Referral Credit Program Terms

Streamline. Unify. Scale.

Breakthrough Advancement LLC
An Arizona limited liability company · One South Church Ave, Suite 1200, Tucson, AZ 85701
Effective date: May 28, 2026 · Version: 1.0 · Counsel-reviewed

1. Introduction

These Referral Credit Program Terms (these “Terms”) govern participation in the Breakthrough Advancement Referral & Client Rewards Program (the “Program”). The Program rewards eligible BA clients for actions that help BA grow — including providing testimonials, case studies, social-media recommendations, and qualified referrals — by awarding service credits redeemable against BA’s professional services.

By participating in any Program action, you agree to these Terms, the BA Terms of Service and Privacy Policy, and any then-current Program-specific guidelines that BA publishes on its website or client portal.

2. Eligibility

2.1 Who can participate

Participation is open to current BA clients and former BA clients in good standing whose most recent engagement concluded within the prior twelve (12) months, in each case acting through an authorized representative of the client entity.

2.2 Who cannot participate

The following persons and entities are not eligible to earn Program credits: (i) any person referring themselves or their own entity; (ii) BA employees, contractors, owners, and officers; (iii) the spouse, domestic partner, parent, child, or sibling of any BA employee, contractor, owner, or officer; and (iv) any prospect or organization that, on the date the referral is submitted to BA, is already an active sales prospect of BA (defined as a prospect that, within the prior ninety (90) days, has (a) entered a BA proposal, (b) attended a BA discovery call, or (c) received a BA-issued Order Form, SOW, or written quote). BA’s determination of pipeline status is final.

2.3 Authorization

Each participant represents that they are authorized to provide content (testimonials, case studies, social-media posts) on behalf of their client organization and that the content reflects their honest opinion based on their actual experience with BA’s services.

3. Credits

3.1 Award structure

Credits are awarded for the actions and at the values published in BA’s then-current Program design document, which BA may update from time to time. As of the effective date of these Terms, the published values are:

3.2 Credit value

Each Credit has a face value of one hundred U.S. dollars ($100 USD) and is redeemable only as a line-item discount against eligible BA professional-services fees. Credits do not apply to third-party software licenses, subscription fees, hard costs, or pass-through expenses. BA may update the per-Credit face value prospectively on not less than thirty (30) days’ written notice; any change applies only to Credits awarded after the effective date of the change, and Credits already awarded retain the face value in effect on their award date.

3.3 Award timing

Credits are awarded after BA verifies the underlying action (for example, after a published review is confirmed, a testimonial is recorded and approved, or a referred client signs an Order Form and remits initial payment). BA may withhold or reverse a credit award if the underlying action is later removed, retracted, withdrawn, materially altered, or determined by BA to have been submitted in violation of these Terms.

3.4 Expiration

Each awarded credit expires twelve (12) months after the date of award. BA will use commercially reasonable efforts to provide an expiration warning at least sixty (60) days before a credit lapses. Expired credits have no value and are not reinstated.

3.5 Caps

BA may publish action-specific or aggregate caps from time to time (for example, one case study per client per calendar year; a quarterly soft ceiling on non-referral credit accumulation). The current caps are published in the Program design document.

4. Redemption

4.1 How to redeem

A client may apply available credits against an upcoming or in-progress engagement by submitting a written redemption request to consultations@breakthroughadvancement.com or through the BA client portal. BA will confirm credit availability and apply the credits as a line-item reduction on the next applicable invoice.

4.2 Non-transferable; no cash value

Credits are personal to the client entity to which they were awarded and are not transferable to any other person, entity, or affiliate without BA’s prior written consent (which BA may withhold in its sole discretion). Credits have no cash value, are not redeemable for cash, check, wire, or any other monetary instrument, and are not refundable. Upon termination of the underlying client relationship with BA, any unused credits are forfeited unless BA agrees otherwise in writing.

4.3 Order of application

Unless BA and the client agree otherwise in writing, credits are applied to the oldest open invoice first and within an invoice to the earliest-dated line items first.

4.4 No stacking against minimums

Credits do not offset BA’s universal 90-day subscription minimum or any non-cancelable subscription period set forth in an Order Form or SOW.

5. Tax treatment

5.1 No-tax-advice disclaimer

BA is not providing tax advice. Each participant is solely responsible for determining the tax treatment of credits in their own jurisdiction.

5.2 Rebate characterization

BA generally treats credits as a price rebate against future BA services and does not issue an IRS Form 1099 for credits unless the aggregate value awarded to a single recipient in a calendar year exceeds the then-current IRS reporting threshold (currently $600 for Form 1099-MISC reporting of certain prizes and awards) and BA determines, after consultation with counsel, that reporting is required. BA may issue a 1099 in any case where BA reasonably determines that reporting is required.

6. Compliance requirements for reviews, testimonials, and case studies

6.1 FTC disclosure

The Federal Trade Commission’s Endorsement Guides and the 2024 Reviews & Endorsements Rule require disclosure of material connections between a reviewer and the business being reviewed. Participants who post social-media recommendations, write reviews, give video testimonials, or contribute to case studies under this Program must disclose that they received or expect to receive credits from BA in exchange for or in connection with the content. BA will provide suggested disclosure language. Examples of clear and conspicuous disclosures include: hashtag tags such as #ad or #sponsored where platform conventions permit; plain-language statements such as “In exchange for service credits from Breakthrough Advancement,” “as a Breakthrough Advancement client receiving program rewards,” “[name] is a credited Breakthrough Advancement client,” or substantially similar language. The disclosure must appear at the start of the content (not buried at the end or in a comments thread) and must be in the same language as the underlying content.

6.2 Honest content

All Program content must reflect the participant’s honest opinion based on actual experience. BA does not pay for, and will not award credits for, content that is fabricated, materially misleading, copied from another source, or generated by AI without human review.

6.3 Compliance with platform rules

Each participant is responsible for complying with the rules of the platform on which content is posted (LinkedIn, G2, Capterra, Trustpilot, BA’s website, etc.), including any platform-specific incentivized-review restrictions.

6.4 Google reviews excluded

Google’s review policies prohibit offering incentives in exchange for reviews. No credit will be awarded for posting a review on Google. Clients are welcome to leave Google reviews voluntarily, but doing so will not generate Program credits.

7. Privacy and personal data

7.1 Use of name, likeness, and content

By submitting a testimonial, case study, video, recommendation, or other content under the Program, the participant grants BA a non-exclusive, royalty-free, worldwide license to use, reproduce, display, distribute, and create derivative works of the content for BA’s marketing, sales, training, and operational purposes, including on BA’s website, social-media channels, sales materials, and client communications. The participant retains ownership of the underlying content. Use of name, likeness, and recorded image/voice is governed by BA’s separate Consent & Release Form.

7.2 CCPA / state-privacy notice

Participation may involve collection and processing of personal information (name, business identity, voice and likeness in recordings, contact information for referred prospects). BA’s Privacy Policy describes the categories of personal information BA collects, the purposes for which BA uses that information, the recipients with whom BA may share it, and the rights available under the California Consumer Privacy Act and similar state laws. Participants may exercise applicable rights by contacting legal@breakthroughadvancement.com.

7.3 Referred-prospect data

When a participant submits a referral, the participant represents that they have the authority to share the prospect’s name and contact information with BA for the purpose of an introduction.

8. Program changes; termination

8.1 BA’s right to modify

BA reserves the right, in its sole discretion, to modify, suspend, or terminate the Program, change any credit values, change any tier names or thresholds, add or remove eligible actions, change caps, change expiration periods, or change these Terms at any time. BA will publish changes on the same web page as these Terms or in the client portal.

8.2 Honor of already-awarded credits

Credits that have already been awarded and recorded in a participant’s account as of the effective date of any Program change will be honored on the terms in effect at the time of award (subject to §3.4 expiration), unless BA is required by law to do otherwise.

8.3 Individual termination

BA may terminate any individual participant’s enrollment in the Program, void unredeemed credits, and recover already-applied credit value (as an invoiced amount) if BA determines that the participant has materially breached these Terms, including by submitting fraudulent, fabricated, misleading, or undisclosed-incentive content, by participating in the Program in violation of any applicable law or platform rule, or by violating §2.2 (Eligibility Exclusions).

9. Disclaimers; limitation of liability

9.1 Program offered “as is”

The Program is offered on an “as is” and “as available” basis. BA disclaims all warranties, express or implied, in connection with the Program, to the maximum extent permitted by law.

9.2 Limitation of liability

BA’s aggregate liability arising out of or relating to the Program is limited to the dollar value of credits awarded to the participant in the twelve (12) months preceding the claim. BA is not liable for any indirect, incidental, consequential, special, exemplary, or punitive damages.

9.3 No employment / no agency

Participation in the Program does not create any employment, agency, partnership, joint-venture, or franchise relationship between BA and the participant.

10. Disputes; governing law

10.1 Governing law

These Terms are governed by the laws of the State of Arizona, without regard to its conflict-of-laws principles.

10.2 Venue

The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Pima County, Arizona, for any dispute that proceeds to litigation.

10.3 Informal resolution first

Before initiating any action, the participant agrees to send a written description of the dispute to consultations@breakthroughadvancement.com and to negotiate in good faith for at least thirty (30) days to resolve the matter. This Section does not apply to claims for injunctive relief related to BA’s intellectual property or confidential information.

10.4 CCPA notice

Participation may involve disclosure of personal information as described in §7 and BA’s Privacy Policy.

11. General

11.1 No waiver

BA’s failure to enforce any provision of these Terms is not a waiver of that provision or any other provision.

11.2 Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.

11.3 Entire agreement

These Terms, together with the BA Terms of Service, Privacy Policy, Consent & Release Form (where applicable), and any then-current Program guidelines published by BA, constitute the entire agreement between the parties relating to the Program.

11.4 Contact

Questions about the Program or these Terms should be directed to consultations@breakthroughadvancement.com or to Breakthrough Advancement LLC, One South Church Ave, Suite 1200, Tucson, AZ 85701.

End of Referral Credit Program Terms — Version 1.0, effective May 28, 2026 — Counsel-Reviewed.

Not legal advice. This document has been reviewed and approved by counsel and is published by Breakthrough Advancement LLC effective May 28, 2026. Nothing in this document constitutes legal advice with respect to any particular set of facts; clients should consult their own counsel for advice on application to specific circumstances.

Breakthrough Advancement LLC · One South Church Ave, Suite 1200, Tucson, AZ 85701 · consultations@breakthroughadvancement.com · breakthroughadvancement.com