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Exhibit “A” – Products & Services Description, Pricing, and Terms

This Exhibit A (“Exhibit”) describes the products and services, the corresponding prices and fees, and additional terms of use for the products in which Elite grants permission to Company to use according to the terms of the Master Agreement (“Agreement”) between the parties, and its Addendums, and any additional terms outlined herein this Exhibit.

  1. Labor Law Poster Service Subscriptions
    1. Labor Law Poster Replacement Service Unlimited – Upon activation, subscriber receives an initial set of State and Federal All In One Labor Law Poster(s) for the specified state, as described in section 4.a of Exhibit A (“Initial Posters”) drop shipped to their location. Elite then provides subscribers with automatic email notification and electronic updates when the Notices which are included on the labor law poster for the specified state are updated, or when new Mandatory Notices are released. Subscribers also receive new replacement labor law poster(s) (“Replacement Poster”) when mandatory changes occur to one or more notices which are included on the labor law poster(s) (“Notices”). Replacement posters will be shipped within a commercially reasonable timeframe from when a mandatory labor law posting update is published by the applicable agency. In the event that additional mandatory labor law poster updates are anticipated, replacement posters may be held and shipped one time once all changes are processed. To ensure successful delivery of posters and electronic updates, it is the Company’s responsibility to provide Elite with accurate contact and address information.
    2. Labor Law Poster Replacement Service Semi-Annual – Upon activation, subscriber receives an initial set of State and Federal All In One Labor Law Poster(s) for the specified state, as described in section 4.a of Exhibit A (“Initial Posters”) drop shipped to their location. Elite then provides subscribers with automatic email notification and electronic updates when the Notices which are included on the labor law poster for the specified state are updated, or when new Mandatory Notices are released. Six (6) months after the service has been activated, the subscriber will receive new replacement labor law poster(s) (“Replacement Poster”) if a mandatory change occurred to one or more notices which are included on the labor law poster(s) (“Notices”) in the previous six (6) months. Replacement posters will be shipped within a commercially reasonable timeframe from when a mandatory labor law posting update is published by the applicable agency. Subscribers also receive new State and Federal labor law poster(s) each year following the anniversary month of their subscription. To ensure successful delivery of posters and electronic updates, it is the Company’s responsibility to provide Elite with accurate contact and address information.
    3. Labor Law Poster Replacement Service Annual – Upon activation, subscriber receives an initial set of State and Federal All In One Labor Law Poster(s) for the specified state as described in section 4.a of Exhibit A (“Initial Posters”) drop shipped to their location. Elite then provides subscribers with automatic email notification and electronic updates when the Notices which are included on the labor law poster for the specified state are updated, or when new Mandatory Notices are released. Subscribers also receive new replacement poster(s) each year following the anniversary month of their subscription. To ensure successful delivery of posters and electronic updates, it is the Company’s responsibility to provide Elite with accurate contact and address information.
    4. Labor Law Poster Service Guarantee. Each of the above Labor Law Poster Services provided by Elite are backed by a Twenty-Five Thousand Dollar ($25,000) “we-pay-the-fine” guarantee (“Guarantee”). For detailed terms and conditions, refer to: http://www.posterelite.com/guarantee Pursuant to the Guarantee, it is the Company’s responsibility (or subscribers responsibility when they purchase directly from Elite) to provide Elite with accurate subscriber contact (name and email) and ship to location information. Elite shall not be responsible for the Guarantee when the subscriber contact information is not valid.
    5. Fees & Payment.
      1. Wholesale. For each new and active labor law poster service subscription ordered by Company, the Company shall pay Elite the fees as set forth on the Partner Agreement Form for the “Initial Poster” and ongoing pay-as-you-go subscription fees. Company shall pay Elite for all active subscriptions as of the last date of the prior month. Payment terms shall be in accordance with the Agreement.
      2. Referral Royalties. In the event that Labor Law Poster Subscribers are referred by Company to Elite, and billed directly by Elite, Company is eligible to receive royalties each month in the amount of Twenty Percent (20%) of revenue paid to Elite from such subscriber purchases. Royalty payment terms are in accordance with the terms of the Agreement or as described in any Addendum(s).
    6. Cancellation. It is the Company’s sole responsibility to cancel each labor law poster service subscription it has previously submitted to Elite, that in its sole determination shall no longer use the service. Unless otherwise agreed to in writing by Elite, Company shall cancel subscriptions via the online order portal provided to Company by Elite. Labor law poster service subscriptions must be cancelled prior to midnight (PST) on the last day of any calendar month in order to not be included on the following month’s invoice. Elite is not responsible for the non-cancellation of subscribers and will not provide refunds in the event Company does not cancel a subscription in a timely manner. Company is not responsible for cancellations of Referred Customers.
    7. Terms of Use: Customers who elect to purchase and/or use the Services as provided by Company or Elite shall abide by Elite’s terms of use, available at: https://posterelite.com/poster-services-terms-of-use/
  2. ePosterCenter
    1. ePosterCenter (“ePosterCenter”) is an online application that provides company and individual access to digital versions of the mandatory federal and state notices which are normally included in Elite’s All in One labor law poster, and access to mandatory city and county notices, where applicable based on the end user’s location. Use of ePosterCenter shall be according to the terms herein.
    2. Labor Law Poster Service Guarantee. Each of the above Labor Law Poster Services provided by Elite are backed by a Twenty-Five Thousand Dollar ($25,000) “we-pay-the-fine” guarantee (“Guarantee”). For detailed terms and conditions, refer to: http://www.posterelite.com/guarantee Pursuant to the Guarantee, it is the Company’s responsibility (or subscribers responsibility when they purchase directly from Elite) to provide Elite with accurate subscriber contact (name and email). Elite shall not be responsible for the Guarantee when the subscriber contact information is not valid.
    3. Fees & Payment.
      1. Wholesale. For each active ePosterCenter subscription, the Company shall pay Elite the fees as set forth on the Partner Agreement Form. Company shall pay Elite for all active subscriptions as of the last date of the prior month. Payment terms shall be in accordance with the Agreement.
      2. Referral Royalties. In the event that ePosterCenter subscribers are referred by Company to Elite, and billed directly by Elite, Company is eligible to receive royalties each month in the amount of Twenty Percent (20%) of revenue paid to Elite from such subscriber purchases. Royalty payment terms are in accordance with the terms of the Agreement or as described in any Addendum(s).
    4. Cancellation. It is the Company’s sole responsibility to cancel each ePosterCenter subscription seat that in its determination shall no longer use the service. Unless otherwise agreed to in writing by Elite, Company shall cancel subscriptions seats via the online order portal provided to Company by Elite. ePosterCenter subscription seats must be cancelled prior to midnight (PST) on the last day of any calendar month in order to not be included on month’s invoice. Elite is not responsible for the non-cancellation of subscribers and will not provide refunds in the event Company does not cancel a subscription in a timely manner. Company is not responsible for cancellations of Referred Customers.
  3. Mandatory Handout Service
    1. Mandatory Handout Service (“Mandatory Handout Service”) is an online application that provides company and individual access to digital versions of the mandatory federal, state, county, and city notices that must be provided to employees based on events that occur during their employee lifecycle. Use of Mandatory Handout Service shall be according to the terms herein.
    2. Labor Law Poster Service Guarantee. Each of the above Labor Law Poster Services provided by Elite are backed by a Twenty-Five Thousand Dollar ($25,000) “we-pay-the-fine” guarantee (“Guarantee”). For detailed terms and conditions, refer to: http://www.posterelite.com/guarantee Pursuant to the Guarantee, it is the Company’s responsibility (or subscribers responsibility when they purchase directly from Elite) to provide Elite with accurate subscriber contact (name and email). Elite shall not be responsible for the Guarantee when the subscriber contact information is not valid.
    3. Fees & Payment.
      1. Wholesale. For each active Mandatory Handout Service subscription, the Company shall pay Elite the fees as set forth on the Partner Agreement Form. Company shall pay Elite for all active subscriptions as of the last date of the prior month. Payment terms shall be in accordance with the Agreement.
      2. Referral Royalties. In the event that Mandatory Handout Service subscribers are billed directly by Elite, Company is eligible to receive royalties each month in the amount of Twenty Percent (20%) of revenue paid to Elite from such subscriber purchases. Royalty payment terms are in accordance with the terms of the Agreement or as described in any Addendum(s).
    4. Cancellation. It is the Company’s sole responsibility to cancel each Mandatory Handout Service subscription seat that in its determination shall no longer use the service. Unless otherwise agreed to in writing by Elite, Company shall cancel subscriptions seats via the online order portal provided to Company by Elite. Mandatory Handout Service subscription seats must be cancelled prior to midnight (PST) on the last day of any calendar month in order to not be included on month’s invoice. Elite is not responsible for the non-cancellation of subscribers and will not provide refunds in the event Company does not cancel a subscription in a timely manner. Company is not responsible for cancellations of Referred Customers.
  4. All in One Labor Law Posters
    1. All in One State & Federal Labor Law Posters (“All in One Posters”) are available for each state, the District of Columbia, and Puerto Rico as part of an update service or without an update service (“Stand-Alone Poster”). Each poster contains the labor law postings provided by the applicable State and the US Federal Government agencies which are mandatory for all employers to post based on their geography (“Mandatory Notices”), and not specific to the employer’s size, industry, or other special designation. “All in One Posters” may be a single poster or may be more than one poster. For details about which postings are included in the All in One Posters, visit https://www.posterupdates.com/noticesbystate.html
  5. eCommerce Store Solution
    1. The eCommerce Store Solution (“Store”) provides retail web pages to promote and sell labor law posters, labor law poster subscription services, and other miscellaneous products which are available from Elite’s product catalog. When products are purchased from the Store, Elite will bill the Customer directly, and will fulfill the order for the Customer.
    2. Use by Company. Company may promote the Store and direct Customers to the Store. Company may provide links to the Store via its own website, its own software application, or in its own marketing materials. Company may not modify or alter the provided web pages without written consent from Elite.
    3. Fees and Payment. Elite will bill Customers directly for their purchases from the Store. Elite shall establish minimum retail pricing for each of the services at its own discretion and may raise minimum retail prices from time to time at its sole discretion.
    4. Royalties Elite will pay Company a royalty each month in the amount of Twenty Percent (20%) of paid revenue from purchases in the Company Store less any discounts from established retail prices which may be in effect from time to time by Company , in accordance with the terms of the Agreement and its Addendum(s).

FEES & PRICING

  1. Labor Law Poster Service Subscriptions
    1. Labor Law Poster Replacement Service – Unlimited
      1. “Initial Posters” (including shipping to any location in the United States, District of Columbia, or Puerto Rico): The Initial Poster is included with the activation of a subscription. Initial Poster Fees are outlined on the Partner Agreement Form.
      2. Monthly Fee per Active Subscription as outlined on the Partner Agreement Form.
      3. Fees are subject to change from time to time at Elite’s discretion, not more than 10% per year.
    2. Labor Law Poster Replacement Service – Semi-Annual
      1. “Initial Posters” (including shipping to any location in the United States, District of Columbia, or Puerto Rico): The Initial Poster is included with the activation of a subscription. Initial Poster Fees are outlined on the Partner Agreement Form.
      2. Monthly Fee per Active Subscription as outlined on the Partner Agreement Form.
      3. Fees are subject to change from time to time at Elite’s discretion, not more than 10% per year.
    3. Labor Law Poster Replacement Service – Annual
      1. “Initial Posters” (including shipping to any location in the United States, District of Columbia, or Puerto Rico): The Initial Poster is included with the activation of a subscription. Initial Poster Fees are outlined on the Partner Agreement Form.
      2. Monthly Fee per Active Subscription as outlined on the Partner Agreement Form.
      3. Fees are subject to change from time to time at Elite’s discretion, not more than 10% per year.
  2. ePosterCenter
    1. Wholesale Partner Pricing. When Company purchases ePosterCenter from Elite and then resells or otherwise provides it to its Customers, Fees are according to the Partner Agreement Form, for each active ePosterCenter subscription, paid monthly. Fees are subject to change from time to time at Elite’s discretion, not more than 10% per year.
    2. Referral / Direct Pricing. When a Company’s clients and/or affiliates purchase directly from Elite, the subscription price is set by Elite, and may be changed from time to time, at its sole discretion.
  3. Mandatory Handout Service
    1. Wholesale Partner Pricing. When Company purchases Mandatory Handout Service from Elite and then resells or otherwise provides it to its Customers, Fees are according to the Partner Agreement Form, for each active Mandatory Handout Service subscription, paid monthly. Fees are subject to change from time to time at Elite’s discretion, not more than 10% per year.
    2. Referral / Direct Pricing. When a Company’s clients and/or affiliates purchase directly from Elite, the subscription price is set by Elite, and may be changed from time to time, at its sole discretion.
  4. Shipping & Standalone Posters
    1. Poster Pricing and Shipping Price Schedule – Poster prices are subject to change from time to time at Elite’s discretion. Elite may increase shipping fees and/or add additional shipping surcharges to adjust to current market conditions. *Shipping prices reflect lowest cost ground shipping. Premium shipping options at higher cost may be available upon request.
    2. Anniversary & Replacement Posters – Shipping fees for the Replacement Posters are included with the subscription.
    3. Returns. For poster shipments which the postal carrier determines to be undeliverable or refused at the address provided, and returned to Elite, Company may update the address and authorize a reshipment at its discretion at the shipping fees outlined in the enclosed table.
  5. eCommerce Solution
    1. Monthly Hosting & Setup Fees: Fees are according to the Partner Agreement Form
  6. Minimum Monthly Fees
    1. The minimum monthly fee for the Term of the Agreement shall be $200 per month unless otherwise stated on the Partner Agreement Form.