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DocuSign Envelope ID: 4B79F968-FC5D-4724-B4C0-6FBA4289DAD7

Tutoring Framework Agreement


Independent Contractor – LatinHire

The person signing below (hereinafter referred to as the TUTOR) and LATINHIRE, (hereinafter
LATINHIRE) define a framework agreement (hereinafter “FRAMEWORK AGREEMENT”) which regulates
the commercial relationship between the parties and is in accordance with the following stipulations:

First: Scope of the Agreement.

The TUTOR shall provide content creation services in the form of answers to questions submitted by
STUDENTS through a PLATFORM provided by LATINHIRE or its CLIENTS.

The service that the TUTOR will perform is of a virtual nature, distance-based, without the direct
supervision of LATINHIRE, with flexible hours freely chosen by the TUTOR. By signing this agreement,
the TUTOR consents and confirms that he is an INDEPENDENT CONTRACTOR and is not an employee of
LATINHIRE.

By signing, the TUTOR also consents and confirms that he is not an employee of any of the clients of
LATINHIRE mentioned in the appendices of this agreement.

Due to the very nature of the service, the type of relationship between the parties involved is commercial
and does not establish political, religious, industrial, union, or community relationships, or relationships or
any other nature and or kind between them, whether they be the TUTOR, LATINHIRE’s clients,
STUDENTS, LATINHIRE, or other TUTORS.

Second: Definition of Roles.

LATINHIRE’s role consists of searching for, selecting, training, scheduling, evaluating, compensating and
managing, among other administrative matters, the TUTORS able to perform such services, with whom

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DocuSign Envelope ID: 4B79F968-FC5D-4724-B4C0-6FBA4289DAD7

they sign this FRAMEWORK AGREEMENT which establishes the service, which both parties sign and
submit to each other.

The role of LATINHIRE’s CLIENT is to transform the services provided by the TUTORS into products and
services for the end users (STUDENTS) and to provide the TUTOR with academic and service guidelines.
The client’s role includes sales, support, systems, quality assurance, production, and academic and
general administrative tasks.

The role of the TUTOR is described in the following clause.

Third: Role of the TUTOR

The service that the TUTOR will offer consists of writing answers to questions submitted by STUDENTS in
subjects that the TUTOR declares to be knowledgeable in and are in accordance with the terms of the
following clauses of this FRAMEWORK AGREEMENT.

The TUTOR expresses that any personal records he has submitted, and any personal records he will
submit, to LATINHIRE and/or LATINHIRE’s clients, are authentic, lawful and accurately reflect reality. In
addition, he declares that he has no criminal record and has access to a checking account or other means
of receiving electronic payment for services provided. LATINHIRE’s CLIENTS can apply further conditions
and restrictions, which shall be included in the appendices of this agreement, if applicable.

In addition, the TUTOR declares that he agrees with providing assistance to natural persons of all ages,
races, religions, cultures or any other type of socio-cultural or age-related characterization, and he agrees
to not perform acts of discrimination, discrediting of ideas, sabotage, or ideological proselytism.

Fourth: Compensation for Services Rendered

The TUTOR shall receive a monthly monetary compensation for his services and the TUTOR shall be
responsible for paying any relevant taxes in his country of residence and/or origin as applicable, in
accordance with the provisions of the legislation set forth by the country or countries involved for
INDEPENDENT CONTRACTORS.

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DocuSign Envelope ID: 4B79F968-FC5D-4724-B4C0-6FBA4289DAD7

The TUTOR shall be compensated according to the values specified in the appendices of this framework
agreement. The values may vary according to the type of service provided, the TUTOR’s country and city
of origin, the LATINHIRE client, or to the demand, the TUTOR’s seniority, or the TUTOR’s performance
and the quality of the services provided, among other variables freely at LATINHIRE’s disposal.
Compensation shall be established by LATINHIRE, upon the TUTOR’s acceptance, who declares to
understand and accept the established values prior to beginning to provide his services.

Payments shall be made between the 20th and the last day of the month following the provision of
services, based on the number of questions answered, and as long as the amount accrued is greater than
US$30.

Fifth: Communication between Parties

The TUTOR shall only have to interact with three parties: LATINHIRE, LATINHIRE’s client and the
STUDENT.

TUTORS must communicate with LATINHIRE’s clients only for matters directly related to daily operation,
such as the use of software, responding questions, or resolving specific situations. All other matters
(performance conditions, compensation, suggestions, comments, problems, etc.) must be communicated
to LATINHIRE, who shall have the obligation to provide a formal response by e-mail or telephone within
the following 72 hours. LATINHIRE and/or its clients may modify the channels of communication by
means of official announcements.

Communication between the TUTOR and the STUDENTS can only be made through the systems and in
the contexts formally established and regulated by operation guides shared with the TUTOR by
LATINHIRE or the LATINHIRE’s client.

In turn, LATINHIRE’s client or clients shall be able to send evaluations, feedback or suggestions directly
to the TUTOR, even when the general rule is that these notices shall be sent first to LATINHIRE, who
shall decide the best way to communicate and proceed with the information in question to the TUTOR.

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Sixth: Exclusivity.

TUTOR acknowledges access to Confidential Information and TUTOR’s position of trust and confidence
with LATINHIRE. In respect of this, TUTOR agrees not to directly or indirectly solicit, entice, or attempt
to solicit or entice any LATINHIRE clients, customers, clients of LATINHIRE’s clients, other TUTORS,
suppliers of LATINHIRE such as libraries, educational establishments, or any other party with whom
TUTOR had contact with or was aware of as a result of TUTOR’s duties hereunder, for the purpose of
diverting their business or services from LATINHIRE or any subsidiary of LATINHIRE for a period of 24
consecutive months, beginning on the last day of the TUTOR’s independent contractor relationship with
LATINHIRE or any subsidiary of LATINHIRE for any reason or no reason.

In justified cases, LATINHIRE may free the TUTOR of these prohibitions.

Seventh: Appendices to the FRAMEWORK AGREEMENT

It is understood that any type of information that LATINHIRE may send to the TUTOR, in relation to
operational policies, quality and/or conduct is completely and complementarily part of this FRAMEWORK
AGREEMENT. These attached documents establish conditions, procedures and policies that must be
studied and understood by the TUTOR.

In this way, new operating manuals, once known and accepted by the TUTOR, shall automatically
become part of this FRAMEWORK AGREEMENT.

Eighth: Service Quality

LATINHIRE expects that the TUTOR will create answers to questions submitted by STUDENTS that are of
high-quality, according to the following minimum parameters:

• Unique - not plagiarized from other websites.


• Complete - answers full question.
• Factually correct - dates, names, terminology must be correct, as well as grammar & spelling.
• Easy to read.
• Detailed.

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DocuSign Envelope ID: 4B79F968-FC5D-4724-B4C0-6FBA4289DAD7

• Friendly.

More detailed quality standards will be provided by LatinHire as part of training materials. The quality
standards may vary depending on the LATINHIRE CLIENT and the subjects of the questions the TUTOR
will be allowed to answer.

Ninth: Technical and Environmental Requirements.

The TUTOR guarantees that he has access to a reliable internet connection and a computer that satisfies
the minimum requirements described in the appendices. In addition, the TUTOR guarantees that he has a
workplace with the necessary hygiene and safety conditions and the quiet environment necessary to
provide the services in an optimal manner.

Tenth: Confidentiality.

The TUTOR shall make confidential use of and shall not copy, use nor share information of any kind,
including, but not limited to, product information, processes, inside knowledge, designs, developments,
computer programs, databases, client lists or any other type of source related to the parties involved.

Eleventh: Intellectual Property.

11.1 LATINHIRE Ownership of Work Product. “Work Product” refers to any copyrightable material,
notes, records, drawings, designs, inventions, improvements, developments, discoveries and trade
secrets conceived, discovered, authored, invented, developed or reduced to practice by TUTOR,
either alone or jointly with others, for LATINHIRE as part of the Services.

a. Work-for-Hire. To the extent permissible under applicable law, Work Product will be considered
work made for hire pursuant to the U.S. Copyright Act, 17 U.S.C. §§ 101 et seq. and any foreign
equivalent thereof.
b. Assignment. To the extent, if any, that LATINHIRE does not own full right, title and interest in
and to the Work Product pursuant to Subsection 11.1. (a) above, TUTOR hereby assigns to
LATINHIRE all of his or her ownership, right, title, and interest in and to all Work Product, including,
without limitation: (i) all copyrights, patents, rights in mask works, trademarks, trade secrets, and
other intellectual property rights and all other rights that may hereafter be vested relating to the

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DocuSign Envelope ID: 4B79F968-FC5D-4724-B4C0-6FBA4289DAD7

Work Product, arising under U.S. or any foreign equivalent thereof, together with all national, foreign,
state, provincial, and common law registrations, applications for registration, and renewals and
extensions thereof; (ii) all goodwill associated with Work Product; and (iii) all benefits, privileges,
causes of action, and remedies relating to any of the foregoing, whether before or hereafter accrued
(including without limitation the exclusive rights to apply for such registrations, renewals, and/or
extensions, to sue for all past infringements or violations of any of the foregoing, and to settle and
retain proceeds from any such actions).

11.2 Backup License. To the extent, if any, that this Article 11 does not provide LATINHIRE with full
ownership, right, title, and interest in and to the Work Product, TUTOR hereby grants LATINHIRE a
perpetual, irrevocable, fully paid, royalty-free, worldwide license to reproduce, create derivative
works from, distribute, publicly display, publicly perform, use, make, have made, offer for sale, sell or
otherwise dispose of, and import the Work Product, with the right to sublicense each and every such
right. Exercise of LATINHIRE’s rights pursuant to this Section 11.2 does not excuse any breach of
TUTOR’s obligations pursuant to Section 11.1 above.

11.3 Moral Rights. In addition to the foregoing transfers and allocations of rights, TUTOR hereby
irrevocably transfers and assigns to LATINHIRE any and all “moral rights” TUTOR may have in or with
respect to the Work Product. TUTOR also hereby forever waives and agrees that he/she shall never,
even after termination of relationship with LATINHIRE, assert any moral rights with respect to the
Work Product. “Moral rights” include any rights to claim authorship of or credit on a work of
authorship, to object to or prevent the modification or destruction of a work of authorship, or to
withdraw from circulation or control the publication or distribution of a work of authorship, and any
similar right, existing under judicial or statutory law of any country or subdivision of a country, or
under any treaty, regardless of whether or not such right is described as a “moral right.”

11.4 Further Assistance. TUTOR shall help LATINHIRE obtain and enforce patents, copyrights, rights
in mask works, trade secret rights, and other legal protections for the Work Product in any and all
jurisdictions throughout the world. TUTOR shall execute any documents LATINHIRE reasonably
requests for use in obtaining or enforcing such rights and protections. To the extent that such
assistance occurs after TUTOR terminates relationship with LATINHIRE, LATINHIRE shall compensate
TUTOR at a reasonable rate for time and expenses spent at LATINHIRE’s request pursuant to this
Section 11.4. TUTOR hereby appoints LATINHIRE or its designated representative as TUTOR’s
attorney-in-fact to execute documents on TUTOR’s behalf for the purposes set forth in this Section
11.4.

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Twelfth: Effective Term of the Agreement

This framework agreement shall take effect starting the date it is signed by the TUTOR. LATINHIRE has
the right to cancel this agreement without stating any reasons.

The TUTOR can stop providing his services by means of a simple notification to LATINHIRE, which also
invalidates this FRAMEWORK AGREEMENT.

The termination of the FRAMEWORK AGREEMENT, whatever its motive may be, shall give rise to the
immediate closing of the TUTOR’s user account(s) and any payments due will be settled according to the
regular payment schedule.

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DocuSign Envelope ID: 4B79F968-FC5D-4724-B4C0-6FBA4289DAD7

Thirteenth: Adherence to the Framework Agreement.

The TUTOR declares that he agrees with all points contained herein, both in the main document as well
as in the appendices. In addition, the TUTOR agrees to read and study LATINHIRE’s regulations and
procedures as well as those of its clients, both those contained in this framework agreement, as well as
those observed and communicated during online training sessions, in e-mails, letters and any type of
official communication provided by LATINHIRE and/or its CLIENTS.

Bolaji Akindele
TUTOR’s Name: _________________________

TUTOR’s Signature: _________________________

10/25/2019
Date of Signature: _________________________

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DocuSign Envelope ID: 4B79F968-FC5D-4724-B4C0-6FBA4289DAD7

APPENDIX 1
Client Payment Chart: Brainly

Subject Pay per answer


High school level questions USD 0.7
College level questions USD 0.9

Conditions:

• Only answers to questions picked up from the feeds provided by LatinHire are eligible for pay.
• The questions will be classified as “high school” level or “college” level depending on the feeds
they are picked up from. LatinHire will communicate in advance what are the feeds containing
each type of question.
• Only answers rated as 4 or 5 (in a scale of 1 to 5) by the Brainly Quality Team are meant to be
paid. Instead of reviewing every answer, the Quality Team at Brainly will rate a random sample
of the answers submitted by the TUTOR (not necessarily in the same distribution of subjects as
the total). The percentage of answers that are rated with 4 or 5 is called the High Quality
Response Rate (HQRR). The TUTOR is paid for the HQRR multiplied by the total number of
answers submitted at their respective pay rates.
• The Brainly Quality Standards and the exact rubric used by Brainly to rate answers will be shared
with the TUTOR during training.

Example:

• In October, the TUTOR answers 400 college-level Business questions, 300 high-school-level
History and 300 high-school-level Math.
• The Brainly Quality team reviews a sample of 100 questions and rates them as:
o 5% are rated below 4
o 70% are rated as 4
o 25% are rated as 5
• Based on these results, the HQRR is 95%.
• Brainly sends this report to LatinHire by November 13th.
• On November 14th, LatinHire informs the TUTOR that his earnings from October are:
o 95%*(400*USD 0.9 + 300*USD 0.7 + 300*USD 0.7) = USD 741

The TUTOR receives his/her payment from LatinHire between November 20th and November 30st

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