# Referral Terms of Service

## **_Runwise Referral Program - Terms and Conditions_**

_Effective Date: November 18, 2025_

* * *

**_EXECUTIVE SUMMARY_**

**_How it works:_**

- _Refer a building → we contact them → they sign up and pay_
- _After payment received and 30 days of active service, we notify you_
- _Choose: gift card (may require W-9 tax form) OR service credit (no forms)_
- _You have 60 days to claim your reward_

**_Key rules:_**

- _Referral must convert within 90 days of submission_
- _Referred building must pay in full and remain active for 30 days_
- _Unclaimed rewards forfeited after 60 days_
- _You're responsible for compliance with your employer's gift policies_
- _Runwise can modify or terminate program anytime_

* * *

**_1. ELIGIBILITY_**

**_To participate, you must:_**

- _Be a current Runwise customer in good standing_
- _Have active subscription with no outstanding payments_
- _Not be a Runwise employee or immediate family member_

**_Referred buildings must:_**

- _Not be currently in Runwise's active sales pipeline_
- _Meet our standard qualification criteria_
- _Be genuinely new to Runwise sales process_

* * *

**_2. REWARDS_**

**_Your reward per qualified referral:_**

- _Earn rewards for each successful referral_
- _Reward structure varies by participant and may include performance bonuses for multiple referrals_
- _Your specific rewards displayed on your personalized referral form_
- _Choose between digital gift card or Runwise service credit_

**_Referred building receives:_**

- _Promotional service credit (communicated during sales process)_

* * *

**_3. PAYMENT CONDITIONS_**

**_Rewards paid only after ALL conditions met:_**

- _You submit referral through official form_
- _Referred building signs contract within 90 days of your submission_
- _Referred building completes sales qualification_
- _Referred building pays invoice in full_
- _Referred building remains active for 30 consecutive days (no cancellation)_

**_Claim process:_** _When notified, you have 60 days to:_

- _Select reward type (gift card or service credit)_
- _Complete W-9 if required (when total annual gift card rewards exceed $600)_
- _Provide current email/contact info_

**_Failure to respond and provide necessary information (may include W-9) within 60 days of award notification constitutes forfeiture of reward._**

* * *

**_4. COMPLIANCE RESPONSIBILITY_**

**_BY PARTICIPATING, YOU ACKNOWLEDGE:_**

_You assume all responsibility for compliance with your employer's or organization's policies regarding gift acceptance, ethics guidelines, or conflict of interest rules._

**_Runwise has zero liability_** _if your participation violates your employer's policies. This includes any consequences such as disciplinary action, termination, or required forfeiture of rewards._

**_Important:_** _Many property management companies, government agencies, and co-op boards prohibit employees from accepting personal gifts or cash rewards. The service credit option is designed as a potential alternative, but you must verify acceptability with your employer before claiming rewards._

**_By submitting a referral, you confirm:_**

- _You've reviewed applicable employer policies_
- _You accept all risk of non-compliance_
- _You release Runwise from any liability_
- _You'll indemnify Runwise for any claims arising from your policy violations_

**_Runwise does not provide compliance advice and has no obligation to verify your eligibility._**

* * *

**_5. FRAUD PREVENTION_**

_Runwise reserves the right to deny, withhold, or reclaim rewards for fraudulent or bad faith participation, including:_

- _Providing false information about referred buildings_
- _Self-referring buildings you own/manage without disclosure_
- _Attempting to claim credit for referrals already in our sales pipeline_
- _Working with referred buildings to circumvent retention requirements_
- _Submitting duplicate referrals_
- _Providing false information on tax forms_

**_Investigation:_** _We may investigate suspicious patterns and hold rewards pending resolution. Confirmed fraud results in forfeiture of all pending/future rewards and permanent termination from the program._

**_Duplicate referrals:_** _First valid submission receives credit._

* * *

**_6. TAX RESPONSIBILITIES_**

**_1099-MISC Requirements:_**

- _Gift cards $600+ require W-9 completion before payout_
- _Multiple payouts totaling $600+ in calendar year require W-9_
- _Runwise issues 1099-MISC for annual totals $600+_
- _Service credits don't require W-9 but may have tax implications_

**_You are responsible for:_**

- _Completing W-9 when required (or forfeit gift card option)_
- _All applicable taxes on rewards received_
- _Consulting your tax advisor regarding implications_

**_W-9 Collection:_** _Secure digital forms via DocuSign or similar tool._

* * *

**_7. OPERATIONAL DETAILS_**

**_Payment Methods:_**

- _Gift cards: Digital (Amazon, Visa) delivered via email within 30 days of W-9 completion_
- _Service credits: Applied to your Runwise account within 30 days of selection_
- _You're responsible for maintaining current email/contact info_

**_Attribution & Limits:_**

- _Referral attribution expires 90 days after submission_
- _Each building can only be referred once (first submission wins)_
- _No limit on number of referrals you may submit_
- _Runwise may limit referrals showing suspicious patterns_

**_Program Modifications:_**

- _Runwise reserves right to modify reward amounts, eligibility, timing, or any terms without notice to participants_
- _Program may be suspended or terminated anytime_
- _Changes apply to future referrals only_

* * *

**_8. LIABILITY & INDEMNIFICATION_**

**_Limitation of Liability:_**

- _Runwise's total liability limited to reward amount owed_
- _Not liable for: technical failures, delayed payments, or consequential damages_
- _No warranty regarding referred building's satisfaction_

**_Indemnification:_** _You agree to indemnify and hold Runwise harmless from claims arising from:_

- _Your breach of these terms_
- _Your violation of employer policies_
- _Claims by your employer or third parties related to your reward acceptance_
- _Your fraudulent conduct or misrepresentation_

**_No Agency:_** _Participation doesn't create employment or agency relationship. You may not represent yourself as Runwise agent or negotiate terms with referred buildings._

* * *

**_9. DISPUTE RESOLUTION_**

**_Governing Law:_** _These terms governed by laws of the State of New York._

**_Jurisdiction:_** _Legal actions must be brought in New York state or federal courts. You consent to jurisdiction of such courts._

**_Interpretation:_** _In case of ambiguity, Runwise's reasonable interpretation is final._

* * *

**_10. GENERAL TERMS_**

- **_Entire Agreement:_** _These terms supersede all prior communications regarding the Program_
- **_Severability:_** _If any provision unenforceable, remaining provisions continue in effect_
- **_Assignment:_** _You may not transfer Program participation or rewards_
- **_Modifications:_** _Runwise may modify terms anytime without notice, and continued participation constitutes acceptance._

* * *

**_CONTACT_**

_Questions about the Program:_

- **_Email:_** _support@runwise.com_
- **_Phone:_** _833-264-5371_

* * *

**_By submitting a referral, you acknowledge you've read, understood, and agree to these Terms and Conditions, including Section 4 (Compliance Responsibility). You specifically acknowledge that you assume all responsibility for compliance with your employer's policies, and that Runwise has zero liability for any consequences related to your acceptance of rewards._**

* * *

_Version 1.0 - November 18, 2025_ _Runwise Inc. - All Rights Reserved_