or mail. Reward Cards may only be redeemed at Store Locations toward purchases charged to your Account. You can redeem up to three (3) Reward Cards on a single item purchase in store or via mail, and up to five (5) Reward Cards on a single item purchase online or via phone. Reward Cards can be combined with any one promotional offer, and they can be used to purchase items on sale at any Store Location. Rewards may not be redeemed at Intermix stores or intermixonline.com. When redeeming your Reward Card, the value of your purchase must be greater than the value of the Reward Card(s). Reward Cards cannot be credited to an account, redeemed for cash or cash equivalent, applied to past purchases, or used for purchasing gift cards. If you return merchandise purchased with Reward Card(s), the dollar value of the Reward Card(s) allocated to item(s) returned will be converted to Reward Points and credited to your Account within the next two (2) billing cycles. If you did not use your Account, or if your Account is closed, the dollar value of the Reward Card(s) allocated to the item(s) returned shall not be refunded or credited. Returns are subject to Store Location Return/ Exchange policies. Additional restrictions may also apply as stated on your Reward Card. Employees of Gap Inc. cannot combine Rewards Cards with their employee merchandise discount.

General Terms for Using Reward Cards: Reward Cards are not transferable to anyone else and may only be used by you for your personal benefit. You cannot combine your benefits with the benefits accrued by any other Rewards Program participant. Reward Cards are not “gift certificates” and are not intended for gift-giving purposes. Points and Reward Cards have no cash value and are purely promotional. Reward Cards cannot be used retroactively for prior purchases. Unless and until you complete the Program Terms and Conditions by presenting the Reward Cards at a Store Location, you do not have any right, title, or interest in your Points or the Reward Cards. We are not responsible for lost or stolen Reward Cards.

Gap Silver and Banana Republic Luxe Accounts: Gap and Banana Republic Accountholders who do all of the following: (a) spend $800 in Store Locations (excluding merchandise returns) on their Account within a calendar year, (b) make at least the minimum payment due on their Account by the payment due date after reaching the $800 qualifying amount, and (c) keep their Account in good standing, will be upgraded respectively to a Gap Silver Account or Banana Republic Luxe Account. Upgrades will be processed within 90 to 120 days after you qualify. Once you receive your upgraded card, you will receive additional Gap Silver or Banana Republic Luxe cardholder benefits. You must spend at least $800 in Store Locations (excluding merchandise returns) on your Gap Silver Account or Banana Republic Luxe Account each calendar year in order to maintain your respective qualification as a Silver or Luxe cardholder.

Removal From or Modification/Termination of Rewards Program: We reserve the right to remove any person from the Rewards Program in the event of any fraud or abuse in connection with this Program. We reserve the right to change or terminate the Rewards Program at any time and in any manner without notice.

NO WARRANTY: GAP INC., SYNCHRONY BANK AND EACH SUCH COMPANY’S RESPECTIVE SUBSIDIARIES, DIVISIONS, AND AFFILIATE ENTITIES, ALONG WITH EACH SUCH COMPANY’S RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS MAKE NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE REWARDS PROGRAM OR ANY PRODUCTS OR SERVICES RELATED TO SUCH PROGRAM.

RELEASE OF LIABILITY: YOU RELEASE GAP INC., SYNCHRONY BANK AND EACH SUCH COMPANY’S RESPECTIVE SUBSIDIARIES, DIVISIONS, AND AFFILIATE ENTITIES, ALONG WITH EACH SUCH COMPANY’S RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY AND ALL LIABILITY RELATING TO YOUR MEMBERSHIP OR PARTICIPATION IN THE REWARDS PROGRAM OR THESE TERMS AND CONDITIONS.

Complete Agreement: These Terms and Conditions, together with your Agreement (including, without limitation the “Governing Law” and “Dispute and Claim Resolution (including Arbitration) Provision” sections of the Agreement), make up the entire agreement between us relating to the Rewards Program, and replace any prior understandings or agreements (whether oral or written) regarding the Rewards Program. The Rewards Program is provided by Gap Inc. and serviced by Synchrony Bank.