Go1’s Marketing Programs

Go1 gives Content Providers an opportunity to opt-in to the following currently available marketing programs (Marketing Programs) via the Content Provider’s Account or upon agreement by the Parties. Participation by the Content Provider in any of the Marketing Programs may result in additional costs, fees or deductions being applied to the calculation of the Net Amount, or Calculated Revenue Share payable to the Content Provider, in accordance with Go1’s Content Provider Terms and Conditions (in addition to any other costs or taxes which may be applied in accordance with the Content Provider Terms and Conditions).

If a Content Provider agrees to opt-in to a Marketing Program(s), it agrees to be bound by the following documents, in order of precedence:

1. This Go1 Marketing Policy;
2. The Go1 Content Provider Terms and Conditions; and
3. The Go1 General Terms and Conditions.

The Content Provider agrees that if there is any conflict between the documents, the document which takes higher priority in the order of precedence above, will prevail. Terms not otherwise defined in this Marketing Policy have the meaning ascribed to them in the Go1 Content Provider Terms and Conditions.

From time to time, Go1 may update this Marketing Policy to clarify its practices or to reflect new or different practices or Marketing Programs available. If Go1 makes any material change to this Marketing Policy, Go1 will notify the Content Provider using prominent means such as by email notice sent to the email address specified in the Content Provider’s Account or by posting a notice on Go1’s Services. Other modifications will become effective on the day they are posted to the Go1 website, unless stated otherwise on the Go1 website. If the Content Provider continue to use the Services, after the effective date of any change, then such access and/or use will be deemed an acceptance of and an agreement to follow and be bound by this Marketing Policy as changed. The revised Marketing Policy supersedes all previous Marketing Policies.

1. Go1 Promotions Program

• The Go1 Promotions Program allows a Content Provider to optimise sales of any given by Go1 assisted targeted discounting. The Go1 Promotions Program allows Go1 to offer a Course for a fixed price that is less than the Base Price. The Sale Price under the Go1 Promotions Program may represent a discount of up to 100% depending on the applicable Course Price.
• Go1 may promote offers through all or any of its channels, including the Services, communications to Users, third party platforms or through other partners or distribution channels of Go1. The Content Provider understands and agrees that the actual duration may vary for any specific Go1 Promotions Program. · Calculated Revenue Share: In accordance with the Go1 Content Provider Terms and Conditions, by participating in the Go1 Promotions Program, the Content Provider acknowledges that (i) its revenue share will vary; and (ii) not all programs are available in all geographic territories.

2. Go1 Partner Program

• Go1 has an extensive network of affiliate sites and established relationships with third-party partner platforms (Go1 Partners).Go1 also has an entire team dedicated to using advanced digital marketing tactics (such as paid advertising). If a Content Provider chooses to opt-in to the Go1 Partner Program, Courses will be promoted through Go1 Partners such as such as Facebook, Learning Management System providers, professional service providers and other partners.
• Go1 may advertise and promote a Course through a Go1 Partner or a Go1 Partner’s platform, including by way of a partner revenue share or partner fee arrangement, or the purchasing and placement of advertisements (Paid Advertising). Go1 will then track the resulting sales through appropriate means (including, but not limited to, tracking pixels, cookies and the like) . There will be fees associated with such Paid Advertising activities, which will be adjusted in the calculation of the Net Amount, or the calculation of the Content Provider’s Calculated Revenue Share, in accordance with the Go1 Content Provider Terms and Conditions.
• Calculated Revenue Share: By participating in the Go1 Partner program, the Content Provider agrees that Go1: (i) may employ Go1 Partners and undertake Paid Advertising to promote its Course(s) and/or offer Go1 Partners a share of Gross Revenue as a fee; (ii) not all programs are available in all geographic territories; and (iii) may deduct Go1 Partner fees or Paid Advertising fees before calculating the Net Amount. Go1 acknowledges that in connection with the Go1 Marketing Boost program, revenue share may vary.

3. Go1 Premium Subscription Program

• Should the Content Provider decide to opt into this program, Go1 may choose to include the Content Provider in the Go1 Premium Subscription Program. In the Go1 Premium Subscription Program offering, select Courses are offered in a bundled monthly subscription to Go1’s customers (Content Subscription Customers). This gives Content Provider’s an opportunity to be a part of Go1’s growing business-to-business offering and generate incremental Course revenue.
• By participating in the Premium Subscription Program, the Content Provider agrees to make all of its Course(s) eligible for inclusion in the Go1 Premium Subscription Program offerings. Go1 may elect in is sole discretion which of the Courses to include in the specific Premium Subscription Program for an enterprise customer, and may change the selection of Courses in each Content Subscription program from time to time, in its sole discretion, in response to the needs and requests of enterprise customers. The Course Price and Sale Price for Courses included in the Premium Subscription Program are at Go1’s discretion.
• The Content Provider understands and agrees that by participating in the Premium Subscription Program, the Content Provider may not unpublish or make its Courses private during the term of its participation.
• Termination. The Content Provider may elect to terminate its participation in the Premium Subscription Program at any time after expiration of the Term (and any Options) as set out in the Content Provider Agreement. Go1 will cease to offer the Content Provider’s Course(s) as a part of the Premium Subscription Program within twelve (12) months of termination. Thereafter, the Content Provider’s Course(s) will no longer be offered to new Content Subscription Customers as part of the Premium Subscription Program, but any Content Subscription Customer which purchased a Premium Subscription Program while the Content Provider’s Course(s) were included will continue to be able to access and enrol in those Course(s) for as long as they remain a paying Content Subscription Customer.
• Revenue. The Content Provider will earn fees for consumption of its Course(s) offered through the Content Subscription Program. These fees will be calculated as follows:

1. Each month, Go1 will calculate the total monthly subscription fees paid by active Users of Enterprise Customers currently subscribed to the Go1 Premium Subscription Program less any costs of sales and marketing, including advertising, payment processing, and administration costs (Subscription Content Revenue).
2. The Subscription Content Revenue will be allocated for the Content Providers participating in the Premium Subscription Program (Total Payment Pool), pro-rata, as further described below.
3. Each month, Go1 will calculate the aggregate minutes consumed by all Users subscribed to the Premium Subscription Program (Total Subscription Minutes Consumed).
4. Each month, Go1 will also calculate how many minutes out of the Total Subscription Minutes Consumed are attributable to each of the Content Provider’s individual Course(s) participating in the Premium Subscription Program (Total Individual Course Minutes).
5. The Content Provider’s revenue share each month will be calculated as follows: Total Payment Pool multiplied by (Total Individual Course Minutes divided by Total Subscription Minutes Consumed) multiplied by Content Provider’s Percentage Share1 = the Content Provider’s revenue share.

The Content Provider’s Percentage Share will be set out in a Cover Agreement, Subscription Agreement or otherwise when a Content Provider signs up to the Go1 system online.

4. Go1 Volume Purchase Program

The Go1 Volume Purchase Program is designed to provide Content Providers with known and certain revenue by “locking in” a volume purchase

• Under this program, Go1 purchases an agreed number of Courses for an agreed price from the Content Provider, through the Content Provider’s Account.
• Go1 may then offer the Courses provided by the Content Provider under the Go1 Volume Purchase Program to Users at its sole discretion, at any price it chooses, in its sole discretion.
• The Content Provider agrees that it is not entitled to any revenue share (including Standard Revenue Share or Net Amount) whatsoever, for courses sold to Go1 under the Go1 Volume Purchase Program.
• The Content Provider must continue to provide access to, and allow Users to enrol in, the Courses until that number of Courses that Go1 has purchased has been consumed or used.

5. Interaction of different Marketing Programs

• A Content Provider may choose to opt-in to all or any number of Marketing Programs in respect of a Course.
• If a Content Provider opts-in to more than one Marketing Program in respect of a Course, Go1 will calculate the Calculated Revenue Share for a particular Course for the Content Provider by applying the pricing adjustments for each of the Marketing Programs (details of which are set out in each respective Marketing Program), in the following order:

1. Go1 Partner Program
2. Go1 Promotions Program
3. Go1 Premium Subscription Program or Go1 Volume Purchase Price Program

• If a Content Provider chooses to opt-in to more than one Marketing Program, the Revenue Report for a Content Provider in any given month will set out how Go1 has detailed the Net Amount, and Calculated Revenue Share for that particular month.