External Referral Program Terms & Conditions

1. Program Overview

1.1 THE PROGRAM. PetHero, Inc. and Sploot IL PLLC d/b/a Sploot Veterinary Care ("Sploot," "we," or "us") offers the External Referral Program (the "Program") to pay eligible individuals ("Referrers") who refer qualified candidates ("Candidates") who are hired into eligible positions at Sploot.

1.2 ACCEPTANCE. These Terms, including Exhibit A, are an offer by Sploot. You accept them by checking the acceptance box on the referral form and submitting a referral, and you agree that doing so is your electronic signature. If you do not agree, do not submit a referral.

1.3 NO GUARANTEE. Participation in the Program does not constitute a contract of employment, an offer of employment, or a promise that any Candidate will be interviewed, hired, or kept on. All hiring and employment decisions are made solely by Sploot.

1.4 EFFECTIVE DATE. These Terms take effect on October 6, 2026 and apply to referrals Sploot receives on or after that date. Referrals received earlier are governed by the terms in effect when received.

2. Who Can Refer

2.1 REQUIREMENTS. To be a Referrer, you must, at the time you submit the referral and when each installment is paid:

• be at least 18 years old;
• be a U.S. citizen or U.S. resident for tax purposes with a valid Social Security Number or Individual Taxpayer Identification Number; and
• not be a person with whom U.S. law bars Sploot from doing business, including anyone on a U.S. government sanctions list.

2.2 EXCLUSIONS. The following individuals are not eligible to be a Referrer under this Program:

• Current Sploot employees, who should use the internal employee referral program instead;
• Staffing agencies, recruiters, search firms, and anyone paid to place candidates, whether acting alone or for a firm;
• Anyone involved in the hiring decision for the position referred, and their spouses, domestic partners, and household members;
• Anyone who refers themselves, directly or through another person.

2.3 CONFLICTS OF INTEREST. You are responsible for ensuring that taking part in the Program and accepting an incentive does not violate any of your current or past employers' policies, any agreement you have signed (including a non-solicitation agreement), any professional or ethics rule that applies to you, or any applicable law.
Government employees and faculty, staff, or students of veterinary schools must confirm with their institution before taking part. Sploot may decline to pay any Referrer whose participation would create a conflict of interest or break any of these rules.

3. Eligible Positions and Candidates

3.1 ELIGIBLE POSITIONS. Only positions listed in Exhibit A, or marked as referral-eligible in the job posting, qualify. Sploot may add or remove eligible positions at any time. Removing a position does not affect a referral for it that Sploot already received. Unless Exhibit A states otherwise, eligible positions are regular full-time or part-time roles of at least thirty (30) scheduled hours per week.

3.2 ELIGIBLE CANDIDATES. A referral qualifies only if, on the date Sploot receives it, the Candidate meets all of the following criteria:

• is not a current Sploot employee, contractor, or temporary worker, and has not worked for Sploot in the last twelve (12) months;
• is not your spouse, domestic partner, or household member;
• did not join Sploot, and is not expected to join Sploot, through Sploot's acquisition of, merger with, or management of a practice or business where the Candidate works or worked within the six (6) before your referral.

3.3 LICENSING. By their start date, the Candidate must be legally authorized to work in the United States and hold every license and registration the position requires in the state where they will work. The Candidate must also complete Sploot's standard pre-employment requirements.

3.4 FAIR EVALUATION. Sploot evaluates every Candidate through its normal hiring process, under the same standards it applies to all applicants and without regard to the Program. Being referred gives a Candidate no advantage or preference. Sploot may use automated tools, including artificial intelligence, to process referrals and support its hiring process, as permitted by law. All hiring decisions are made by people at Sploot.

4. Making a Referral

4.1 HOW TO SUBMIT. Referrals must be submitted through the referral form at careers.splootvets.com/referral. Referrals made any other way, including verbally or through social media, do not qualify.

4.2 REQUIRED INFORMATION. Each referral must include your full name and valid contact information, the Candidate's full name and valid contact information, and the position or location of interest. Do not include the Candidate's Social Security Number, date of birth, health information, or other sensitive personal information.

4.3 CANDIDATE CONSENT. Before you submit, you must have the Candidate's permission to share their contact information with Sploot and to tell Sploot that you referred them. By submitting, you confirm that you have this consent. Sploot may contact the Candidate to confirm the referral, and may reject it if the Candidate does not confirm.

4.4 REFERRAL PERIOD. A referral stays valid for twelve (12) months from the date Sploot receives it. No incentive is owed if the Candidate accepts an offer after that period.

4.5 DUPLICATE REFERRALS. If more than one person refers the same Candidate, only the first complete, qualifying referral Sploot receives counts. Sploot will rely on the timestamp in its referral system, applied in good faith.

4.6 REJECTED REFERRALS. Sploot may reject any referral that is incomplete, duplicative, fraudulent, or made in bad faith, and may disqualify a Referrer who breaks these Terms.

5. Referrer Conduct and Equal Opportunity

5.1 EQUAL OPPORTUNITY. Sploot is an equal opportunity employer. It makes hiring decisions without regard to race, color, religion, sex (including pregnancy, sexual orientation, and gender identity), national origin, age, disability, genetic information, veteran status, or any other characteristic protected by law.

5.2 NO DISCRIMINATORY REFERRALS. No Referrer may choose, screen, encourage, or discourage Candidates based on any characteristic listed in Section 5.1.

5.3 PROHIBITED CONDUCT. Referrers may not:

• send bulk or unsolicited messages, texts, or calls to promote the Program, or contact anyone in a way that violates anti-spam or telemarketing laws;
• use automated tools, bots, or artificial intelligence to find, contact, or submit Candidates in bulk, or to generate referrals for people you do not personally know;
• use Sploot's name, logos, or trademarks, or post Sploot job ads, except by sharing Sploot's own posting links;
• share, split, or promise any part of an incentive to the Candidate or anyone else;
• make any statement or promise to a Candidate about pay, benefits, schedule, or likelihood of being hired;
• submit false, misleading, or duplicate information, or refer someone without their permission; or
• use information obtained in breach of a duty to Referrer's employer or anyone else.

5.4 NO CLIENT OR PATIENT REFERRALS. This Program pays only for referrals of job candidates. Sploot does not pay, and you may not request or accept, anything of value for referring clients, patients, or business to Sploot, or tied to any purchase or prescription.

5.5 CONFIDENTIALITY. You must keep confidential any non-public information Sploot shares with you through the Program, including unposted openings, pay or incentive details beyond what is posted, and anything Sploot tells you about a Candidate's status. You may use this information only to take part in the Program.

6. The Incentive

6.1 AMOUNT. The incentive for a qualifying referral is the amount listed for that position in Exhibit A, or stated in the job posting, on the date Sploot receives the referral. A later increase or decrease does not apply to a referral already received.

6.2 CONDITIONS. An installment is earned only when all of the following are true:

1. The referral meets all criteria outlined in Sections 2 through 5;
2. The Candidate both accepts a written offer and starts work in an eligible position within the period in Section 4.4;
3. The Candidate is still employed by Sploot on the date of that installment's milestone in Exhibit A, except as Section 6.3 provides below, and;
4. Sploot has received Referrer's completed IRS Form W-9 and any other payment-related information it reasonably requests.

6.3 CANDIDATE SEPARATION FROM SPLOOT. If the Candidate resigns, or Sploot ends Candidate's employment, with or without Cause, prior to a milestone, that installment and any later installments are considered not earned. "Cause" means misconduct, violation of Sploot policy or law, loss of a required license, or failure to meet the job's documented performance standards, as Sploot reasonably determines in good faith.

6.4 PAYMENT TIMING. Sploot will pay each earned installment within thirty (30) days of the later of the related milestone or receipt of all required payment information from Referrer.

6.5 LIMITATIONS. Only one incentive is paid per Candidate, no matter how many positions or Referrers are involved. Exhibit A may set an annual cap on the total amount, and the number of paid referrals, for one Referrer, measured by payment date.

6.6 MISSING FORMS. If a Referrer fails to return the required forms or other payment information within ninety (90) days after Sploot first requests them in writing, the condition in Section 6.2(4) is considered not met and the installment is considered not earned.

6.7 RECOVERY. If Sploot pays an incentive because of fraud, error, or your breach of these Terms, you must repay it within thirty (30) days following Sploot's written request. Where the law allows, Sploot may offset the amount against any later incentive owed to you.

6.8 TRANSFERS AND STATUS CHANGES. If the Candidate moves to another eligible position or location, the incentive continues on its original schedule, at the amount fixed under Section 6.1. If the Candidate moves to a position that is not eligible, or their scheduled hours fall below the minimum in Section 3.1, prior to a milestone, that installment and later ones are not considered earned. Time on an approved leave of absence does not count toward a milestone.

7. Taxes and Payment

7.1 TAXABLE INCOME. Incentives are taxable income to you. Referrer is responsible for all taxes owed on incentive payments. Sploot does not provide tax advice.

7.2 REPORTING AND WITHHOLDING. Sploot will report payments to the IRS and to you on the information return the law requires. If you do not provide a correct taxpayer identification number, or if the IRS instructs Sploot to do so, Sploot will apply backup withholding at the rate the law requires. Sploot will also withhold any state tax the law requires.

7.3 IF YOU BECOME A SPLOOT EMPLOYEE. If you begin active employment with Sploot before an installment is paid, that installment and any later installments will be paid through payroll as wages, less required withholding.

7.4 METHOD. Sploot will pay by either direct deposit or check in U.S. dollars to the person named on Referrer's Form W-9. Referrers are responsible to keep all personal payment and contact details current at all times.

8. Privacy and Information

8.1 HOW INFORMATION IS USED. Sploot collects the information in your referral, your tax and payment details, and the Candidate's contact information in order to run the Program, evaluate the Candidate, pay incentives, meet tax and legal obligations, and prevent fraud. Sploot handles it under its Privacy Policy, which also explains any rights you or the Candidate have under state privacy laws.

8.2 WHAT IS SHARED. Sploot may tell any Candidate that they were referred and by whom, and may tell any Referrer whether the Candidate was hired and whether an installment was earned. Sploot will not share the Candidate's application, interview results, or reasons for any decision with Referrer.

8.3 SECURITY AND RETENTION. Sploot will protect taxpayer identification numbers and payment details with reasonable security measures and will keep them only as long as needed for tax, legal, and audit purposes.

9. General Terms

9.1 NO RELATIONSHIP. Taking part in the Program does not make Referrer an employee, agent, contractor, joint venturer, or partner of Sploot. Referrers may not speak for Sploot, make promises on its behalf, or represent themselves as a Sploot recruiter.

9.2 AT-WILL EMPLOYMENT. Nothing in these Terms changes the at-will nature of any Candidate or Referrer's future employment with Sploot, subject to applicable law.

9.3 CHANGES AND TERMINATION. Sploot may change, suspend, or end the Program, or change these Terms or Exhibit A, by posting the update at careers.splootvets.com/referral/terms with a new effective date. A change applies only to referrals received after it takes effect. Ending the Program does not affect any referral Sploot received before the end date, and Sploot will pay installments for it as they are earned.

9.4 SPLOOT'S DECISIONS. Sploot will make decisions about eligibility, qualification, Cause, and timing reasonably and in good faith. Those decisions are final unless reversed by Sploot, in its sole discretion.

9.5 YOUR RESPONSIBILITY. You will indemnify Sploot for any and all losses, including reasonable attorneys' fees, caused by your breach of the terms governing this Program, to the extent the law allows.

9.6 LIMITATION OF LIABILITY. To the extent the law allows, Sploot's total liability to you under the Program is limited to the unpaid incentive owed for your referral, and neither party is liable for indirect, incidental, or punitive damages.

9.7 NOTICES. Sploot may send notices to the email address you gave in your referral. You may send notices to recruiting@splootvets.com. A notice is received when sent, unless the sender learns it was not delivered.

9.8 DISPUTES. To the extent the law allows, any claim about the Program must be raised in writing within one (1) year after the milestone or event it concerns, or it is waived. This does not shorten any period that the law says cannot be shortened.
Before undertaking any legal action, you and Sploot will try in good faith for thirty (30) days to resolve the dispute, starting with a written notice describing the basis of the proposed action.
Either party may then bring a claim in small claims court or in the state or federal courts in Denver County, Colorado and both parties consent to that venue. To the extent the law allows, you and Sploot each knowingly and voluntarily waive any right to a jury trial in such an action.

9.9 RELEASE ON FINAL PAYMENT. When you accept the final installment for a referral, you release Sploot from any further claim to an incentive for that referral. The only exception is a claim that the amount paid was miscalculated, which you must raise in writing within thirty (30) days after payment.

9.10 GOVERNING LAW. These Terms are governed by the laws of the State of Colorado, without regard to its conflict-of-law rules. If a mandatory law where you live gives you greater rights, that law applies only to the extent required by law.

9.11 VOID WHERE PROHIBITED. The Program is void where prohibited or restricted by law. If any provision is found unenforceable, it will be enforced to the greatest extent allowed and the rest remains in effect.

9.12 ADDITIONAL TERMS. Sploot's failure to enforce a term is not a waiver of that term. Sploot may assign these Terms to an affiliate or successor. All terms in Sections 5.3, 5.5, 6.7, 7, 8, and 9 survive the end of the Program or your participation.

9.13 ENTIRE AGREEMENT. These Terms and Exhibit A constitute the entire agreement regarding the Program and replace any earlier statements about it, including by recruiters or employees. Questions should be directed to recruiting@splootvets.com.

9.14 ACKNOWLEDGEMENT AND ACCEPTANCE. By checking the acceptance box and submitting a referral, you confirm that:

• You have read and understood these Terms, including Exhibit A, the limitation of liability in Section 9.6 and the dispute terms in Section 9.8, including the time limit to raise a claim regarding the Program;
• You meet all requirements in Section 2 and have obtained the Candidate's consent under Section 4.3;
• You have been given reasonable time and opportunity to ask Sploot questions and to consult an advisor of your choice before agreeing;
• You are agreeing voluntarily and are not relying on any promise that is not in these Terms; and
• Each new referral you submit accepts the version of these Terms in effect on the date you submit it.

Exhibit A: Incentive Schedule

Exhibit A last updated on October 6, 2026.

Amounts below apply to referrals received on or after that date.

Position	Location	Total incentive (USD)	Installment 1
Associate Veterinarian (DVM)	All locations	$10,000	100% after 90 days employed
Clinic Medical Director (DVM)	All locations	$10,000	100% after 90 days employed

Annual Cap Per Referrer: No cap.