‍Terms and Conditions for 

Rain’s Referral Program (Ambassador III)

I. About this Referral Program

(1) Rain Technologies Inc. is offering this Referral Program so that, if you are selected as an “Ambassador” (as defined below), you can earn a reward if both you and your co-worker satisfy the requirements of these Terms and Conditions (the “Referral Terms”).  Please carefully review the Referral Terms before you decide whether to participate in the Referral Program.  From time to time, Rain might provide two or more different Referral Programs, including during overlapping time periods, and the Referral Terms may vary for each Referral Program.  Thus, even if you previously participated in one of Rain’s Referral Programs, the Referral Terms of this Referral Program may vary. 

(2) Deadline for Participation:  

The earlier of: (i) October 31, 2023 (Midnight (Pacific Time); or

(ii) the date that Rain reaches the overall Cap (as defined below) on the payments that will be made under this Referral Program.  

That means that if you and your co-worker do not take the steps required by the deadline, you (as the Ambassador) may not be eligible for a Reward under this Referral Program.  

PLEASE NOTE: Under this Referral Program, the Co-Worker is not eligible to receive a Referral Reward. 

(3) Rain’s Rights to Change the Referral Terms:  At any time prior to the time that you and your co-worker take steps to participate in the Referral Program, Rain may change certain provisions of the Referral Terms, so long as the change made does not adversely restrict the rights that you may have as a result of participating in this Referral Program.  Please review the Referral Terms each time you elect to participate in the Referral Program.  

II. Definitions

Ambassador means the individual who Rain selects to participate in this Referral Program as the Referring Person (as defined herein) based on Rain’s determination, in its sole discretion, that the individual would fairly represent the Services to one or more Co-Workers. 

Co-Worker means the individual who: (i) is selected solely at the discretion of the Referring Person, (ii) at the time that the individual seeks to use the Rain App for the Services (e.g., after being selected by the Referring Person), does not have an account with Rain for the Services; and (iii) at the time that the individual seeks to use the Rain App for the Services is eligible for using the Services.  Except as Rain otherwise may determine, in its sole discretion, eligibility for the Services depends on whether the individual is employed by an employer-entity that is a customer of Rain.  (If the individual works for an employer-entity that is not a Rain customer, then that individual may not be eligible to be a “Co-Worker” for the Referral Program.)

Rain App means the Rain mobile application.

Referral means the action by the Referring Person to introduce the Co-Worker to the Services.

Referral Code means the unique code, hyperlink, or other technical mechanism provided by Rain to the Referring Person which is designed solely for the Referring Person to provide to one or more Co-Workers for use in the Referral Program.     

Referral Page means the button or screen on the Rain App which Rain uses to enable the Referring Person to participate in the Referral Program or otherwise use the Referral Code.  

Referral Reward is the generic term for the reward which is delivered to either Referring Person (or Co-Worker, as the case may be).  The nature or value of the Referral Reward may vary, such as one type for a Referring Person and a distinctive type for the Co-Worker (including within the same Referral Program).  Depending on the specific terms, a Referral Program may not provide for any Referral Reward for the Co-Worker (i.e., may provide for one or more Referral Rewards exclusively to the Referring Person.)  Section (3) of Article IV of these Referral Terms describes the particular Referral Reward(s) involved in this Referral Program.   

Referral Terms means these Terms and Conditions, including updates and amendments.  

Referring Person means the individual who: (i) currently uses the Rain App and has an account with Rain for the Services; (ii) is selected by Rain as the Ambassador, and (iii) provides the Referral Code to the Co-Worker.  

Referring Person Reward is the Referral Reward that the Referring Person may receive.  

Services means the products and services provided by Rain, which products and services are subject to the then-current Terms of Services and other related contracts between (i) Rain and Referring Person and (ii) Rain and Co-Worker, as the case may be.     

We (or “our” or “Rain”) means Rain Technologies Inc., with its office located at: 

209 10th Ave S

Ste 160
Nashville TN 37203-0702

Rain’s email address is:  care@rain.us  

You (or “your”) means the Referring Person.  

III. Eligibility

(1) You.  You are eligible for this Referral Program if you: (i) are selected by Rain to be an Ambassador; and (ii)(A) have access to the Referral Page submission form or similar  functionality of the Rain App or (B) receive a promotion from Rain via email, to the email address that you have linked to your use of the Rain App.  If you do not satisfy both of clause (i) and (ii) in this subsection, you are not eligible for this Referral Program.  

(2) Co-Worker.  The Co-Worker is the individual who is selected by the Ambassador, and the Co-Worker may (or may not) have an account with Rain for the Services.   IMPORTANT INFORMATION:  Each Co-Worker must be an individual who, at the time the individual seeks to use the Rain App for the Services pursuant to the Referral, is eligible for using the Services.  Eligibility for the Services depends on whether the individual is employed by an employer that is a customer of Rain.  For example, if you work for two employers—i.e., “Employer (1)” and “Employer (2)”—and you are allowed to use the Rain App through your work only with Employer (1), then another individual who works with Employer (1) may be your “Co-Worker” for the purposes of this Referral Program.  An individual who works with you at Employer (2) may not be eligible for this Referral Program because that individual is not employed by an employer-entity that is a customer of Rain.   

(3)  Rain Employees or Contractors Not Eligible.  Any individual who is an employee of Rain, contractor of Rain, or employee or contractor of any affiliate of Rain, is not eligible for any Referral Program.  

IV. The Referral Program

(1) How It Works. 

(i)  Under this Referral Program ending on the deadline date as defined herein, only the Ambassador is eligible to receive a Referral Reward.  To participate, the Ambassador must submit to Rain a photograph (the “Rain Selfie”) that shows: (A) the Ambassador themself posing with (B) two or more Co-Workers, and (C) all of whom are posing with the display of the home screen of the Rain App.  After each the Ambassador submits the Rain Selfie with the Co-Workers, Rain will credit the Ambassador’s with the amount of the Referral Reward.  Please allow two (2) to three (3) weeks for delivery, though in most cases the Referral Reward will be made available within a few days after the Ambassador uses the Rain App to qualify for this Referral Program.  

(ii) [Reserved.] .  

(iii) Rain Selfie Is Feedback.  Under the Terms of Service, which is the agreement between You and Rain that governs Your use of the Rain App, the submission of the Rain Selfie constitutes “Feedback” that You submit via the Rain App.  This means that, by submitting the Rain Selfie, you (as the Ambassador) and each Co-Worker that is using the Rain App for the purposes of this Referral Program are granting to Rain your respective rights to the Rain Selfie.  By submitting the Rain Selfie, you and each Co-Worker are providing Feedback to Rain, and, in doing so, granting to Rain a perpetual, non-exclusive, worldwide, royalty-free, fully paid-up, irrevocable, sublicensable and transferable license to use such Feedback for any purpose. 

(2) Limits.   

(i) You.  (A) Referral Program Limit.  The Ambassador may submit only one Rain Selfie and is permitted to earn only one (1) Referral Reward via this Referral Program.  Rain may restrict the number or amounts of each or all of the Referral Rewards; in addition, in each calendar year, the aggregate fair market value of Referral Rewards to you may not exceed $500.00.  Please note: Any Co-Worker Referral Reward that you receive (i.e., when you previously were a Co-Worker) will count towards the annual limit of $500.00.   

(ii) This Referral Program.  For this Referral Program (“Ambassador III 2023”), there is no Co-Worker Reward.   

(iii) The Referral Rewards.   In this Referral Program

(A) The Referring Person Reward: $10.00.  

(B) The Co-Worker Reward: [Reserved.] 

(iv) Referral Program Limit.   The overall Cap on the amount of the Referral Rewards is $2,500.00.  This means that this Referral Program shall permit up to only 250 Ambassadors to earn one (1) Referral Reward.  For the purpose of subsection (2) of Section (I), which provides the deadline for this Referral Program, the date on which the Cap is reached is the date that Rain receives the last Rain Selfie from the potential pool of the 250 Ambassadors.      

V. Miscellaneous   

(1) Termination.  Rain may, acting in its sole discretion, suspend or terminate the Referral Program(s) at any time.  The Referral Program terminates on the date of the deadline stated in the Referral Terms or on the date that Rain otherwise specifies, whichever is earlier.  

(2) Taxes.  The value of any Referral Reward may result in miscellaneous income received from Rain under applicable law.  You (and each Co-Worker, as the case may be) are individually responsible for any tax liability or for filing any tax forms related to participation in the Referral Program.  Please consult your tax advisor (not Rain) if you have any questions about how your participation in the Referral Program could affect your taxes.

(3) Dispute Resolution and Notices.  The Referral Program is governed by the Terms of Service that apply to your use of the Rain App and of the Services.  This means that, in the event of any dispute between you and Rain or between a Co-Worker and Rain, the terms or conditions of the Referral Terms will be applied under the applicable provisions of the Terms of Service.  Please note:  The Terms of Service contain an “Arbitrary Section” which requires you and Rain (as well as Rain and any Co-Worker who agrees to the Terms of Service when opening an account for the Services) to resolve any dispute by mandatory arbitration.