SOURCE Ambassador Program Terms and Conditions

IMPORTANT: PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY (the 'Agreement”). This Agreement is a binding, contractual agreement between you and SOURCE Global, PBC (“SOURCE,” “we,” “us”) and sets forth the terms and conditions which apply to your participation in the SOURCE Ambassador Program (the “Program”).  IMPORTANT NOTICE:  THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION.  PLEASE READ IT CAREFULLY BECAUSE IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE BINDING ARBITRATION PROVISION IN SECTION 5.

By registering for and/or otherwise participating in the Program, you agree to be bound by this Agreement and our Privacy Policy. You further agree to use the Program in the manner specified in this Agreement. If you do not agree to this Agreement in its entirety, you are not authorized to register as an Ambassador or to participate in the Program in any manner. 

Participation in the Program is not allowed where doing so would be prohibited by any applicable law or regulation.  Participation in this Program is limited to individuals located in the United States.

1. DEFINITIONS.

1.1 As used in this Agreement, the following terms have the following meanings:

• “Account” has the meaning given such term in section 2.3.
• “Ambassador” means any individual who registers to participate in the Program.
• “Personal Link” means the link and QR code provided to Ambassadors upon registration in the Program.
• “Service States” collectively means any state in which SOURCE sells and services Hydropanels. 
• “Qualified Referral” has the meaning given such term in section 2.5.
• “Referred Friend” means any individual who has been submitted as a referral by an Ambassador.
• “Released Parties” has the meaning given such term in section 4.1.
• “Reward” has the meaning given such term in section 2.6.

2. HOW THE PROGRAM WORKS
   2.1. Program Participation.

To participate, visit www.source.co/pages/refer-a-friend and follow the on-screen instructions to join the Program and to become a SOURCE Ambassador. As an Ambassador, you may refer as many people as you want to SOURCE. Individuals who are referred are called “Referred Friends”. For every Qualified Referral, Ambassadors may be eligible to receive a Reward, provided the Ambassador is otherwise eligible under, and fully compliant with, this Agreement. SOURCE reserves the right to modify or amend any aspect of this Agreement at any time including the methods through which Rewards are earned. In the event of modification to the Program, or amendment to this Agreement, SOURCE will provide a minimum of 30 days’ notice to the contact information you provide on registration for the Program.  SOURCE reserves the right to disqualify any Ambassador at any time from participation in the Program if they do not comply with any of this Agreement, in our sole discretion.

2.2. Ambassador Eligibility Criteria. Ambassadors must:

• Be a legal resident of one of the 48 contiguous U.S. states or the District of Columbia; and
• Be 18 years or older.

2.3 Exclusions. Employees of SOURCE or its subsidiaries, affiliates or promotional agencies, including immediate family and household members, are not eligible.

2.4. Ambassador Access. 

Upon joining the SOURCE Ambassador Program, Ambassadors will be issued a Personal Link to share with all Referred Friends. Personal Links will be issued only to individuals. An individual must be registered with the Program to be issued a Personal Link, but no additional purchase is required. Ambassadors must respect the spirit of the Program by only referring real third-party individuals who meet the requirements of this Agreement. For example, an Ambassador may not participate in the Program using multiple or fake email addresses or identities. Ambassadors will also be provided with login information to their unique and personal Program account page ('Account”), where Ambassadors can check the status of their Qualified Referrals and to view their Account and rewards.

2.4. Qualified Referrals. Rewards can only be awarded for Qualified Referrals. A Qualified Referral satisfies all of the following conditions:

• A homeowner (no renters or leased properties);
• Located in a Service State;
• Signed up for and completed the purchase process for a SOURCE Hydropanel® using the Ambassador’s Personal Link. If a Referred Friend uses any other link or method, or fails to complete the purchase process for the SOURCE Hydropanel®, the registration will not count as a Qualified Referral;
• Not previously registered for Services under any email address or alias; and
• A legal resident of the 48 contiguous U.S. states and the District of Columbia who is 18 years or older.

2.5. Earning Rewards. 

Ambassadors shall receive one Reward for each Qualified Referral. Any additional or subsequent purchases made by a Referred Friend will not result in Rewards. Rewards are subject to verification. We may withhold a Reward for investigation, or refuse to process any transaction we deems fraudulent, suspicious, in violation of this Agreement, or believe will impose liability on SOURCE or any of our officers, directors, employees, representatives and agents, in our sole discretion. All of our decisions are final and binding, including decisions as to whether a Qualified Referral or Reward is valid. If a Referred Friend is referred by multiple Ambassadors, only the Ambassador whose Personal Link was used first during the Referred Friend’s registration for Services shall be entitled to receive the Reward.

2.6. Claiming Rewards. 

A Reward will have the value of $50.00 and may be a gift card, gift certificate or voucher, in our sole discretion. Ambassadors can view their earned Rewards and Rewards available to claim within their Account. Check your Account for details. Restrictions may apply; for example, if the Reward is in the form of a gift card, gift certificate or voucher it may be subject to the issuer’s terms and conditions. Rewards are not transferable and may not be auctioned, traded, bartered or sold. Upon termination of the Program or any portion thereof for any reason, or upon cancellation of an Ambassador’s Account for any reason, any unredeemed Rewards accumulated by Ambassador are forfeited.  Terms of Rewards for Referred Friends will be as stated in communications to Referred Friends.

The specifics of any Reward shall be solely determined by SOURCE. No cash or other prize substitution is permitted, except in our discretion. Any and all Reward related expenses, including without limitation any and all federal, state and/or local taxes shall be the sole responsibility of Ambassador. For any Reward or combined Rewards with a value of $600 or greater, Ambassador will incur tax liability and SOURCE will send Ambassador the required IRS tax form and report such Rewards accordingly. It is Ambassador's sole duty to properly report the Reward and pay applicable taxes related thereto.

PRIVACY

3.1. Participation in the Program may require Ambassadors to submit personal information such as name, address, phone number, and e-mail address. The personal information will be collected, processed and used in accordance with our Privacy Policy which can be found at https://source.co/pages/privacy-policy.   Your personal information will also be shared with our service providers who help us administer this Program, including the issuer of Reward gift cards.

3.2. Personal information may be used by SOURCE or on our behalf to contact you including via mail, e-mail and/or phone regarding the Program, and/or to provide advertising, marketing materials, promotional information, etc., from SOURCE. Ambassadors may opt-out from receiving emails by clicking on the opt-out link on the bottom of any of the emails and following the instructions. If an Ambassador opts-out from receiving marketing emails from SOURCE, Ambassador will continue to receive administrative, non-commercial, emails regarding participation in the Program. 

LIABILITY

4.1. Ambassador Representations and Warranties. By participating in the Program, Ambassador agrees: (a) to be bound by this Agreement, the decisions of SOURCE and/or its designees, and the Privacy Policy of SOURCE; (b) to release and hold harmless SOURCE and its respective affiliates and subsidiaries, together with its respective employees, directors, officers, licensees, licensors, shareholders, attorneys and agents including, without limitation, its respective advertising and promotion entities and any person or entity associated with the production, operation or administration of the Program (collectively, the “Released Parties”), from any and all claims, demands, damages, losses, liabilities, costs or expenses caused by, arising out of, in connection with, or related to participation in the Program (including, without limitation, any property loss, damage, personal injury or death caused to any person(s) and/or the awarding, receipt and/or use or misuse of the Program or any Reward); and (c) to be contacted by SOURCE via e-mail, mail and/or phone.

4.2 Limitation of Liability. The Released Parties shall not be liable for: (i) late, lost, delayed, stolen, misdirected, incomplete unreadable, inaccurate, garbled or unintelligible entries, communications, regardless of the method of transmission; (ii) telephone system, telephone or computer hardware, software or other technical or computer malfunctions, lost connections, disconnections, delays or transmission errors; (iii) data corruption, theft, destruction, unauthorized access to or alteration of entry or other materials; (iv) any injuries, losses or damages of any kind resulting from acceptance, possession or use of a Reward, or from participation in the Program; or (v) any printing, typographical, administrative or technological errors in any websites or materials associated with the Program. SOURCE disclaims any liability for damage to any computer system resulting from participating in, or accessing or downloading information in connection with the Program, and reserves the right, in its sole discretion, to cancel, modify or suspend the Program should a virus, bug, computer problem, unauthorized intervention or other causes beyond our control, corrupt the administration, security or proper operation of the Program. As a condition of entering the Program, Ambassador agrees that under no circumstances will Ambassador be entitled to any awards for any losses or damages, and Ambassador hereby waive all rights to claim punitive, incidental, consequential and any other damages, and waives any and all rights to have damages multiplied or otherwise increased.

4.3. Force Majeure. The Released Parties shall not be liable to Ambassador for failure to supply any Reward or any part thereof, by reason of any acts of God, any action(s), regulation(s), order(s) or request(s) by any governmental or quasi-governmental entity (whether or not the action(s), regulations(s), order(s) or request(s) prove(s) to be invalid), equipment failure, threatened terrorist acts, terrorist acts, air raid, blackout, act of public enemy, earthquake, tornado, tsunami, war (declared or undeclared), fire, flood, epidemic, pandemic, explosion, unusually severe weather, hurricane, embargo, labor dispute or strike (whether legal or illegal), labor or material shortage, transportation interruption of any kind, work slow-down, civil disturbance, insurrection, riot, or any other similar or dissimilar cause beyond any of the Released Parties’ control.

5. BINDING ARBITRATION; APPLICABLE LAW

5.1. Binding Arbitration.   

PLEASE READ – THIS BINDING ARBITRATION PROVISION MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

For purposes of this Binding Arbitration provision, a “Dispute” is defined as any controversy, claim, dispute, or difference between Ambassador and SOURCE arising out of or relating to this Agreement, and your participation in the Program in any way. Any Dispute shall be resolved solely and exclusively by arbitration to be held in Maricopa County, Arizona with a single disinterested arbitrator and pursuant to Arizona law. This means that neither Ambassador nor SOURCE can sue in court before a judge or jury, individually or as a class member. Instead, an independent arbitrator will decide the dispute with limited discovery rights, and limited rights to appeal. Except as may be required to enforce an arbitration decision, Ambassador and SOURCE expressly waive any right to file any legal action in any other state or federal court or before any other tribunal, and any right to a trial by jury. Each party to such arbitration shall be responsible for its own attorneys’ fees and costs regardless of the outcome of the arbitration.

5.2. Choice of Law, Venue, and Jurisdiction. Any and all disputes, claims and causes of action arising out of or related to the Program or any Reward shall be resolved under Arizona law (without reference to its conflicts of laws principles), and Ambassador agrees to submit to the exclusive jurisdiction of the state and federal courts located in Maricopa County, Arizona for resolution for the enforcement of any arbitration award.

6. CONDUCT

6.1. Prohibited Conduct. Participants agree not to use the Program to:

• Violate applicable law. It is Ambassador’s responsibility to be familiar with all laws and regulation governing participation in the Program;
• Infringe the intellectual property rights of SOURCE or any third parties;
• Stalk, harass, or harm another individual in any way;
• Collect or store personal data about another Participant;
• Impersonate any person, or otherwise misrepresent Ambassador’s identity;
• Interfere with, disrupt servers or networks connected to the Program; or disobey any requirements, procedures, policies, or regulations of such networks;
• Interfere with another Ambassador’s use of the Program;
• Attempt to gain unauthorized access to the Program, or to other accounts, computer systems, or networks connected to the Program;
• Transmit any file that contains viruses, worms, Trojan horses, or any other contaminating or destructive features;
• Use the Program to conduct any activity or solicit the performance of any illegal activity or other activity that infringes the rights of others; or
• Resell, barter, trade, auction or otherwise generate income by providing access to the Program to others.

6.2. Bulk Distribution. 

If an Ambassador provides a Personal Link to a Referred Friend by email, the email must be created and distributed in a personal manner that is appropriate and customary for communications with friends, colleagues and family members. Bulk email distribution, generative AI, distribution to strangers, or any other promotion of a Personal Link in a manner that would constitute or appear to constitute unsolicited commercial email or “spam”, in SOURCE’s sole discretion, is expressly prohibited and may be grounds for immediate termination of the Ambassador’s Account and deactivation of the Personal Link.

6.3. Fraudulent and Suspicious Behavior. 

Ambassadors may be prohibited from participating in the Program or receiving a Reward, in our sole discretion, if we determine such Ambassador is attempting to undermine the fairness, integrity or legitimate operation of the Program in any way by cheating, hacking, deception, or any other unfair playing practices of intending to annoy, abuse, threaten or harass any other users  or representatives of SOURCE. Use of any automated system or generative AI to participate is strictly prohibited and will result in disqualification. SOURCE reserves the right to disqualify any Ambassador and/or cancel any Reward(s), if it finds Ambassador to be tampering with the entry process or the operation of the Program, submitting self-referrals, or violating these terms and conditions. Referrals generated by a script, macro or other automated means, including generative AI, will be disqualified. If a solution cannot be found to restore the integrity of the Program, SOURCE reserves the right to cancel, change, or suspend the Program.

CAUTION: ANY ATTEMPT TO DELIBERATELY DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROGRAM MAY BE IN VIOLATION OF CRIMINAL AND CIVIL LAWS AND WILL RESULT IN DISQUALIFICATION FROM PARTICIPATION IN THE PROGRAM. SHOULD SUCH AN ATTEMPT BE MADE, SOURCE RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES (INCLUDING ATTORNEY FEES) TO THE FULLEST EXTENT OF THE LAW, INCLUDING CRIMINAL PROSECUTION.