Terms of Service

1. Eligibility

The Platform is available only to individuals who are 18 years of age or older. By using the Platform, you represent and warrant that you are at least 18 years old and that all registration information you submit is accurate and truthful. Cooper does not knowingly permit anyone under 18 to create an account. If we learn that an account belongs to someone under 18, we will terminate that account.

If you are registering on behalf of an Organization, you represent that you have the authority to bind that Organization to these Terms.

2. Accounts

• You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account.
• You agree to provide accurate, current, and complete information, and to keep it updated.
• You may not create an account for anyone other than yourself, impersonate another person, or misrepresent your affiliation with any Organization.
• You may not maintain more than one active Peer account, except as we may permit.
• You are responsible for all content you upload, including video, audio, images, and text.

3. Terms Specific to Peers

3.1 Always Free

Cooper is, and will always be, free for Peers. There is no charge to create a Cooper Card, build a Portfolio, share CoopCast audio, give or receive Real Proof testimonials, grant or receive Impact Stars, interact with other Peers, respond to Pitch Your Potential opportunities, or use any other Peer-facing feature of the Platform, now or in the future.

3.2 Your Content

You retain ownership of the video, audio, images, testimonials, and other content you upload to your Cooper Card, Portfolio, and Digital Footprint (“Peer Content”). By uploading Peer Content, you grant Cooper a non-exclusive, worldwide, royalty-free, sublicensable license to host, store, reproduce, display, transmit, and distribute that content solely for the purpose of operating, promoting, and improving the Platform. This license ends when you delete the content or your account, except for content that has been shared with, or incorporated into, another user’s profile (for example, a Real Proof testimonial you gave to another Peer), and except where we are permitted to retain it as described in our Privacy Policy.

3.3 Discoverability

Cooper’s Search and related discovery features are designed to help Peers and Organizations find and connect with Portfolios that match what they are looking for. Search functions only as a finder: it does not screen, rank, or exclude any Peer from being discoverable based on eligibility, suitability, or any other evaluative criteria. Any evaluation of a Peer’s fit for an opportunity is made by the Organization or Peer conducting the search, not by Cooper or by Cooper’s Search.

3.4 Requests You Receive

When an Organization sends you a Request, Cooper facilitates the connection and, where applicable, shares the contact information necessary for that Organization to reach you. Cooper is not a party to, and is not responsible for, any resulting communication, interview, offer, or working relationship between you and an Organization.

4. Terms Specific to Organizations

4.1 Free to Browse, Search, and Post

Organizations may create an account, browse Portfolios, search for Peers, and publish opportunities on the Platform free of charge. There is no monthly subscription or access fee for Organizations.

4.2 Consumption-Based Pricing

Cooper charges Organizations only when they choose to send a Request to a specific Peer, or a group of Peers, as described in the pricing then displayed on the Platform. Charges are incurred at the time the Request is sent. Except as required by law or as we otherwise state at the time of purchase, Request fees are non-refundable once a Request has been sent.

4.3 Accurate and Genuine Postings

Organizations agree that any opportunity posted on the Platform reflects a genuine, currently available opportunity. Organizations may not post opportunities that do not exist, that misrepresent the role, compensation, or organization, or that are intended to collect Peer information without a genuine intent to fill the opportunity.

4.4 Compliance with Employment and Anti-Discrimination Law

Organizations are solely responsible for complying with all applicable laws governing recruitment, hiring, and employment, including federal, state, and local anti-discrimination laws (such as Title VII of the Civil Rights Act, the Americans with Disabilities Act, and applicable state and local equivalents). Organizations may not use the Platform, including Requests or opportunity postings, to discriminate against any Peer on the basis of any legally protected characteristic.

4.5 No Scraping or Off-Platform Use of Peer Data

Organizations may not extract, scrape, copy, or store Peer information obtained through the Platform for any purpose other than evaluating and pursuing that Peer in connection with a genuine opportunity, and may not use such information to build independent databases, train automated models, or contact Peers outside the Platform without the Peer’s consent.

5. Prohibited Conduct

In addition to any rules in our Community Guidelines, you agree not to:

• Upload content that is unlawful, harassing, hateful, sexually explicit, violent, or that infringes another person’s intellectual property or privacy rights
• Impersonate any person or entity, or misrepresent your identity, age, or affiliation
• Use the Platform to recruit for, or promote, illegal activity
• Interfere with, disrupt, or attempt to gain unauthorized access to the Platform or its related systems
• Use automated means (bots, scrapers, crawlers) to access the Platform except as expressly permitted
• Manipulate Impact Stars, Real Proof, Requests, or any other feature in a way designed to misrepresent genuine community recognition or market demand
• Use the Platform to send unsolicited commercial communications outside of its intended features

6. Content Moderation and Enforcement

We may review, remove, or restrict access to content, and may suspend or terminate accounts, that we determine in good faith violate these Terms or our Community Guidelines. Users can report content or other users through the Platform. We aim to review reports promptly and take appropriate action, which may include content removal, warnings, suspension, or termination, consistent with our repeat-infringer and enforcement procedures.

7. Intellectual Property

Cooper and its licensors own all rights, title, and interest in the Platform itself, including its software, design, trademarks, and all Cooper-branded elements (including “Cooper,” “Cooper Card,” “CoopCast,” “Real Proof,” “Pitch Your Potential,” “Impact Stars,” and related names and marks), excluding Peer Content and any content Organizations post. You may not use Cooper’s trademarks or branding without our prior written consent.

8. Copyright (DMCA)

Cooper responds to notices of alleged copyright infringement in accordance with the Digital Millennium Copyright Act. Our designated agent and takedown procedure are set out in our separate DMCA Policy, available on the Platform. Cooper maintains a policy of terminating, in appropriate circumstances, accounts of users who are found to be repeat infringers.

9. Third-Party Interactions

Cooper is not a party to, and does not guarantee the outcome, terms, or performance of, any interaction, offer, hire, engagement, or collaboration between Peers and Organizations, or between Peers, that arises from use of the Platform. You are solely responsible for your interactions with other users, on and off the Platform.

10. Disclaimers

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE. COOPER DOES NOT GUARANTEE THAT ANY PEER WILL RECEIVE A REQUEST, THAT ANY ORGANIZATION WILL FIND SUITABLE TALENT, OR ANY PARTICULAR OUTCOME FROM USE OF THE PLATFORM.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COOPER AND ITS OFFICERS, MEMBERS, EMPLOYEES, AND AGENTS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, OR GOODWILL, ARISING FROM YOUR USE OF THE PLATFORM. COOPER’S TOTAL LIABILITY FOR ANY CLAIM ARISING FROM THESE TERMS OR THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO COOPER IN THE TWELVE MONTHS BEFORE THE CLAIM AROSE, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

12. Indemnification

You agree to indemnify and hold Cooper harmless from any claims, damages, losses, and expenses (including reasonable attorneys’ fees) arising from your use of the Platform, your content, your violation of these Terms, or your violation of any law or third-party right.

13. Termination

You may stop using the Platform and delete your account at any time. We may suspend or terminate your account if we believe you have violated these Terms, our Community Guidelines, or applicable law, or for any other reason with or without notice, to the extent permitted by law. Sections of these Terms that by their nature should survive termination (including Sections 7, 10, 11, 12, and 15) will survive.

14. Changes to the Platform and These Terms

We may modify, suspend, or discontinue any part of the Platform at any time. We may update these Terms from time to time; if we make material changes, we will provide reasonable notice through the Platform before the changes take effect. Continued use of the Platform after changes take effect constitutes acceptance of the updated Terms.

15. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Florida, without regard to conflict-of-law principles.

15.1 Agreement to Arbitrate

Except for disputes that qualify for small claims court or that seek injunctive relief for intellectual property infringement or unauthorized access to the Platform, you and Cooper agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Platform will be resolved by binding, individual arbitration administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules then in effect, rather than in court, except that either party may bring an individual action in small claims court.

15.2 Class Action Waiver

YOU AND COOPER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

15.3 Location and Venue

Arbitration will take place in Orange County, Florida, or another mutually agreed location, or may be conducted by telephone or video conference where permitted by the AAA rules. For any dispute not subject to arbitration, the state and federal courts located in Orange County, Florida will have exclusive jurisdiction, and you and Cooper each consent to that jurisdiction and venue.

15.4 Opt-Out

You may opt out of this arbitration agreement by sending written notice to legal@thecooperapp.com within 30 days of first accepting these Terms, stating your name and a clear statement that you wish to opt out of the arbitration agreement. If you opt out, neither you nor Cooper will be required to arbitrate disputes with each other under this Section 15.

16. Miscellaneous

• These Terms, together with our Privacy Policy, Community Guidelines, and DMCA Policy, constitute the entire agreement between you and Cooper regarding the Platform.
• If any provision of these Terms is found unenforceable, the remaining provisions will remain in full force and effect.
• Our failure to enforce any provision is not a waiver of our right to do so later.
• You may not assign these Terms without our prior written consent; we may assign these Terms in connection with a merger, acquisition, or sale of assets.

17. Contact Us

The Cooper App LLC

11815 Globe St, Orlando, FL 32832

Email: legal@thecooperapp.com