Apprentix Partner Program Terms

These Apprentix Partner Program Terms (the “Terms”) are made and entered into by you and Apprentix LLC, a Colorado corporation doing business as Apprentix (“Apprentix”). These Terms contain the terms and conditions of the Apprentix Partner Program (the “Program”).

The Program is designed to reward participating program sponsors and intermediaries (“Partners”) for each Partner Client (as defined below) that becomes a new customer of Apprentix through the enrollment of such Partner Client by Partner in the Program by adding such Partner Client through the “Add Client” screen within Apprentix’s Partner Dashboard web page and choosing to manage such Partner’s apprenticeship (such enrollment, the “Enrollment” or being “Enrolled”). A “Partner Client” is a Partner client that (i) has an Employer Identification Number not previously used on the Apprentix payroll platform (the “Platform”), (ii) has registered one or more employees to the Platform by the time the client tracks its first apprentice with Apprentix, and (iii) has tracked at least one paid apprentice with Apprentix.

During Enrollment, the Partner will be asked to select from three options: (1) bill Partner Client at a discount, (2) bill
Partner Client at the current advertised rate and receive revenue share and (3) bill Partner at a discount. (a “Selection”).

There are two types of “Incentives”: (1) the “Volume Discount Incentive” and (2) the “Revenue Share Incentive,” both of
which are described at (the “Website”). For purposes of the Volume Discount Incentive,
“discount” shall mean such discount from the current advertised price for Apprentix services as is indicated by Partner’s applicable level on the Website (a “Discount”). For purposes of the Revenue Share Incentive, “revenue share” shall mean a recurring cash payment from Apprentix to Partner amounting to such portion of the Partner Client’s monthly invoice amount as is indicated by Partner’s applicable level on the Website (a “Revenue Share”). “Apprentix Services” means the cloud-based apprenticeship creation and management services listed under a customer’s Apprentix Plan and does not include (a) any optional add-on services for which Apprentix charges a fee, or (b) any of the non-apprenticeship services, such as support services, apprenticeship consultants, learning and development services, or any other non-apprenticeship services which Apprentix is currently providing or may provide in the future.

Once (1) a Partner Client is Enrolled and (2) such Partner Client tracks an apprentice with Apprentix within 30 days of
such Enrollment, such Partner Client shall be credited towards the achievement of the Incentive level and depending on the relevant Incentive, (a) any resulting Discounts shall be effective or (b) any resulting Revenue Share for a given
calendar quarter shall become payable by check within 30 days of the later of the following: (i) the end of such calendar quarter and (ii) the provision of a Form W-9 by Partner to Apprentix.

Apprentix may terminate these Terms or the Program or modify the Terms or the Program for any reason and at any time, at Apprentix’s sole discretion, without notice. Apprentix may choose to accept, decline or expel any person, accounting firm or accountant, Partner or Partner Client from the Program at any time and reserves the right to terminate its relationship with any existing participant in the Program.