To participate in the Program, you must:

• Be currently on the Hover Pro Plan.

• Maintain continuous active status on the Pro Plan throughout the applicable spend accumulation period.

• Have a valid Hover account in good standing (i.e., no outstanding payment obligations or account violations).

You are NOT eligible to earn Credits under this Program if you are:

• On the Hover Starter Plan.

• On a Hover Enterprise Plan (except as set forth in Section 6 below).

• On a prior version of the Hover Pro Plan (a "legacy Pro Plan") and have not transitioned to the current Pro Plan launched on or around the Effective Date of these Terms.

3.1 Credit Threshold

For every $10,000 USD in Qualifying Spend (as defined in Section 3.2) accumulated while you are continuously on the Pro Plan, you will receive $1,000 USD in Credits deposited to your Hover account. There is no cap on the number of times you may earn Credits; Credits are issued each time you cross an additional $10,000 threshold.

3.2 Qualifying Spend

"Qualifying Spend" means amounts billed to and paid by you for Hover scans and uploads while you are continuously on the Pro Plan. The following do not count toward Qualifying Spend:

• Spend incurred while on the Hover Starter Plan.

• Spend incurred while on any Hover Enterprise Plan.

• Spend incurred while on a legacy Pro Plan or any predecessor plan.

• Amounts paid for subscription fees, add-ons, or services other than scans and uploads.

• Credits already applied to an invoice (Credits do not earn further Credits).

• Taxes, fees, or chargebacks.

3.3 Continuity Requirement

Qualifying Spend accumulates only during periods of your continuous enrollment on the Pro Plan. If you downgrade from the Pro Plan to the Starter Plan (or cancel your account), all previously accumulated but un-credited spend will be forfeited. If you subsequently re-enroll on the Pro Plan, spend accumulation begins anew from zero.

• Credits will be manually reviewed and deposited to your Hover account within four to six weeks of the date on which the applicable $10,000 Qualifying Spend threshold is reached.

• Hover will notify you via the email address associated with your account upon Credit issuance.

• Credits are denominated in USD and will be displayed as a balance in your Hover account.

• Hover reserves the right to withhold or reverse Credits if it determines, in its reasonable discretion, that the underlying spend was subject to refund, chargeback, fraud, or error.

5.1 Permitted Uses

Credits may only be applied toward the cost of Hover scans or uploads. Credits may not be used for:

• Subscription or plan fees.

• Add-on features or services outside of scans and uploads.

• Any third-party products or services.

5.2 Redemption Process

Credits will be automatically applied to eligible invoices at the time of billing, reducing the amount charged for qualifying scans and uploads. You may not selectively defer or withhold application of Credits.

5.3 Non-Transferable; No Cash Value

Credits have no cash value and may not be redeemed for cash, transferred, sold, gifted, or assigned to any other account or person. Credits are personal to you and do not constitute property.

5.4 Expiration

Credits expire twelve months from the date of issuance. Expired Credits are forfeited and will not be restored. Hover will use commercially reasonable efforts to notify you of Credits that are approaching expiration, but is not obligated to do so.

6.1 Downgrade to Starter Plan

If you downgrade from the Pro Plan to the Hover Starter Plan, any unused Credits in your account will be immediately forfeited. Hover is not obligated to provide any refund, substitute benefit, or compensation in lieu of forfeited Credits.

6.2 Upgrade to Enterprise Plan

If you transition from the Pro Plan to a Hover Enterprise Plan, any unused Credits that have already been issued and deposited to your account will be honored and may be applied against eligible charges under the Enterprise Plan, subject to these Terms. Credits will not be issued for Qualifying Spend that had accumulated but not yet reached the $10,000 threshold at the time of the transition.

6.3 Account Cancellation

Upon cancellation of your Hover account, all unused Credits are immediately forfeited and will not be refunded or redeemable in any form.

7.1 Modification

Hover reserves the right to modify these Terms, the Credit earning rate, or any other aspect of the Program at any time. Hover will provide you with at least thirty days' prior written notice (via email to the address on file) of any material modification that reduces the value of Credits or the rate at which Credits are earned.

7.2 Termination

Hover reserves the right to terminate the Program in its entirety. In the event of termination:

• Hover will provide you with at least ninety days' prior written notice of Program termination.

• Any Credits that have been issued and deposited to your account prior to the termination date will remain valid and may be redeemed for their permitted uses for a period of twelve months following the termination date, or until they otherwise expire pursuant to Section 5.4, whichever is earlier.

• Qualifying Spend accumulated but not yet reaching the applicable $10,000 threshold as of the termination date will be forfeited, and no Credits will be issued for such spend.

7.3 Suspension for Cause

Hover may immediately suspend or terminate your participation in the Program, and may forfeit all accrued Credits, if you: (a) violate these Terms or the Hover Terms of Use; (b) engage in fraudulent or abusive activity in connection with the Program; or (c) have an account that is terminated for cause.

8.1 No Guarantee of Availability

The Program is offered at Hover's discretion and does not create any contractual right to continued participation or Credit accumulation beyond what is expressly set forth in these Terms.

8.2 Taxes

You are solely responsible for any tax obligations arising from your receipt or redemption of Credits. Hover makes no representation regarding the tax treatment of Credits and recommends that you consult a qualified tax advisor.

8.3 Errors and Corrections

Hover reserves the right to correct any errors in Credit calculations or account balances, including recovering Credits that were issued in error. Hover will notify you of any such corrections.

8.4 Governing Law

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws principles, and are subject to the dispute resolution provisions of the Hover Terms of Use.

8.5 Entire Agreement

These Terms, together with the Hover Terms of Use and any applicable order form or agreement, constitute the entire agreement between Hover and you with respect to the Program. In the event of any conflict between these Terms and the Hover Terms of Use, these Terms will control with respect to the Program.

8.6 Contact

Questions about the Program or these Terms may be directed to: legal@hover.to

(a) Your Indemnification. You shall indemnify, defend, and hold harmless Hover and its officers, directors, employees, shareholders, agents, representatives, successors, and assigns (“Hover Indemnitees”) from and against any and all loss, claim, cost, judgment, liability, injury, damage, demand, action, or expense of any kind or character, including court costs and reasonable fees of attorneys and other professionals (“Losses”), arising from any claim, suit, action, or proceeding brought by a third party (“Third-Party Claims”) based on (i) a breach of these Terms by you, (ii) a violation of any applicable law by you, or (iii) your use of the Hover Platform in any manner not otherwise authorized under these Terms or that does not materially conform with the then-current usage instructions provided by Hover. If you are a Sponsor, you shall further indemnify, defend and hold harmless Hover and its Hover Indemnitees from and against any and all Losses arising from Third-Party Claims based on (1) the use of any of your Sponsor products and services, or (2) the use of any of your Sponsor Marks or User Data in accordance with these Terms.

(b) Hover Indemnification
(i) In General. Hover shall indemnify, defend, and hold harmless you and, if you are an organization or business entity, your officers, directors, employees, shareholders, agents, representatives, successors, and assigns, from and against any and all Third-Party Claims based on (1) Hover’s willful misconduct, or (2) a claim that the Hover Platform directly infringes or violates any patent, copyright, trademark, or other intellectual property right of a third party. Hover may, in its sole discretion in the event of an indemnifiable claim under this section 9(b)(i)(2), (A) seek to obtain through negotiation the right for you to continue using the Hover Platform; or (B) rework or replace the Hover Platform so as to make them non-infringing, as long as the reworked or replacement Hover Platform does not result in a material adverse change in the operational characteristics of the Hover Platform. If none of these alternatives is reasonably available in Hover’s sole discretion, Hover may terminate these Terms and the license granted herein. This section 9 sets forth your sole remedies and Hover’s sole liability and obligation for any actual, threatened, or alleged Third-Party Claims that the Hover Platform infringe, misappropriate, or otherwise violate any intellectual property rights of any third party.
(ii) Exceptions. Hover’s indemnity obligation shall not apply to the extent that the Third-Party Claim arises from (1) your unauthorized modification or use of the Hover Platform, including Hover Data; (2) your failure to use corrections or enhancements made available by Hover, after notice of the corrections or enhancements is provided to you, and to the extent that such corrections or enhancements would make the Hover Platform non-infringing; (3) use of the Hover Platform in excess of the rights granted in these Terms; (4) Hover’s creation of, or modifications to, the Hover Platform in compliance with specifications or instructions provided by you; or (5) User Data or Third-Party Products.

(c) Procedure. The indemnified party must promptly notify the indemnifying party of any indemnifiable loss or claim in writing. The indemnifying party may control the defense and settlement of the claim. The indemnifying party may not, without the indemnified party’s prior written consent, settle any claim regarding which indemnification is being sought hereunder unless such settlement (i) includes an unconditional release of the indemnified party from all liability arising out of such claim and (ii) does not contain any admission of wrongdoing by the indemnified party.