Automated Pet Care Products, LLC ( AutoPets ) recognizes that our customer brand advocates are a hugely important part of our company s growth. The Litter-Robot Referral Program ( Referral Program ) is our way of saying thank you and offering registered Litter-Robot customers ( User ) in good standing, an opportunity to earn the Referral Program Rewards ( Rewards ) for sharing our brand with their friends, family, and social circles. In order to participate in our Referral Program, User must agree to the following Terms and Conditions. If a User fails to comply with any of these Terms and Conditions, we reserve the right to terminate the User, at any time and at our discretion, from participating in the Referral Program. 3rd Party Referral Software The Referral Program is managed through a 3rd party Software as a Service ( Ambassador ) created and administered by Zferral, Inc. AutoPets will not be held liable for Referral Program account issues (loss of rewards, deletion of account, etc.) that are a direct result of the program and technology created and administered by Zferral, Inc. Campaigns Campaigns and unique campaign rules are defined at the campaign level of the User Referral Program and viewable in the User account. AutoPets determines the number of campaigns and defines the campaign rules for each campaign and reserves the right to change, edit, and alter any and all Campaign Rules at any time, without notice to User. It is the responsibility of the User to read and understand the campaign rules. Failure to do so may result in loss of reward or termination of account(s). Rewards Rewards are defined at the campaign level of the User Referral Program and viewable in the User account. AutoPets determines the amount of each campaign Reward and reserves the right to change, edit, alter, and terminate any and all Rewards at any time, without notice to User. Qualified and approved monetary Rewards are issued once per month on the 1st business day of every month from the prior month s approved and qualified referrals. Monetary Rewards will only be paid via PayPal through Ambassador. The User must have an active PayPal email address entered into the PayPal email address field in their Referral Program account to receive Reward. Each monetary Reward is reviewed during business hours, Monday through Friday, 9am to 4pm ET, for adherence to these Terms and Conditions. Qualified Referrals 1. Referred customer is not a User 2. Referred customer used unique referral link to make a qualified purchase 3. Referred customer does not live in same household and/or address of a User
4. Referred customer purchased a new, not reconditioned, qualifying Litter-Robot unit of the latest and most current platform If the referred customer does not click on the referral link to make their purchase, User will not receive Rewards and AutoPets has no liability to fulfill the Rewards as there is no discernible way to identify that the purchase resulted from the User s referral. Referred Customers Referred Customers who click on a unique referral link and complete a Qualified Referral transaction will be rewarded $25 off their first purchase. Users cannot refer themselves to generate Qualified Referrals and earn Rewards. Not to be combined with other promotions or discounts. If the value of an applicable promotion exceeds the $25 discount, the Referred Customer will receive whichever discount is greater. Qualified Referral Transaction For an order to count as a Qualified Referral transaction, the referred customer must hold different identifying information than the User whose unique referral link was used to initiate the order, and he or she must not have previously registered a Litter-Robot account and/or have previously been a registered Litter-Robot customer, including without limitations, under any other names, email addresses or aliases. Sharing Referral Links Our Referral Program should strictly be used for personal purposes and shared through personal connections, unless otherwise noted at the campaign level. We reserve the right to revoke or refuse to issue any Rewards for Qualified Referrals that we suspect were generated through unauthorized channels and/or prohibited activities and will be grounds for immediate termination of your account and exclusion from Litter-Robot Referral Program. Purchases from Litter-Robot made through referral links that were distributed through an unauthorized channel will not be deemed Qualified Referrals. Any Rewards issued as a result of these transactions will be revoked. Prohibited Activities Prohibited activities and unauthorized channels include, but are not limited to: The unique referral link should not be shared to commercial websites (Reddit, etc.), personal websites, or coupon websites. Users are strictly prohibited from listing Litter-Robot products for sale on the internet, on their own websites, or through other channels such as, but not limited to Amazon.com, Ebay.com, and Craigslist.com. Creating a website with the intentions of promoting your unique referral link Using coupon/discount websites to promote your unique referral link Using Google Adwords or similar services to gain traffic to a unique referral link Using internet marketing techniques to promote your unique referral link
Users are strictly prohibited from sharing their unique referral link alongside any form of Litter-Robot official communications, including, but not limited to, all social media channels and profiles maintained by the Litter-Robot brand. Spam Email - Any distribution of your unique referral link by means of bulk email and/or means that would be considered unsolicited, commercial, or spam email, under any applicable law or regulation, is strictly prohibited. Unauthorized Language Using language, outside of the provided and approved promotional language, that describes receiving a discount (coupon, discount, promo, promotional, promo code), to promote and/or share your referral link is strictly prohibited. Any content used in User YouTube descriptions, Social Profiles, websites, blogs, etc., that include these terms must be edited to reflect this rule or risk being terminated from the Referral Program. Authorized Language Iterations of $25 off and Save $25 may be used to promote and/or share your referral link. Examples $25 off your purchase of a Litter-Robot! [your affiliate link] Save $25 on the new Litter-Robot Open Air here: [link] Love the Litter-Robot? Get $25 off at [link] Get $25 off a new Litter-Robot at [link] Apply $25 off through this link: [link] Changes to Program AutoPets reserves the right to cancel the Referral Program or change these at any time in its sole discretion. Any unclaimed referral Rewards will be forfeited at that time. Assumption of Risk; Indemnification You knowingly and freely assume all risk when using the Referral Program. You, on behalf of yourself, your personal representatives, and your heirs, voluntarily agree to release, waive, discharge, hold harmless, defend, and indemnify AutoPets and its stockholders, officers, directors, employees, agents, affiliates, consultants, representatives, sublicensees, successors, and assigns (collectively, the "Company Parties") from any and all claims, actions, or losses for bodily injury, property damage, wrongful death, emotional distress, loss of privacy, or other damages or harm, whether to you or to third parties, including without limitation, reasonable attorneys fees and costs of litigation (each, a Claim), that may result from your participation in the Referral Program The indemnified Company Parties each have the individual right, but not the obligation, to participate through counsel of their choice in any defense by you of any Claim as to which you are required to defend, indemnify, or hold harmless any, each, and/or all Indemnitees. You may not settle any Claim without the prior written consent of the concerned Company Parties.
No Warranties. AutoPets, on behalf of itself and its licensors and suppliers, expressly disclaims any and all warranties, express or implied, regarding the Referral Program, arising by operation of law or otherwise, including without limitation any and all implied warranties of merchantability, fitness for a particular purpose, non-infringement, no encumbrance, or title, in addition to any warranties arising from a course of dealing, usage, or trade practice. AutoPets makes no guarantees or promises of the likelihood of success of the Referral Program or any expectation of Rewards. AutoPets shall not be liable for any indirect, incidental, special, consequential, or punitive damages (including without limitation damages for lost profits or lost revenues), whether caused by the acts or omissions of AutoPets, Company Parties, or AutoPets users, or their agents or representatives. Dispute Resolution; Binding Arbitration; Restriction on Joinder; Venue If you and AutoPets cannot resolve a Claim through negotiations, either party may elect to have the Claim finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other(s). You acknowledge that without this provision, you would have the right to sue in court with a jury trial or to participate in a class action. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA"), as modified by this Agreement, available at the AAA website www.adr.org or by calling the AAA at 1-800-778-7879. Except as otherwise provided for in this Agreement, AutoPets will pay the AAA filing, administration, and arbitrator fees. If, however, the arbitrator finds that either the substance of your claim or the relief sought is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then you will pay the arbitrator fees, in addition to any amount that exceeds the filing fees. In that case, you also agree to reimburse AutoPets for all payments disbursed that are your obligation to reimburse under the AAA Rules. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to resolve, except that issues relating to the enforceability of the arbitration provision are for a Court of Competent Jurisdiction to resolve. The arbitration may be conducted in person, through document submission, through telephone, or online. The arbitrator will issue a decision in writing, but need only provide a statement of reasons if requested by a party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. AutoPets may litigate to compel arbitration in court, to stay proceedings pending arbitration, or to modify, confirm, vacate, or enter judgment on the award entered by the arbitrator. The arbitrator shall award costs to the prevailing party (including, without limitation, fees, expenses, and reasonable attorneys' fees) at any time during the proceeding and upon request from either party, within 14 days of the arbitrator's ruling on the merits. You and AutoPets agree that any arbitration shall be limited to each Claim individually. You and AutoPets agree that each may only bring Claims against the other in your or AutoPets's individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
This agreement to arbitrate will not preclude you or AutoPets from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration, or confirm an arbitral award, from a Court of Competent Jurisdiction, as defined below. This Agreement, including without limitation this Agreement's interpretation, shall be treated as though this Agreement were executed and performed in the State of Michigan, and shall be governed by and construed in accordance with the laws of the State of Michigan without regard to its conflict of law principles. "Court of Competent Jurisdiction" means any federal or state court: (1) that has jurisdiction over the subject matter; and (2) that is located in the State of Michigan. Any action, motion, or petition arising out of this Agreement which is brought in a court of law, as opposed to arbitration, shall be brought exclusively within a Court of Competent Jurisdiction, and you and AutoPets each submit to the personal jurisdiction thereof and extraterritorial service of process. Termination Without limiting any other provision of these, AutoPets reserves the right to, at any time, terminate the account(s) of any active User and/or referred customer and to cancel all related Rewards and request proper payment should AutoPets determine, in its sole and absolute discretion, that User has tampered with the Litter-Robot Referral Program or used or attempted to use the program in an abusive, unethical, unsportsmanlike or otherwise questionable or suspicious manner or User has breached these Terms & Conditions or engaged in fraud, dishonesty, or any other misconduct that causes harm to AutoPets (collectively, Fraud ). If AutoPets determines that User has engaged in Fraud, the User will forfeit its entire reward for its account and will be terminated immediately.