Terms of Service Employer
Earn + Learn

I.  Employer Earn+Learn Listings

SkillPointe will facilitate the creation of custom content for Customer including a provider page and individual program pages for each Earn+Learn Listing with deep link for referrals to the URL designated by Customer. Earn+Learn program listings will also appear as specially branded display cards in Training Search Results based on user defined search parameters. 

II.  SkillPointe Duties and Deliverables

SkillPointe’s general duty is to assist Customer with marketing efforts to promote skilled workforce development by promoting Customer designated training programs to SkillPointe users believed to be candidates for training and employment. SkillPointe maintains professional discretion as to how it develops its website to provide its services and resources.

SkillPointe will facilitate branding opportunities by including Customer provided video and logo in its platform content.  Branding will occur on designated Provider Page, Program Page and displaying listings in the site’s “Training Search Page Results” based on user inputs for zip code radius, industry, and specified job type.

SkillPointe will work to provide services as soon as practicable after receipt of Participant’s content submissions.

III. Participant Assurances

Participant agrees to provide the use of certain digital assets (including, but not limited to its trademarks, logos, photographs, videos and other related training program content) owned by Participant and reasonably requested by and at no cost to SkillPointe for the sole purpose of enhancing SkillPointe’s promotion of a Training Program that Participant is interested in having promoted.

Participant agrees to provide permission and any assistance necessary for SkillPointe to access Participant’s digital platform via “deep link”, “hypertext link” and any other reasonably requested digital linkage.

 IV.  Participation Fee

The annual fee total is due and payable upon receipt of invoice, if not paid via credit card at the time of purchase.  Performance fees will be calculated based on number of referrals delivered to Customer on a quarterly basis as reported by Google Analytics data.  All invoices will be due and payable upon receipt.

 V.  Term Renewal

This Agreement shall run for twelve (12) months beginning the next business day following the purchase transaction and may be renewed for successive one (1) year Term(s) by mutual agreement by both Parties as indicated by submission, receipt and payment of annual invoice. The Term shall continue until the expiration, renewal or early termination as provided in this Agreement.

 VI.  Termination – Without Cause

Beginning 90 days after the Term Begin Date either Party may terminate this Agreement “without having to show cause” by providing thirty (30) days written notice to the other Party.  If Participant terminates this Agreement under this provision, it remains obligated to pay any amounts due to SkillPointe on timely basis through the termination date.

 VII. Termination – With Cause

This Agreement may be terminated “with cause” by either Party at any time during the Term provided such terminating Party can demonstrate that the other Party has materially breached this Agreement and provides thirty (30) days written notice to the other Party.  Non-payment of any fees due to SkillPointe by Participant under this Agreement constitutes a material breach.

 VIII.  Representations, Warranties, and Indemnification

Participant agrees to indemnify and hold SkillPointe harmless against any actual damages incurred by SkillPointe as a result of any claims brought by any individual or entity against SkillPointe directly or indirectly related to or arising out of Participant’s Training Programs operation.

SkillPointe agrees to indemnify and hold Participant harmless from any claims brought against Participant by any individual or entity directly or indirectly related to or arising out of, SkillPointe’s performance of its duties as described in this Agreement, or Participant’s use of the trademarks in accordance with this Agreement.

SkillPointe represents and warrants that it will perform all of its duties under this Agreement.

IX.  Entire Agreement.

These terms and conditions shall constitute the entire agreement between the Parties and any prior understanding or representation of any kind preceding this purchase shall not be binding upon either Party.  It is full force and effect upon completion of online purchase.

X.  Governing Law.

The validity, interpretation and performance of this Agreement shall be governed by the laws of the State of Massachusetts, without giving effect to the principles of comity or conflicts of laws thereof.