Effective date: June 16, 2023

The following terms and conditions (the “Referral Program Rules”) govern your participation in GravyWork Inc.’s (“GravyWork”) Referral Programs (as defined below). The Referral Rules apply to Referral Programs that are administered solely by GravyWork. When you participate in any Referral Programs (either by referring your friends, family, or businesses, or signing up for the GravyWork Service with a referral code), you agree to be bound by these Referral Program Rules along with any other specific terms that relate to the Referral Programs, in addition to any other agreements between you and GravyWork, including the GravyWork Terms of Use (collectively with these Referral Program Rules, the “GravyWork Terms”). The GravyWork Terms are incorporated by reference and shall apply to your participation in all Referral Programs, including, if necessary, to resolve any disputes between you and GravyWork related to or arising out of the Referral Programs. Any capitalized terms not defined herein shall have the meaning set forth in the GravyWork Terms of Use.

1. Program Overview

GravyWork uses technology to connect businesses with ready-to-work hourly temporary workers to work on-demand daily shifts across the United States (the “GravyWork Platform”), featuring automation of workforce management and staffing functions.

GravyWork offers referral programs to current Professionals, Businesses, and Business Partners on the GravyWork Platform (each, a “Referrer”). Referrers can refer individuals or businesses to join the GravyWork Platform as a new Professional or new Business (each, a “Referred Professional’” or “Referred Business”, and generically as used herein from time to time, a “Referred User”). These Referral Program Rules apply to both Referrers and Referred Users, so please read carefully to understand your respective rights and obligations.

2. Referrer Eligibility

To be eligible to participate in the Referral Programs as a Referrer, you must (a) be a legal resident of the United States, (b) be at least 18 years old, (c) be legally able to participate in the Referral Programs, and (d) maintain a GravyWork account in good standing or a business partner working with GravyWork (e.g., if you are referring on behalf of a current Business, the Business must not be delinquent or overdue on any fees owed to GravyWork; if you are referring as a Professional, you must have a GravyWork account that is eligible to work on the GravyWork Platform (“Good Standing”)). 

Further, if you are referring on behalf of a current Business, you must have all necessary authorizations to participate in the Referral Program on behalf of that Business, and you may not be an employee of GravyWork or its subsidiaries, affiliates, or promotional agencies, including immediate family and household members.

If you violate the Referral Program Rules, the GravyWork Terms or any other applicable terms (such as having more than one GravyWork account), GravyWork may in its sole discretion suspend or terminate your ability to participate in any Referral Programs (now or in the future). GravyWork reserves the right to change, end, or pause, in whole or in part, any Referral Program, as well as any Referrer’s ability to participate in any Referral Program or receive Referral Rewards (as defined below) at any time for any reason, including for suspected fraud (including by either the Referrer and/or Referred Users), abuse, or any violation of the GravyWork Terms.

3. Referred User Eligibility

Your friends, family, and other people and businesses you know (but not yourself) may be eligible to be Referred Users. To be a Referred User, the referred individual or business (a) must be a new user of the GravyWork Platform (i.e., has never created a GravyWork account or been contacted by GravyWork’s sales team), (b) has not been previously referred by any other party (including yourself), and (c) meets the conditions GravyWork has for using the GravyWork Platform.

Please note that each Referred user can be referred only once, so if someone else has already referred them and they have accepted that invitation, they will not be able to accept yours. If you are providing GravyWork with the contact information for your Referred Users, you represent that you have the right to provide that information. 

4. Your GravyWork Referral Code

Under any Referral Programs, GravyWork may provide you with a unique numeric code (a “GravyWork Code”) to distribute to eligible individuals or businesses to become new Professionals or Businesses. GravyWork may also provide you with the ability to create additional GravyWork Codes. GravyWork owns all rights to any GravyWork Code whether provided to you or created by you. You acknowledge and agree that (a) GravyWork may limit the number of GravyWork Codes you may create or that are made available to you based on the Referral Program in which you participate, or for any other reason in GravyWork’s sole discretion, (b) you have no ownership rights in any form over the GravyWork Code, (c) GravyWork may reclaim, deactivate, invalidate and/or terminate your GravyWork Code at any time at its sole discretion, and (d) you will only use your GravyWork Code for personal and non-commercial purposes. To see if your GravyWork Code has a limit, refer to the terms and conditions of the specific Referral Program in which you are participating. 

5. Referral Reward
   
   a) General

Referrers are eligible to earn a referral incentive (“Referral Reward”) for each Referred Professional and/or Referred Business that they refer to the GravyWork Platform, subject to the terms and conditions set forth in these Referral Program Rules and the specific Referral Program (“Reward Criteria”). Referred Users are eligible to earn a Referral Reward for signing up on the GravyWork Platform, subject to the terms and conditions set forth in these Referral Program Rules and the specific Reward Criteria.

 Reward Criteria may require that certain eligibility, criteria and/or conditions be met for the Referral Reward to be earned. Reward Criteria may include entry instructions and any other specific details, rules or conditions relating to a particular Referral Reward, and may be published on the GravyWork Platform, GravyWork’s website, social media platforms, advertising materials, or in any other media that features the applicable Referral Reward. In the event of any conflict or inconsistency between these Referral Program Rules and the Reward Criteria, the Reward Criteria shall prevail. The Reward Criteria are set by GravyWork at its sole discretion and are subject to change at any time. The Reward Criteria may vary by time, conditions, and/or service area (or within a particular market). The type of Referral Reward you are eligible to receive may depend on (i) the GravyWork region associated with the Referred User when they apply the Referrer’s GravyWork Code, (ii) the GravyWork region where the Referred User posted or performed their first approved job, or (iii) other factors as determined and communicated by GravyWork. GravyWork, at its sole discretion, may make available certain promotions with different Reward Criteria or Referral Rewards to other users or prospective users. These promotions, unless offered to you, shall have no bearing whatsoever on your agreement or relationship with GravyWork.

In the GravyWork Platform or GravyWork websites, both the Referrers and the Referred Users may be presented with estimated amounts of the Referral Reward they may receive if all the Reward Criteria and other conditions described herein are met. These amounts are calculated based on certain assumptions, such as, without limitation, the Referrer’s or the Referred User’s location at the time they posted or performed their first job or downloaded the GravyWork Platform, and may not be accurate based on the actual behavior of the Referred Users. Such amounts, therefore, are only estimates and may differ based on a number of factors. GravyWork will make a good faith calculation of such amounts based on the location of the applicable Referrer and the Referred User. The Referrer and the Referred User will see the final applicable amount of their respective Referral Reward at the time when such Referral Reward is applied to their GravyWork accounts and/or paid out.

b) Earning Referral Reward for Referred GravyWork Business Partners 

When you refer a new Business to the GravyWork Platform using your GravyWork Code, you may receive a Referral Reward in the form of gift cards, direct payment to your account, or any other method applicable to the specific Referral Program, at GravyWork’s sole discretion. In order to receive a Referral Reward, the Referred Business must complete the signup process with GravyWork and all requirements outlined in the applicable Reward Criteria, subject to the terms and conditions set forth in these Referral Program Rules and the applicable Reward Criteria. After a Referred Business has satisfied all such requirements, the Referrer will receive a notification from GravyWork informing them of the completion. Your receipt of the actual gift card (if that is your specific form of Referral Reward) is conditioned upon GravyWork’s receipt of your information necessary for the receipt of the gift card. The gift card will be sent out generally within 60 days after GravyWork’s receipt of your verification and confirmation. GravyWork cannot guarantee that a Referred Business will meet the requirements outlined in the applicable Reward Criteria as any Business’ usage of the GravyWork Platform is entirely within their control.

If you are a Referred Business, you may receive GravyWork credit (“Referral Credit”) if you complete GravyWork’s signup process using a Referrer’s GravyWork Code, subject to the terms and conditions set forth in these Referral Program Rules and the applicable Reward Criteria. Referral Credit is only valid for use on the GravyWork Platform for qualified GravyWork products and services, which can change at any time at GravyWork’s sole discretion. The Referral Credit may noy be traded, has no monetary value, and is not transferable or redeemable for cash. The Referral Credit is subject to verification and will generally be awarded within 60 days of verification. Upon termination of the applicable Referral Program, the Referral Credits have a 6 month expiration date for use before they are forfeited. If a Referred Customer’s account is canceled, suspended, or closed for any reason, unredeemed Referral Credits are forfeited immediately. GravyWork has sole discretion to determine whether the above conditions have been met.

1. d) Resolving Disputes over Referrals

Only one GravyWork user can earn a Referral Reward for a single Referred Professional or Referred Business. In the event that multiple users claim credit for a particular referral, GravyWork has full discretion to determine which person earned such referral according to GravyWork’s systems.

1. e) Reservation of rights

GravyWork reserves the right to withhold or deduct Referral Reward or Referral Credit obtained through the Referral Programs in the event that GravyWork determines or believes that the receipt of the Referral Reward or Referral Credit was in error, fraudulent, illegal, or in violation of the GravyWork Terms or any other applicable agreement between you and GravyWork.

7. Restrictions

In connection with your participation in the Referral Programs, you expressly agree to the restrictions listed below. When distributing, promoting or communicating your GravyWork Code(s) you agree to the following:

No spamming. You agree that you will not “spam” anyone with invitations to join the GravyWork Platform, and that you at all times will remain compliant with CAN-SPAM, the Telephone Consumer Protection Act, and other applicable laws. You agree to not attempt to get Referred Users by spamming, bulk emailing, or sending large numbers of unsolicited emails. The only people you should be emailing are people you know personally.

No Misrepresentations. You agree that you will not attempt to mislead anyone in connection with any Referral Program, either by affirmative representation, implication, or omission. You agree not to make misleading statements about GravyWork, misrepresent your connection to GravyWork, or otherwise make any false or misleading statements to get a Referred User to use your GravyWork Code.

Prohibited content. You agree that you will not use (or allow a third party to use) the GravyWork name, logo or brand in connection with offensive, abusive, or harassing content, any political and/or religious statement, or any disparaging or defamatory content concerning GravyWork or third parties.

Other restrictions. You also agree that you will not:

Specify the monetary amount of the Referral Reward unless authorized by GravyWork in writing in advance;

Use images of celebrities or other public or private figures without their written consent;

Use someone else’s brand name or intellectual property without their written consent (for example, referencing “Superbowl” or “McDonald’s” would be prohibited);

Use, display, or manipulate GravyWork intellectual property (such as GravyWork’s logos, trademarks, and copyright-protected works) (the “GravyWork IP”) in any way, except as to identify yourself as a Professional or a Business;

Engage in phishing or attempting to obtain financial or other personal information;

Solicit passwords or personally identifiable information;

Sell your GravyWork Code. You agree that you will only distribute your GravyWork Code free of charge solely for personal and non-commercial purposes. You may not sell, trade, or barter your GravyWork Code under any circumstances. You may not pay or provide anything of value to an Referred User beyond any Referral Credit or collateral supplied by GravyWork;

Violate or infringe the rights of a third party. You will not create any GravyWork Code that infringes on the intellectual property rights of any third party. You will adhere to the license terms in any use of the GravyWork IP;

Advertise. You agree that you will not pay to advertise your GravyWork Code or any Referral Program, including via Google, Facebook, Tik Tok, Twitter, Bing and Craigslist;

Create printed materials other than those authorized by GravyWork in advance in writing;

Post printed materials on public or private property without their express written consent and the express prior written consent of GravyWork;

Engage in fraudulent activity. You agree that you and your Referred Users will not defraud or abuse (or attempt to defraud or abuse) GravyWork, the terms of any Referral Program, or any Referred Users.

If you violate any of these restrictions GravyWork may, at its sole discretion, remove your eligibility to participate in any or all Referral Programs, and/or deny you any Referral Reward earned in violation or suspected violation of these restrictions.

8. Limitation of Liability

 By participating in any Referral Program, you agree to, and hereby do, release and hold harmless GravyWork and its subsidiaries, affiliates, advertising and promotion agencies, partners, representatives, agents, successors, assigns, employees, officers and directors from any liability, illness, injury, death, loss, litigation, claim or damage that may occur, directly or indirectly, whether caused by negligence or not, from (a) your participation in any Referral Program, (b) technical failures of any kind, including but not limited to the malfunctioning of any computer, cable, network, hardware or software, (c) the unavailability or inaccessibility of any transmissions or telephone or Internet service, (d) unauthorized human intervention in any part of the Referral Programs, or (e) electronic or human error which may occur in the administration of the Referral Programs.

9. Privacy

Participation in the Referral Programs may require a Referred User and/or a Referrer to submit personal information about themselves. The personal information will be collected, processed and used in accordance with GravyWork’s Privacy Policy. In addition, personal information may be used by GravyWork on GravyWork’s behalf to contact Users with regards to participation in the Referral Program.

10. Other Terms

The following terms shall also apply to your participation in any Referral Program:

You cannot earn a Referral Reward for referring yourself either as a Professional or Business.

Any GravyWork promotions that run for a limited time only are subject to change at GravyWork’s sole discretion.

GravyWork reserves the right to change, end, or pause, in whole or in part, any Referral Programs, as well as any Referrer’s or Referred User’s ability to participate in any Referral Programs or receive any Referral Reward at any time for any reason If GravyWork ends any Referral Program, any unused or unredeemed Referral Reward may be forfeited at that time, provided we give you 14 days of notice to use or redeem your Referral Reward.

GravyWork may update these Referral Program Rules at any time. Continued participation in any Referral Programs after any update will mean that you have agreed to such update.

The Referral Programs are void where such referral programs are prohibited.

The Referral Reward is neither negotiable nor redeemable for cash value.