When you sign up to become a coach on the Optim platform, you agree to abide by these Coach Terms “Terms”. These Terms cover details about the aspects of the Optim platform relevant to coaches and are incorporated by reference into our Terms of Use, the general terms that govern your use of our Services.

As a coach, you are contracting directly with Optim Recruiting LLC (a California Limited Liability Company in the United States), regardless of whether another Optim subsidiary facilitates payments to you.

Coach Obligations

As a coach, you are responsible for all content you post, including articles, videos, course materials, samples, landing page content, and announcements “Submitted Content”.

You represent and warrant that:

• you will provide and maintain accurate account information;

• you own or have the necessary licenses, rights, consents, permissions, and authority to authorize Optim to use your Submitted Content as specified in these Terms of Use;

• your Submitted Content will not infringe or misappropriate any third party’s intellectual property rights;

• you have the required qualifications, credentials, and expertise (including education, training, knowledge, industry experience, and skill sets) to coach and offer the services that you offer through your Submitted Content and use of the Services; and

• you will ensure a quality of service that corresponds with the standards of your profession and career coaching services in general.

You warrant that you will not:

• post or provide any inappropriate, offensive, racist, hateful, sexist, false, misleading, incorrect, infringing, defamatory, or libelous content or information;

• post or transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, or any other form of solicitation (commercial or otherwise) through the Services to any user;

• use the Services for business other than providing coaching, resume writing, and instructional services to students and readers;

• engage in any activity that would require us to obtain licenses from or pay royalties to any third party, including the need to pay royalties for the public performance of musical work or sound recording;

• frame or embed the Services (such as to embed a free version of a course or free resume review) or otherwise circumvent the Services;

• impersonate another person or gain unauthorized access to another person’s account;

• interfere with or otherwise prevent other coaches from providing their services or content; or

• abuse Optim resources, including support services such as SEO and other support.

License to Optim

You grant Optim the rights detailed in the Terms of Use to offer, market, and otherwise exploit yoru Submitted Content. This includes the right to add captions or otherwise modify Submitted Content to ensure accessibility and brand uniformity. You also authorize Optim to sublicense these rights to your Submitted Content to third parties, including to students directly and through third parties such as resellers, distributors, affiliate sites, deal sites, and paid advertising on thrid-party platforms.

Unless otherwise agreed, you have the right to remove all or any portion of your Submitted Content from the Services at any time. Except as otherwise agreed, Optim’s right to sublicense the rights in this section will terminate with respect to new users 60 days after the Submitted Content’s removal. However, rights given to students before the Submitted Content’s removal will continue in accordance with the terms of those licenses (including any grants of lifetime access) and Optim’s right to use such Submitted Content for marketing purposes shall survive termination.

We may record and use all or any part of your Submitted Content for quality control and delivering, marketing, promoting, demonstrating, or operating the Services. You grant Optim permission to use your name, likeness, voice, and image in connection with offering, delivering, marketing, promoting, demonstrating, and selling the Services, your Submitted Content, or Optim’s content, and you waive any rights of privacy, publicity, or other rights of a similar nature, to the extent permissible under applicable law.

Trust & Safety

You agree to abide by Optim’s trust and safety policies, restricted topics policy, and other content quality standards or policies prescribed by Optim from time to time. You should check these policies periodically to ensure that you comply with any updates to them. You understand that your use of the Services is subject to Optim’s approval, which we may grant or deny at our sole discretion.

We reserve the right to remove content, suspend payouts, and/or ban coaches for any reason at any time, without prior notice, including in cases where:

• a coach or content does not comply. with our policies or legal terms (including these Terms of Use);

• content falls below our quality standards or has a negative impact on the student experience;

• a coach engages in behavior that might reflect unfavorably on Optim or bring Optim into public disrepute, contempt, scandal, or ridicule;

• a coach uses the Services in a way that constitutes unfair competition, such as promotion of their off-site business in a way that violates Optim’s polices; or

• as determined by Optim in its sole discretion.

Relationship to Other Users

Coaches do not have a direct contractual relationship with students or customers, so the only information you’ll receive about students/customers is what is provided to you through the Services. You agree that you will not use the data you receive for any purpose other than providing your services to those students/customers on the Optim platform, and that you won’t solicit additional personal data or store customers’ personal data outside the Optim platform. You agree to indemnify Optim against any claims arising from your use of student/customers’ personal data.

Coaches agree not to otherwise engage any student/customer to whom they are introduced via the Website other than directly through our Website. To the extent you breach the foregoing restriction, the applicable Coach shall be liable for any losses incurred by us as well as liquidated damages in the amount of $1,000 per breach, and Optim will have no obligations or liability whatsoever in respect to any such engagements.

Price Setting

When creating Submitted Content available for purchase on Optim, you will be prompted to select a base price “Base Price” for your Submitted Content from a list of available price tiers. Base prices must be equal to or less than your lowest advertised price on any other website. Optim automatically offers subscribers a 10% discount on your lowest advertised price online.

Alternatively, you may choose to offer your Submitted Content for free. As a coach, you will also be given the opportunity to participate in certain promotional programs under the terms of our Promotions Policy.

If you do not opt to participate in any Promotional Programs, we will list your Submitted Content for the Base Price or the closest local or mobile app equivalent (as detailed below). If you opt to participate in a Promotional Program, we may set a different discounted price or list price for your Submitted Content as described in the Promotions Policy.

When a student/customer purchases using a foreign currency, we will convert the relevant Base Price or Promotional Program price into the customer’s applicable currency using a system-wide foreign currency conversion rate set by Optim.

You give us permission to share your Submitted Content for free with our employees, with selected partners, and in cases where we need to restore access to accounts who have previously purchased your Submitted Content. You understand that you will not receive compensation in these cases.

Transaction Taxes

If a customer purchases a product or service in a country that requires Optim to remit national, state, or local sales and use taxes, value added taxes (VAT), or other similar transaction taxes “Transactions Taxes”, under applicable law, we will collect and remit those Transaction Taxes to the competent tax authorities for those sales. We may increase the sale price at our discretion when we determine such taxes may be due.

Promotional Programs

Optim offers several optional marketing programs “Promotional Program” in which you can choose to participate. These programs can help increase your revenue potential on Optim by finding the optimal price point for your Submitted Content and offering them through subscription collections.

There is no up-front cost to participate in these programs, and you can modify your participation status at any time, though changes you make will not apply to currently active campaigns and certain programs may have additional requirements on termination.

Revenue Share

When a customer purchases your Submitted Content (courses, services, or products), we calculate the gross amount of the sale as the amount actually received by Optim from the customer “Gross Amount”. From this, we subtract any Transaction Taxes, any mobile platform fees, a $3 service and processing fee, and any amounts paid to third parties in connection with the Promotional Programs to calculate the net amount of the sale “Net Amount.”

If you have not opted into any of Optim’s optional Promotional Programs, and except for sales through coach-generated coupon codes or course referral links as described below, your revenue share will be 50% of the Net Amount less any applicable deductions, such as student refunds. If we change this payment rate, we will provide you 30 days notice using prominent means, such as via email or by posting a notice through our Services.

If you opt into any of the Promotional Programs, the relevant share may be different and will be as specified in the Promotions Policy.

Optim makes all coach payments in U.S. dollars (USD) regardless of the currency with which the sale was made. Optim is not responsible for your foreign currency conversion fees, wiring fees, or any other processing fees that you may incur. Your revenue report will show the sales price (in local currency) and your converted revenue amount (in USD).

Coach Coupons and Referral Links

The Optim platform allows you to generate coupon codes and referral links to offer certain items of your Submitted Content to students at a discount, at Optim’s current price, or for free, as permitted within the Services. These coupon codes and referral links are subject to limits, and you may not sell them on third-party websites or otherwise offer them in exchange for compensation.

Where a customer applies your coupon code or referral link at checkout, your revenue share will be 80% of the Net Amount less any applicable deductions, such as customer refunds.

Receiving Payments

For us to pay you in a timely manner, you must own a Wise account in good standing and must keep us informed of the correct email associated with your account. You must also provide any identifying information or tax documentation (such as a W-9 or W-8) necessary for payment of amounts due, and you agree that we have the right to withhold appropriate taxes from your payments. We reserve the right to withhold payments or impose other penalties if we do not receive proper identifying information or tax documentation from you. You understand and agree that you are ultimately responsible for any taxes on your income.

Depending on the applicable revenue share model, payment will be made within 45 days of the end of the month in which we receive the fee for a course or service.

As a coach, you are responsible for determining whether you are eligible to be paid by a U.S. company. We reserve the right not to pay out funds in the event of identified fraud, violations of intellectual property rights, or other violations of the law.

If we cannot settle funds into your payment account after the period of time set forth by your state, country, or other government authority in its unclaimed property laws, we may process the funds due to you in accordance with our legal obligations, including by submitting those funds to the appropriate government authority as required by law.

Refunds

You acknowledge and agree that customers have the right to receive a refund, as detailed in our Terms of Use. Coaches will not receive any revenue from transactions for which a refund has been granted under the Terms of Use.

If a customer asks for a refund after we have paid the relevant coach payment, we reserve the right to either deduct the amount of the refund from the next payment sent to the coach or where no further payments are due to the coach or the payments are insufficient to cover the refunded amounts, require the coach to refund any amounts refunded to customers for the coach’s Submitted Content or Services.

Trademarks & Logos

While you are a published coach and subject to the requirements below, you may use our trademarks and logos where we authorize you to do so.

You must:

• only use the images of our trademarks that we make available to you, as detailed in any guidelines we may publish;

• only use our trademarks in connection with the promotion and sale of your Submitted Content available on Optim or your participation on Optim; and

• immediately comply if we request that you discontinue use.

You must not:

• use our trademarks in a misleading or disparaging way;

• use our trademarks in a way that implies that we endorse, sponsor, or approve of your Submitted Content or services; or

• use our trademarks in a way that violates applicable law or in connection with an obscene, indecent, or unlawful topic or material.

Deleting Your Account

Instructions on how to delete your coach account are available via any Optim representative. We’ll use commercially reasonable efforts to make any remaining scheduled payments that are owed to you before deleting your account. You understand that if customers previously enrolled in your Submitted Content or Serivces, your name and that Submitted Content/Serivces may remain accessible to those customers after your account is deleted. If you need help or encounter difficulty in deleting your account, you can email us via hello@optimcareers.com.

Updating These Terms

From time to time, we may update these Terms to clarify our practices or to reflect new or different practices (such as when we add new features), and Optim reserves the right in its sole discretion to modify and/or make changes to these Terms at any time. If we make any material change, we will notify you using prominent means such as by email notice sent to the email address specified in yoru account or by posting a notice through our Services. Modifications will become effective on the day they are posted unless stated otherwise.

Your continued use of our Services after changes become effective shall mean that you accept those changes. Any revised Terms shall supersede all previous Terms.

Relationship Between You and Us

You and we agree that no joint venture, partnership, employment, contractor, or agency relationship exists between us.

Survival

The following sections shall survive the expiration or termination of these Terms: License to Optim, Relationship to Other Users, Receiving Payments, Refunds, Deleting Your Account, Relationship Between You and Us, Updating These Terms, and Survival.

How to Contact Us

The best way to get in touch with us is to contact our Support Team at hello@optimcareers.com. We’d love to hear your questions, concerns, and feedback about the Platform.