Ultamate Rewards®

Subject to the terms and conditions set forth below, members of Ultamate Rewards will earn points in connection with the purchase of qualifying products and services at Ulta Beauty stores, Ulta Beauty at Target stores, and qualifying products Online that are redeemable towards the purchase of certain products and services at Ulta Beauty. These Terms govern membership in the Ultamate Rewards® while the cardholder agreements for the Ultamate Rewards Mastercard® Credit Card and Ultamate Reward Credit Card govern cardholders’ use of those account(s).

1. Free Membership.

No purchase is necessary to obtain membership in the Ultamate Rewards program ("Ultamate Rewards" or the "Program") and get an Ultamate Rewards account.

2. Eligibility.

You must be age 16 years or older and a resident of the United States to be eligible for membership. Membership in the Program is limited to individuals only and is limited to one account per individual. Persons under the age of 18 ("Minors") must obtain their parents' or legal guardians' consent prior to participation. By submitting an application for Ultamate Rewards, you agree (or, if you are a Minor, your parent or legal guardian agrees) to be bound by these terms and conditions. To enroll in the Program, you must provide your first name, last name, mailing address, and phone number. The Program is void where prohibited by law. A person may not be a member of more than one ULTA customer rewards Program. Members are entitled to only one Member Account.

3. Opening an Account.

A.) In-Store. You may apply to become a member of the Program by completing an application at any Ulta Beauty store.

B.) Online. You may also apply to become a member of the Program by visiting www.ulta.com (the "Website" or "Online" or "Ulta Mobile Apps"). In order to apply on the Website, you must first be a registered user of the Website and have a user name and password.

C.) At Ulta Beauty at Target. You may also apply to become a member of the Program at Ulta Beauty at Target through the Target Circle app or on Target.com

4. Membership Account.

Each Ultamate Rewards member ("Member") will receive an Ultamate Rewards account number that is unique to such Member ("Account"). Accounts are issued in-store at the time the customer enrolls in the Program. If Member surrenders or loses their Member Card, Member may be issued points (including negative balances) will be transferred to the new Member Account. To ensure proper handling of Member Accounts, lost or stolen accounts must be reported to an Ulta Beauty associate in any Ulta Beauty store or by contacting Ulta Beauty Guest Services at 866-983-ULTA (8582). The Account remains the property of Ulta Beauty and must be surrendered upon request. No credit or cash will be given for unused points. Program account numbers are not transferable and are not for sale, resale or barter. Ulta Beauty is not responsible for use of a Member's account or redemption of a Member's points in the event the Member's account is stolen and the account is used or the points are redeemed prior to the Member informing Ulta Beauty that the Member's account has been stolen.

5. Member Information (including Personal Information) and Privacy Policy.

Members must keep their Member Account information up-to-date by visiting any Ulta Beauty location or the Website. Registered users of the Website must provide their individual Account number when logging on the Website, which will allow the Member to update their personal profile. If you are a Member of the Program but not a registered user of the Website, you may become a registered user of the Website by clicking the "Rewards" link in the header of the ulta.com homepage, then click "Create an Account" and proceeding through the associated registration screens. Once you are a registered user of the Website and have inputted your Member number, the "My Account" link will allow maintenance of both site registration and Program associated information. Ulta Beauty may also obtain change of address updates from other sources such as the U.S. Postal Service, but is not obligated to do so. The information you provide as a member of the Program will be handled according to Ulta Beauty's privacy policy. To learn more about Ulta Beauty's Privacy Policy, please visit ulta.com or contact Guest Services at 866-983-ULTA (8582).

6. Platinum Members.

Becoming a Platinum Member. Members who spend $500 between January 1 and December 31 will earn Platinum status ("Platinum Member"). Platinum status is valid for the remainder of the year in which it is earned through December 31 of the following calendar year (minimum of twelve months, maximum of 24 months). For example, if a Member reaches Platinum status in July 2017, their status as Platinum is valid until December 31, 2018.

Platinum Member Benefits. Platinum Members enjoy additional benefits and promotional offers such as: points that do not expire while a Platinum Member, a 25% higher base earning rate (1.25 points for every one dollar spent), an annual birthday gift (currently, a coupon good for $10 off on a single purchase), the ability to earn additional bonus points, and access to Platinum Member events. All Platinum Member benefits and promotions are subject to the terms and conditions of the offer.

7. Diamond Members.

Becoming a Diamond Member. Members who spend $1200 between January 1 and December 31 will earn Diamond status ("Diamond Member"). Diamond status is valid for the remainder of the year in which it is earned through December 31 of the following calendar year (minimum of twelve months, maximum of 24 months). For example, if a Member reaches Diamond status in July 2018, her status as Diamond is valid until December 31, 2019.

Diamond Member Benefits. Diamond Members enjoy additional benefits and promotional offers such as: points that do not expire while a Diamond Member, a 50% higher base earning rate (1.5 points for every one dollar spent), an annual birthday gift (currently, a coupon good for $10 off on a single purchase), Diamond welcome gift, the ability to earn additional bonus points, everyday free shipping on orders of $25 or more at Ulta.com excluding Alaska and Hawaii, a free $25 beauty service reward card, and access to Diamond Member events. All Diamond Member benefits and promotions are subject to the terms and conditions of the offer.

8. Ultamate Rewards Credit Card and Ultamate Rewards Mastercard® Holders.

Ultamate Rewards Credit Card. Members may apply for an Ultamate Rewards Credit Card, administered through Comenity Capital Bank. If Member is accepted, agrees to the terms of a separate Ultamate Rewards Credit Card Account Agreement with Comenity Capital Bank ("Agreement"), which governs the use of your Ultamate Rewards Credit Card, Ultamate Rewards Credit Card holder will enjoy additional benefits, such as qualification for additional points with purchases of qualifying products and services, as detailed in these rules, terms and conditions. The Ultamate Rewards Credit Card cannot be used as a form of tender at Ulta Beauty at Target. While the Program may be related to your Agreement, these Program Terms are separate and independent from your Agreement. In the event of any conflict between these Program Terms and your Agreement, these Terms will control in any matter relating to the Program.

Ultamate Rewards Mastercard®. Members may apply for an Ultamate Rewards Mastercard, administered through Comenity Capital Bank and Mastercard International Incorporated. Members cannot apply for an Ultamate Rewards Mastercard at Target locations. Upon approval, Member agrees to the terms of a separate Ultamate Rewards Mastercard Account Agreement with Comenity Capital Bank and Mastercard International Incorporated ("Agreement"), which governs the use of your Ultamate Rewards Mastercard. Ultamate Rewards Mastercard holders will enjoy enhanced benefits of the Program, such as qualification for additional points with purchases of qualifying products and services and also qualification for points with non-qualifying purchases, as detailed in these Program Terms. Purchases made at Ulta Beauty at Target using the Ultamate Rewards Mastercard will be considered non-qualifying purchases, as detailed in these Program Terms. While the Program may be related to your Agreement, these Program Terms are separate and independent from your Agreement. In the event of any conflict between these Program Terms and your Agreement, these Terms will control in any matter relating to the Program.

Points Disputes. Your billing rights and the special rights that apply if you are dissatisfied with your credit card purchases, which rights are set forth in your Agreement, do not apply to the Program. If you believe that a purchase made on your Account should have resulted in the addition of Points to your Points balance, and such Points are not reflected in the Points balance within forty-five (45) days of the date on which the purchase posted to your Account balance ("Points Dispute"), notify us immediately. We will use reasonable efforts to investigate your Points Dispute so long as you notify us of such dispute within ninety (90) days of the posting date of such purchase. If you do not notify us within such ninety (90)-day period, you will have waived your right to make a Points Dispute with respect to that purchase. In order for us to undertake an investigation of your Points Dispute, we may require you to provide written confirmation of the dispute. If we do not receive the requested written confirmation at the address and within the time requested by us, we may in our sole discretion determine not to investigate your Points Dispute. Upon completion of our investigation of your Points Dispute, we will have no further responsibilities should you later reassert the same Points Dispute.

9. Online Account Maintenance.

Once you are a registered user of the Website, you may view a summary of your Account on the Website. After logging onto the Website, simply click on the "My Account" link in the header of the Website homepage and change any information on your account. You may also view your Ultamate Rewards points balance, progress toward Platinum or Diamond Membership, transaction history and eligibility for bonus offers on the Website by logging in and clicking on the "My Rewards" link in the profile navigation.

10. Member Cancellation.

You may cancel your Ultamate Rewards membership at any time. Upon cancellation, any unused points accrued in your account will be forfeited and cannot be redeemed.

11. Ulta Beauty at Target.

In these Terms and Conditions, Ulta Beauty at Target refers to the sale of Ulta Beauty products at specific Target locations and Target.com.

1. General.

Members can earn Ultamate Rewards points on all products and Services except gift cards at all Ulta Beauty Stores and on the purchase of all products except gift cards, Online. Members can also earn Ultamate Rewards points on all Ulta Beauty at Target products in store or online. For all Online purchases, you must be a registered user of the Website and have linked your Account number with your Online account to get credit for Online purchases. You must be signed into this account to receive any credit. For Ulta Beauty at Target purchase you must have your Ultamate Rewards membership linked to Target Circle and have identified at checkout in store or signed into Target Circle on Target.com.

2. Earning Rate.

Ultamate Rewards Member Points. Members earn one (1) point for every one dollar ($1) spent when they purchase: (i) qualifying products or services at any Ulta Beauty store and present their Ultamate Rewards card (or other valid identification from which the Member's account information can be determined by the store associate), or (ii) qualifying products Online if the Member is logged into the Website and has linked his or her Account number with his or her Online account, or (iii) qualifying products at any Ulta Beauty at Target store or Target.com and have linked their Ultamate Rewards membership with a fully-enrolled Target Circle membership and identify their Target Circle membership at check-out. Points are rounded down. For example, if you spend $19.99, you will receive 19 points. Calculation is as follows: $19.99 x 1 point per dollar = 19.99 points, which is rounded down to 19 points.

Platinum Member Points. All Platinum Members earn points based on a base earning rate that is 25% higher than the Member's rate (i.e., 1.25 points for every one dollar spent on qualifying products or services, as described above).

Diamond Member Points. All Diamond Members earn points based on a base earning rate that is 50% higher than the Member's rate (i.e., 1.5 points for every one dollar spent on qualifying products or services, as described above).

Ultamate Rewards Credit Card Points. Members, Platinum Members, and Diamond Members who use their Ultamate Rewards Credit Card to purchase qualifying products and services, as described above, earn one (1) extra point for every one dollar ($1) spent at Ulta Beauty, in addition to any points they may receive for those purchases as Members, Platinum Members or Diamond Members - excluding purchases made at Ulta Beauty at Target.

To remain eligible to accumulate one (1) extra point for every one dollar ($1) spent at Ulta Beauty, excluding Ulta Beauty at Target, the Ultamate Rewards Credit Card Account must be in Good Standing. "Good Standing" means your Account is (1) open to new charges, (2) not more than sixty (60) days past due under the Credit Card Agreement, and (3) not flagged as lost, stolen, or fraudulent according to Bank's written or electronic records.

Ultamate Rewards Mastercard Points. Members, Platinum Members, and Diamond Members who use their Ultamate Rewards Mastercard earn one (1) extra point for every one dollar ($1) spent to purchase qualifying products and services at Ulta Beauty, as described above, in addition to any points they may receive for those purchases as Members, Platinum Members, or Diamond Members; and earn one (1) point for every three dollars ($3) spent to purchase anything other than qualifying products or services, as described above. For purchase made at Ulta Beauty at Target using the Ultamate Rewards Mastercard, members will earn one (1) point for every three dollars ($3) spent, in addition to their base point.

To remain eligible to accumulate one (1) extra point for every one dollar ($1) spent to purchase qualifying products or services and one (1) point for every three dollars ($3) spent to purchase anything other than qualifying products or services including purchases of Ulta Beauty at Target products, the Ultamate Rewards Mastercard Credit Card Account must be in Good Standing. "Good Standing" means your Account is (1) open to new charges, (2) not more than sixty (60) days past due under the Credit Card Agreement, and (3) not flagged as lost, stolen, or fraudulent according to Bank's written or electronic records.

3. Birthday Gift.

In addition to earning points on their qualifying product purchases made in-store and Online, all Members receive a birthday gift each year. Members with a valid email or mobile app, and their birthday entered in their Account profile will receive a free gift during their birthday month; Members redeem their birthday-gift coupon at Ulta Beauty stores or Ulta.com to receive their free gift, excluding Ulta Beauty at Target locations. Coupon is valid during Member's birthday month. One coupon per member. Ulta Beauty reserves the right to change the birthday gift product at any time.

4. Gift Cards.

When a Member makes a qualifying purchase in-store or Online using a gift card, the Member will earn points on the amount of the purchase. Ulta Beauty gift cards cannot be redeemed at Ulta Beauty at Target.

5. Timing of the Addition of Points to Accounts.

Ultamate Rewards Member Points, Platinum Member Points, and Diamond Member Points.

In-Store Purchases at Ulta Beauty. Ultamate Rewards Member Points, Platinum Member Points, and Diamond Member Points earned on the in-store purchase of qualifying products or services (subject to the Ultamate Rewards Credit Card and Mastercard provisions, below) will be added to your Account immediately at the time of in-store purchase of the qualifying products or services. For all in-store purchases, the amount of points in your Account, including points earned on your recent purchase, will be reflected on your receipt after a transaction, unless there is a point-of-sale or system unavailability or other technical difficulty that limits the ability to reflect points on the receipt.

Online Purchases. Ultamate Rewards Member Points, Platinum Member Points, and Diamond Member Points earned on the online purchase of qualifying products or services (subject to the Ultamate Rewards Credit Card and Mastercard provisions, below) will be credited within 72 hours after shipping. The timing for issuing points is subject to change.

In-Store Purchases at Ulta Beauty at Target. Ultamate Rewards Member Points, Platinum Member Points, and Diamond Member Points earned on the in-store purchase of qualifying products or services will be added to your Account within 24 hours of the time of in-store purchase of the qualifying products or services, unless there is a point-of-sale or system unavailability or other technical difficulty. The timing for issuing points is subject to change.

Ulta Beauty at Target Online Purchases. Ultamate Rewards Member Points, Platinum Member Points, and Diamond Member Points earned on the online purchase of Ulta Beauty at Target qualifying products or services will be credited within 72 hours after the order has shipped. The timing for issuing points is subject to change.

Ultamate Rewards Credit Card Purchases. Any extra points earned using the Ultamate Rewards Credit Card to purchase qualifying products or services (as described under the section entitled, "Earning Rate" above) will be credited to your Account upon issuance of your Ultamate Rewards Credit Card monthly statement.

Ultamate Rewards Mastercard Purchases. Any extra points earned using the Ultamate Rewards Mastercard to purchase qualifying products or services or any points earned using the Ultamate Rewards Mastercard to purchase non-qualifying products or services (as described under the section entitled, "Earning Rate" above) will be credited to your Account upon issuance of your Ultamate Rewards Mastercard monthly statement, including points earned using the Ultamate Rewards Mastercard to purchase non-qualifying products or services at Ulta Beauty at Target.

6. Exclusions.

Other than Ultamate Rewards points that Members, Platinum Members, and Diamond Members may earn using their Ultamate Rewards Mastercard to purchase non-qualifying products or services, as described above: Members, Platinum Members, and Diamond Members may earn Ultamate Rewards points only on the purchase price of: (i) qualifying products or services at Ulta Beauty stores when they present their Ultamate Rewards card (or other valid identification from which the Member's account information can be determined by the store associate), or (ii) qualifying products or services Online if they are logged onto the Website and have linked their Account number with their Online account (iii) qualifying Ulta Beauty at Target products at Target stores when they link their Ultamate Rewards account to Target Circle or Online at Target if they are logged onto the Website and have linked their Ultamate Rewards account with their Target Circle account.. Calculation of Ultamate Rewards points excludes payment by the Member for tips and gratuities, shipping charges, charitable products and donations, and all taxes, including without limitation, federal, state, and local taxes or use taxes. Ultamate Rewards points will not be earned on any discounts or other credits offered in connection with a product or services. For example, if a product that is normally $100 is on sale for $75, a Member will only earn points on the purchase price of $75. Purchases of gift cards, redemption of merchandise vouchers, and any type of price adjustments, including merchandise returns, are not eligible for points. All purchases made: (i) by a Member prior to such member joining the Program, (ii) without presenting a valid membership card in-store (or other valid identification from which the Member's account information can be determined by the store associate), (iii) Online without a Member being logged onto the Website with the Member's Account number linked to the Member's Online account, (iv) of Ulta Beauty at Target products without their Ultamate Rewards membership linked to Target Circle prior to the purchase, are not eligible for Program credit.

7. Returns.

Points earned for a purchase that is then the subject of a return, refund, returned check due to non-sufficient funds, or other credit will be deducted from the Member's account in an amount equal to the points earned for the original transaction, including bonus points.

8. Bonus Point Promotions.

From time to time, Ulta Beauty may run certain bonus point promotions. Under bonus point promotions, Members, Platinum Members, and/or Diamond Members can earn additional or "bonus points" in connection with the purchase of certain products at Ulta Beauty stores or in connection with shopping days where a Member earns a set amount of bonus points for shopping that day, activation required. Bonus Point promotions exclude purchases made at Ulta Beauty at Target. When these products are purchased by a Member, the Member will earn bonus points on each product, as specified in the offer. Bonus point promotions are subject to the terms and conditions of the offer and may be offered at any time in Ulta Beauty's sole discretion. Bonus point offers cannot be combined with any other offer. Platinum and/or Diamond Members may be able to earn additional bonus points in connection with any bonus point promotional offer. If a Member purchases a product during a bonus point promotion and the product comes with an additional, free product, bonus points will not be issued on the retail value of the free product. If a Member redeems points towards the purchase of a bonus point product and pays a portion of the retail price after the points redemption, the Member will receive bonus points on the leftover retail amount paid by the Member. If a Member redeems points towards the purchase of a bonus point product in an amount equal to the full price of the bonus point product, the Member will not earn any bonus points. You may also earn additional points on non-purchase activities in accordance with the terms published by Ulta Beauty. You may also earn additional points on certain purchases from eligible third parties in accordance with the terms published by Ulta Beauty. From time to time, Ulta Beauty may offer you the chance to win various prizes, including points. There is NO PURCHASE NECESSARY TO PLAY OR TO WIN. Rules and restrictions will apply to such promotions.

1.General.

Points earned by a Member may be redeemed: (i) for products or discounts on products at Ulta Beauty stores, provided a Member is using a minimum of 100 points, (ii) for products or discounts on products Online at Ulta.com, and (iii) for Services or discounts on Services at Ulta Beauty stores. Points cannot be redeemed on Gift Card purchases or on Ulta Beauty at Target purchases.

2. Points towards Products.

Members can use their points to reduce the purchase price of a qualifying product and/or qualifying service free of charge based on the following scale:

• 100 points = $3.00 off
• 250 points = $8.00 off
• 500 points = $17.50 off
• 750 points = $30.00 off
• 1000 points = $50.00 off
• 2000 points = $125.00 off

Points can be redeemed in any combination of the point and increment amounts set forth above. For example, if a Member wants to redeem 600 points, the transaction will allow the member to redeem 500 points and receive $17.50 off the transaction and another 100 points and receive $3.00 off for a total amount of $20.50 off the transaction. Redemption of points both in-store and Online towards purchases of products is subject to product availability.

3. Redemption In-Store.

To redeem points towards a purchase at an Ulta Beauty store, Members must indicate that points are being redeemed prior to making the purchase and must present at the time of purchase their Ultamate Rewards card (or other valid identification from which the Member's account information can be determined by the store associate). For large point redemptions at an Ulta Beauty store, Members must verify their identification by showing a driver's license or other government-issued photo identification.

4. Gift cards.

Points cannot be used towards the purchase of gift cards.

5. Ulta Beauty at Target.

Points cannot be used towards the purchase of Ulta Beauty at Target products in Target stores or Online at Target.

6. Redemption Online

Members may redeem their points on any Ulta.com purchase. To redeem points through an online purchase, a Member must be a registered user of the Website with their account number linked to their online account. Points may only be redeemed on the purchase price of qualifying products and cannot be used towards sales tax, shipping and handling charges or the purchase of gift cards. A Member may redeem up to 4,000 points in a single online purchase. Any remaining points can be redeemed in a future purchase.

7. Beauty Services.

Beauty Services are eligible for redemption of Ultamate Rewards points.

8. Exclusions.

Points accumulated on different Accounts of different Members may not be combined or aggregated to make purchases of products and services or for any other reason. Points earned in a transaction cannot be redeemed in the same transaction.

9. Points Expiration.

ALL POINTS EXPIRE AT THE END OF THE CALENDAR QUARTER FOLLOWING THE TWELVE (12) MONTH ANNIVERSARY OF THE DATE THE POINTS WERE EARNED BY THE MEMBER. Calendar quarter end dates are December 31, March 31, June 30, and September 30. For example, points earned on November 1, 2015 will expire on December 31, 2016.

By joining the Ultamate Rewards Program, you agree to be bound by the terms and conditions set forth in these Program rules. Ulta Beauty reserves the right to cancel, modify, or restrict Ultamate Rewards or any aspect of the Program, including, without limitation, the point conversion ratio and the point expiration policy at any time. Any changes can be made without advance notice. Ulta Beauty may make these changes even though such changes may affect the Member's ability to use points already accumulated. You are responsible for remaining knowledgeable about the Program Terms and Conditions. A Member's points balance, as reflected in Ulta Beauty's records, shall be deemed correct. Ulta Beauty reserves the right to determine the amount of points in any Member's account based on Ulta Beauty's internal records related to such Member's account. In the event of an inconsistency between the amount accrued in a Member's account as stated on any Member's receipt and Ulta Beauty's internal records, Ulta Beauty's internal records will control. Ulta Beauty assumes no responsibility for errors caused by incorrect Member information. Your right to transfer points earned or granted under the Program is strictly limited. The sale of points is prohibited and may result in the confiscation or cancellation of your points as well as suspension or termination of your membership, which in each case shall be final and conclusive. Ulta Beauty may revoke any Member's membership in Ultamate Rewards at any time if such Member engages in abuse of the Program or fails to follow the terms and conditions of the Program. Fraud or abuse relating to the accrual of points or redemption of rewards may result in revocation of membership in the Program and may affect a Member's eligibility for participation in any other Ulta Beauty program. Ultamate Rewards points are non-transferable and cannot be redeemed for cash. The interpretation and application of the Program's Terms and Conditions are at the sole discretion and determination of Ulta Beauty.

For information regarding Ulta Beauty Stores or other questions, click on Contact Us or call Ulta Beauty Guest Services at 866-983-ULTA (8582).

For all credit card related concerns please contact Comenity Capital Bank by visiting comenity.net/ultamaterewardscredit or by calling 1-866-257-9195 for the Ultamate Rewards Mastercard Credit Card or 1-866-254-9971 for the Ultamate Rewards Credit Card (TDD/TTY: 1-888-819-1918).

All Ultamate Rewards Mastercard and Ultamate Rewards Credit Card cardholders expressly authorize Comenity Capital Bank and Ulta Beauty to share information about your accounts so that you can enjoy the benefits of the Ultamate Rewards Program and to inform you of additional information, offers, and opportunities. The Ultamate Rewards Mastercard and Ultamate Rewards Credit Card are issued by Comenity Capital Bank. The Ultamate Rewards Mastercard is issued pursuant to a license by Mastercard International Incorporated. See cardholder terms for financial services terms.