OpenPhone Referral Program Terms and Conditions

These Referral Program Terms (“Referral Terms”) set out your rights and responsibilities when you participate in OpenPhone Technologies, Inc.’s (“OpenPhone,” “we,” “us”) referral program (the “Program”) and shall apply to each party’s rights and responsibilities in relation to the Program.

The Program allows OpenPhone users (“User,” “you,” “your”) to earn promotional Visa gift cards (“Gift Cards”) by referring friends to become new paying customers of OpenPhone. To participate in the Program as a referring User or referred User, you must agree to these Referral Terms, which are hereby incorporated into OpenPhone’s Terms of Service (the “Terms”). Capitalized terms not defined herein will have the same meaning given to them in the Terms.

We reserve the right to update and change the Referral Terms and/or the Program at any time. Any amendments, modifications, enhancements or changes to the Program shall be subject to these Referral Terms. Continued participation in the Program after any such changes shall constitute your consent to such changes.

Any willful violation or breach of these Referral Terms or the Terms by either a referring User or a referred User may result in termination or suspension of you and/or your referred User’s rights to participate in the Program and forfeiture of any outstanding Gift Cards, including unused balances, earned during the violation (after reasonable notice to cure such violation or breach).

For the avoidance of doubt, if there is a breach of the Referral Terms or the Terms at any time by a referring User or its referred User, neither the referring User nor the referred User will be eligible to receive a Gift Card and OpenPhone reserves the right to terminate both Users’ participation in the Program.  

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How to Earn Gift Cards

Referring Users can earn Gift Cards if: (i) a referred User clicks on your referral link to create a valid OpenPhone account that complies with our Terms; and (ii) the referred User purchases a Qualifying Subscription (defined below).

A “Qualifying Subscription” is a paid subscription with OpenPhone that is active and in good standing (including without breach of the Terms) for three (3) consecutive months, and purchased at list price for OpenPhone’s services. The Qualifying Subscription must be paid for via the OpenPhone platform, and the referred User must be a paid subscriber for three (3) consecutive months before the referring User can receive a Gift Card. A subscription will not be considered a Qualifying Reservation if the subscription is cancelled at any time within the first three months following the initial subscription start date.

The referring User must have an active OpenPhone account in order to be credited with a $50 Gift Card thirty (30) days after the Qualifying Subscription is verified by OpenPhone, in OpenPhone’s sole discretion.

The Qualifying Subscription may not be used in combination with any other OpenPhone offers to either the referring User or their referred User.

The maximum total value of Gift Cards that can be earned per User per month will be $250 USD total, unless indicated otherwise with express written approval from OpenPhone.

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Receiving Gift Cards

Once earned, Gift Cards will be sent to the User’s email associated with their OpenPhone account. Gift Cards must be used within six (6) months of the date they are issued, after which they will expire. Gift Cards may not be earned by creating multiple OpenPhone Accounts. If for any reason you believe that there is a discrepancy regarding your balance of Gift Cards, please contact us. OpenPhone may require you to submit additional information in order to make a determination regarding your balance. All decisions regarding your Gift Cards and any Gift Card balances will be final and at OpenPhone’s sole discretion. You are responsible for any tax consequences, if any, that may result from your redemption or use of Gift Cards. Where applicable, OpenPhone may be required to account for VAT on any services for which the Gift Cards are redeemed.

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Sharing Referral Links

You may only use and share referral links for personal and non-commercial purposes. Referral links should not be published or distributed on commercial websites (such as coupon websites, Reddit, or Wikipedia) or on blogs. Users are prohibited from “spamming” anyone with referral links or invitations. This includes mass emailing, texting or messaging people you do not know or using automated systems or bots through any channel to distribute your referral link. Users are also prohibited from paying to advertise their referral links.

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Referred Users

Referred Users who have signed up using a valid referral link and purchased a Qualifying Subscription will also receive credit in the form of a $20 Gift Card. Gift Cards may not be transferred to another person, exchanged for cash, or combined with other OpenPhone referral programs or incentives. OpenPhone reserves the right to any remedy, including cancellation of your or a referred User’s account, Gift Cards or reservations, if fraud, tampering, violations of these Referral Terms or OpenPhone’s Terms, or technical errors are suspected.

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Multiple Referrals

A referred User may only use one referral link. If a referred User receives referral links from multiple Users, only the User associated with the referral link actually used by the referred User will receive a Gift Card.

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Term; Termination and Changes

The term of a User’s participation in the Program will begin on the date you share your first referral link (in the case of referring Users) or the date a referred User first clicks a referral link (in the case of referred Users) and end when either party notifies the other party that these Referral Terms are terminated. OpenPhone may suspend or terminate the Program, these Referral Terms or a User’s ability to participate in the Program at any time for any reason. Notice by e-mail, to your address on our records, is considered sufficient notice to terminate your participation in the Program.

We reserve the right to suspend accounts if we notice any activity that we believe is abusive, fraudulent, or in violation of these Referral Terms or OpenPhone’s Terms. We reserve the right to review and investigate all referral activities and to suspend accounts or modify referrals in our sole discretion as deemed fair and appropriate.

Upon the termination of your participation in the Program for any reason, you will cease use and sharing of all OpenPhone referral links and all our images and other materials provided under the Program within five (5) business days.

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Updates to the Terms

We can update these terms at any time without prior notice. If we modify these terms, we will post the modification on the openphone.com website, applications, or services, which are effective upon posting. Continued participation in the Program after any modification shall constitute consent to such modification.

Relationship of Parties

 You and we are independent contractors, and nothing in these Referral Terms will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. Neither party will have authority to make or accept any offers or representations on the other party’s behalf. Neither party will make any statement, whether on the site or otherwise, that reasonably would contradict anything in these Referral Terms.

Limitations of Liability

 To the maximum extent permitted under applicable law, neither OpenPhone nor its suppliers, or licensors will be liable with respect to any subject matter of these Referral Terms, under any contract, negligence, strict liability or other legal or equitable theory for (a) any indirect, incidental, exemplary, special, reliance or consequential damages including but not limited to loss of profits, or (b) the aggregate fees paid to you by OpenPhone under these Referral Terms in the twelve (12) months prior to the date on which the claim arose. These limitations shall apply even if you were advised of the possibility of such damages and notwithstanding the failure of the essential purpose of any limited remedy.

Notice

 All notices given by you to us must be given in writing to OpenPhone at [email protected]. We may give notice to you at the e-mail address you provided to us when registering. Notice in such form will be deemed received and properly served 24 hours after an e-mail is sent. In proving the service of any notice, it will be sufficient to prove in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

Events Outside Our Control

 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations hereunder that is caused by events outside our reasonable control (a “Force Majeure Event”).

A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:

(a) fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;

(b) impossibility of the use of public or private telecommunications networks; and

(c) the acts, decrees, legislation, regulations or restrictions of any government.

Our performance will be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under these Referral Terms may be performed despite the Force Majeure Event.  If we determine (in our sole discretion) that a Force Majeure Event cannot be abated to our satisfaction, we reserve the right to terminate these Referral Terms for convenience upon notice to you.

Warranty and Disclaimer

 You and we each represent and warrant that (a) it has the full right, power and authority to execute these Referral Terms and perform its obligations hereunder, and (b) its performance hereunder will not conflict with any obligation it has to any third party. Except as expressly set forth in this section, OpenPhone and its licensors and suppliers hereby disclaim all representations and warranties, express or implied, with respect to any subject matter of these Referral Terms, including without limitation,  all implied warranties of merchantability, fitness for a particular purpose or non-infringement.

Waiver

 If we fail, at any time to insist upon strict performance of any of your obligations under these Referral Terms, or if we fail to exercise any of the rights or remedies to which we are entitled hereunder, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.

A waiver by us of any default shall not constitute a waiver of any subsequent default.

No waiver by us of any of these Referral Terms shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.

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Severability

If any provision in these Referral Terms are held to be invalid, void, or unenforceable, such provision (or the part of it that is making it invalid, void or unenforceable) will be struck and not affect the validity of and enforceability of the remaining provisions.

Entire Agreement

 These Referral Terms and any document expressly referred to in it represents the entire agreement between us in relation to your participation in the Program.

We each acknowledge that, in entering into these Referral Terms, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to entering into these Referral Terms except as expressly stated herein.

Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date we entered into these Referral Terms (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in these Referral Terms.

Miscellaneous

 You may not assign, transfer, or sublicense any obligations or benefit under these Referral Terms without our express written consent given in our sole discretion.  We may freely assign, delegate and transfer these Referral Terms and our rights and obligations hereunder. The parties agree that this Agreement shall be governed by the laws of the State of California as it applies to contracts entered and performed entirely within that state by two of its residents.