Gyro Republic (the “Company”) is excited to offer a Franchise Ambassador Program (the “Program”) designed to reward individuals who refer qualified candidates that become Gyro Republic franchisees. Participation in the Program is subject to the following Terms and Conditions:

1. Eligibility

   1. The Program is open to the general public, including current Gyro Republic franchisees and employees, unless otherwise restricted by law or internal company policy.

   2. Referrals must be submitted by individuals over the age of 18.

   3. Self-referrals are not permitted. The referred candidate must be a separate individual or entity.

   4. This Program is not available to employees directly involved in franchise development or sales decisions.

   5. Participation in this Program must comply with all applicable local, state, and federal laws.

2. Qualified Referrals

   1. To be considered a Qualified Referral, the referred candidate must:

      1. Be a new lead to Gyro Republic and not a current franchisee or individual who has previously inquired about the Company or is already in active discussions with the Company.

      2. Be submitted through a completed referral form via the official Gyro Republic Franchise Referral Form.

      3. Sign a Gyro Republic Franchise Agreement within 12 months of the date of referral submission.

      4. If a referral form is submitted with incomplete or inaccurate information, the Company reserves the right to reject the referral.

      5. Gyro Republic maintains sole discretion in determining whether a referral qualifies under these terms.

3. Referral Rewards

   1. Referrers will receive $2,500 upon the signing of the Franchise Agreement for the candidate’s first approved and awarded unit.

   2. If referral results in Multi-Unit Franchise Agreement, referrers will be awarded $2,500 for the first store and $1,000 per additional store.

   3. For Multi-Unit Franchise Agreements signed at the time of the initial agreement, referrers will receive $2,500 for the first unit and $1,000 for each additional unit included in the agreement. Future unit expansions are not eligible for additional referral payments.

   4. Only one referral reward will be granted per referred franchisee. In cases of duplicate referrals, the reward will be granted to the first fully completed referral form received by the Company.

4. Reward Payout

   1. Payment will be issued after the Franchise Agreement is fully executed and all initial fees have been received by Gyro Republic.

   2. Payments will be made via check or electronic payment to the referrer within 30 days of agreement execution.

   3. Referral rewards are considered taxable income, and a Form 1099 may be issued for rewards totaling $600 or more in a calendar year.

5. Limitations

   1. Each individual or entity may receive up to $25,000 in referral rewards per calendar year.

   2. If a referral would cause the total reward to exceed $25,000 in a calendar year, only the amount up to the annual limit will be paid out for that calendar year, with any remaining eligible reward deferred to the next calendar year, subject to continued Program availability.

   3. This Program may not be combined with any other promotional offer or incentive.

   4. The referral must be submitted before any contact between the referred party and Gyro Republic takes place. Referrals made after the candidate has contacted Gyro Republic directly will be ineligible.

   5. The Company reserves the right to verify the identity and eligibility of all referrers and referred candidates.

6. Program Modifications

   1. Gyro Republic reserves the right to modify, suspend, or terminate the Program at any time without prior notice.

   2. In the event of Program termination, all eligible referrals submitted prior to the termination date will be honored according to these Terms.

   3. The Company reserves the right to disqualify any referral or participant found to be in violation of these Terms or who attempts to manipulate or abuse the Program in any way.

7. Disputes

   1. Any disputes arising out of or relating to this Program shall be governed by the laws of the state in which Gyro Republic is headquartered.

   2. All disputes shall first be subject to good faith mediation between the parties. If the dispute is not resolved through mediation, it shall be submitted to binding arbitration in Houston, TX, in accordance with the rules of the American Arbitration Association.

   3. All decisions made by Gyro Republic regarding referral eligibility, reward issuance, and Program interpretation shall be final and binding.