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Pros School Agreement — The Pros Pros™

Effective date: October 25, 2026

This Pros School Agreement is between In Place Impact, LLC, a South Carolina limited liability company doing business as The Pros Pros™ (“Company”), and the postsecondary institution named below (“School”). Until The Pros Pros™ is formed as its own LLC, In Place Impact, LLC is the contracting party; Company may assign this Agreement to a successor Pros Pros entity under Section 10.3.

1. How The Pros Pros™ Works

1.1 Only adults aged 18 or older hold Platform accounts. Youth do not have accounts. A parent or guardian, or a user who is 18 or older, may use Ask a Pro to research schools and choose whether to contact one.

1.2 School is listed in Ask a Pro so these adult account holders can learn about its programs. Company does not recruit for School, refer students, or share leads, and is not paid by enrollment.

1.3 Scope. The Pros Pros™ only facilitates access to webinars and access to Pros Schools (trade schools and other schools teaching subjects or trades a student may pursue). It provides no matching with pro athletes or their Pros. Webinars are for informational purposes only.

1.4 No direct contact. The Pros Pros™ does not facilitate direct contact between any Star, Pro or Crew Member and students outside the moderated webinar. They take part only in live webinars with moderated Q&A, the same as any webinar a school hosts in class.

2. Listing

2.1 School provides its listing content and links to its own cost and outcomes pages, and keeps them accurate and current. Company may edit for format and length and may remove content that breaks this Agreement. Company does not verify School’s content.

2.2 The fee buys no ranking, placement or favor. Company will show plainly where Pros Schools appear: “Pros Schools pay an annual fee for application review. The fee does not affect order, ranking or reviews.”

3. Contact With Users

3.1 School contacts users only through the Platform’s messaging until the account holder chooses to share contact details. School will not contact or solicit anyone under 18 through The Pros Pros™.

3.2 School will use data it receives only to answer that user, will not sell it or use it for targeted advertising, and will delete it on request. School will not pay anyone incentive compensation based on enrollments gained through The Pros Pros™.

3.3 Truthful claims. School will not make false or misleading statements about cost, financial aid, accreditation, job placement, earnings or licensure, and will follow the federal rules on misrepresentation that apply to it (including 34 CFR Part 668 Subpart F and applicable incentive-compensation rules).

4. Reviews

4.1 School agrees to the review terms in the Platform’s Terms of Service (Reviews of Pros Schools), including that it will not restrict, penalize, suppress or buy reviews and may post one reply to each review.

5. Eligibility

5.1 School will stay legally registered and in good standing for its appropriate niche or sector, keep its accreditation and state authorization, and keep general liability insurance in force, all as confirmed in its Application, and will tell Company if any lapses. No School may hold an account unless it can prove it is in legal standing for that niche or sector. Every School, including public colleges, must confirm coverage, state the coverage amount and upload its certificate of insurance; self-insurance letters are not accepted. School will report any safety incident or complaint involving a minor to Company immediately; Company responds within 24 hours. Association memberships are optional.

6. Annual Fee

6.1 The Annual Fee is set by School type and institutional control, charged once at approval or opt-in renewal. The card is not stored. Fees are non-refundable and cover application review and administration. Fees charged are set by the Company, which may change them at its discretion, with notice before renewal.

School typePublic / nonprofitFor-profit
Trade, beauty, culinary, online, other$399$999
Two-year college$399$999
Four-year university$499 public; $2,499 private nonprofit$2,499

6.2 License. School lets Company use its name and logo in its listing. Company owns the Platform.

7. Liability

7.1 Disclaimer. The Platform and its content are provided “as is.” Company does not guarantee any career, admission, enrollment or outcome.

7.2 Cap. Except for a party’s indemnity duties, breach of confidentiality or data duties, or willful misconduct, each party’s total liability under this Agreement is limited to the Annual Fees paid in the 12 months before the claim, and neither party is liable for indirect or consequential damages.

7.3 Indemnity. Each party will defend and indemnify the other against third-party claims arising from its own breach of this Agreement, its own content, or the acts of its own personnel, to the extent permitted by law.

8. Term and Termination

8.1 This Agreement runs for one Registration Year from the date Company approves the Application. It renews only if School opts in and pays the next Annual Fee; nothing renews or is charged automatically. Company sends reminders 45 and 15 days before the year ends.

8.2 Either party may end this Agreement on 30 days’ written notice. Company may suspend or end it at once for a child-safety concern, a false Application, a lapse in registration or insurance, failure to prove legal standing, or a material breach. Annual Fees are non-refundable.

9. Public Institutions

9.1 If School is a public body, nothing here waives any immunity or statutory limit, Sections on indemnity and liability apply only as far as its law allows, and it may disclose this Agreement as public-records law requires.

10. General

10.1 Law and venue. South Carolina law governs, except where a public body’s own law must apply. Venue is Charleston County, South Carolina.

10.2 Notices. To Company: In Place Impact LLC, #1356, 78 Folly Road Ste B9, Charleston, SC 29407; email prospros@impacthubchs.com. Company uses no other notice address. To School: the contact in its Application.

10.3 This Agreement, the Application, and the Platform’s Terms of Service and Privacy Policy (which every account holder accepts) are the whole agreement. If they conflict, this Agreement controls. Neither party may assign it without consent, except to a successor of its business (including assignment from In Place Impact, LLC to a Pros Pros LLC once formed). The parties are independent; this creates no partnership or agency. Electronic signatures are valid.

Signatures

In Place Impact, LLC d/b/a The Pros Pros™

By: ____________________

Name: Stuart M. Williams

Title: ____________________

Date: ____________________

School

Legal name: ____________________

By: ____________________

Name/Title: ____________________

Date: ____________________

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