Instructor Terms & Conditions

“Instructor Terms & Conditions” are for instructors who are publishing their course on Learnfly. It contains the terms and conditions of your (if you are an Instructor) participation as an Instructor via Learnfly’s Services. This is a binding agreement between you and Learnfly and is incorporated by reference into Learnfly’s Terms of Use (“Terms of Use”).

Any version of these Instructor Terms in a language other than English is provided for convenience. You understand and agree that the English language will hold control if there is any conflict.

1. Key Definitions

"Base Price"" means the course price set by the Instructor within the Price Tier Matrix.

"Base Currency" means the currency of the Base Price.

"Exchange Rate" means a system-wide rate used by Learnfly for foreign currency conversion and does not include any fee or mark-up by Learnfly. The rate is established using one or more third parties and is fixed periodically. Accordingly, the Base Exchange Rate may not be identical to the applicable market rate in effect at the specific time a foreign currency conversion is processed.

"Instructor Revenue" shall mean Net Amount less paid refunds (if any).

"Gross Amount" means the amount received by Learnfly for purchases of Your Course by Students. Please note that for mobile application sales, mobile platforms apply fees such as Apple’s App Store or Google Play etc.

"Net Amount" means Gross Amount, less (1) Taxes; (2) for web sales, a three percent (3%) administrative and handling fee, where the administrative and handling fee shall be four percent (4%); and (3) any amounts paid in connection with Learnfly’s Marketing Programs if you choose to opt-in (as further described below).

"Sale Price" means the actual sale price for the Course. When the Sale Currency is different from the Base Currency, Learnfly will determine the Sale Price based on the applicable Base Exchange Rate.

"Sale Currency" means the currency of the sale. This is determined by the country of origin of the User purchasing the Course.

All other capitalized terms used and not otherwise defined herein shall have the meaning ascribed to them in Learnfly’s Terms of Use.

2. Agreement

As an Instructor, You are contracting directly with Learnfly Academy Pvt Ltd, an online marketplace headquartered in New Delhi, India. Additionally, although we may utilize other Learnfly subsidiaries to facilitate your payments, your contract remains between you and Learnfly.

3. Your Relationship with Students

Instructors do not have a direct contractual relationship with Students. The only information You will receive about Students would be the ones which is provided to You through the Services (“Student Related Data”). You understand and agree that You will indemnify Learnfly for any issues arising out of Your use of any Student Related Data.

4. Obligations

As an Instructor, You represent, warrant, and covenant that:

1. You will visit www.learnfly.com and complete the Instructor enrollment form and if You choose to charge fees for Your Courses, You will also need to agree again to the pricing terms which are presented to you during the paid Course creation process;

2. You will be responsible for all Your Submitted Content. You further agree that You own or have the necessary licenses, rights, consents, and permissions, and the authority to authorize Learnfly, to reproduce, distribute, publicly perform (including by means of a digital audio transmission), publicly display, communicate to the public, promote, market and otherwise use and exploit any of Your Submitted Content on and through the Services in the manner contemplated by these Instructor Terms;

3. No Submitted Content shall infringe or misappropriate any intellectual property right of a third party;

4. You have the required qualifications, credentials and expertise, including without limitation, education, training, knowledge, and skill sets, to teach and offer the services You offer on Your Course and through the Services;

5. You will not post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, defamatory or libelous content or information;

6. You will not upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation (commercial or otherwise) through the Services or to any User;

7. You will not use the Services for any business other than for providing tutoring, teaching and instructional services to Students;

8. You will not engage in any activity that will require Learnfly to obtain any licenses from or pay any royalties to any third party, including, by way of example and not limitation, the payment of royalties for the public performance of any musical works or sound recordings;

9. You will not copy, modify, distribute, reverse engineer, deface, tarnish, mutilate, hack, or interfere with Company Content and/or the Services or operations thereof, except as permitted in these Instructor Terms;

10. You will not frame or embed the Services in a manner to embed a free coupon version of your course or other similar functionality intended to circumvent the Services;

11. You will not impersonate another person or gain unauthorized access to another person's Account;

12. Your use of the Services is subject to Learnfly's approval, which We may grant or deny in Our sole discretion;

13. You will not introduce any virus, worm, spyware or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Services or operation thereof; scrape, spider, use a robot or other automated means of any kind to access the Services;

14. You will not interfere with or otherwise prevent other Instructors from providing their services or Courses;

15. You will maintain accurate Account information;

16. You shall respond promptly to Students and ensure a quality of service commensurate with the standards of Your industry and instruction services in general;

17. You are over the age of 18 or, if not, you are between the ages of 13 and 17 and a third-party parent or legal guardian has agreed to these Instructor Terms, as well as all other of Our terms and policies as shall be posted on Our Services from time to time, and will assume responsibility and liability for Your performance and compliance hereunder.

5. License to Learnfly

You hereby grant Learnfly a non-exclusive right and license to reproduce, distribute, publicly perform, offer, market and otherwise use and exploit the Submitted Content through the Services, and sublicense it to Users for these purposes directly or through third parties. For more information on how we may use Submitted Content please visit our privacy policy. Notwithstanding the foregoing, and subject to the Instructor Terms, if you are an Instructor, unless specifically stated otherwise, You have the right to remove all or any portion of Your Submitted Content from the Services at any time. Removal of Your Submitted Content will terminate the foregoing license and rights sixty (60) days after such removal as to new Users, provided, that any rights given to Users prior to that time will continue in accordance with the terms granted to such Users.

You hereby agree that We may record all or any part of any Courses (including voice chat communications) for quality control and delivering, marketing, promoting, demonstrating or operating the Services. You hereby grant Learnfly permission to use Your name, likeness, image or voice in connection with offering, delivering, marketing, promoting, demonstrating, and selling the Services, Courses, Company Content and Submitted Content and waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection therewith, to the extent permissible under applicable law.

6. Pricing

As an Instructor, You will be responsible for determining the Base Price You charge Students for Your Course(s) from the Price Tier Matrix. You may select any increment as defined in the Price Tier Matrix by going to the Price Edit screen in your Instructor Account. You agree to charge only for Your Own Submitted Content. You may not charge separately for any course add-ons such as downloadable PDFs or other content and services (such as providing a link to a third-party service to sell downloadable PDFs). The Company will handle billing and other fee interaction with Students. When the Sale Currency is different than the Base Currency, Learnfly will determine the Sale Price using the most recently published Price Tier Matrix. The Company reserves the right to make changes to the Price Tier Matrix at any time.

As part of Your participation on Learnfly, You give Us permission to share Your Course, and information about You and the Course with Learnfly employees and selected partners, for which You will not receive compensation.

Learnfly offers certain programs that can help you market your Courses (“Marketing Programs”). Marketing Programs may include, but are not limited to, Learnfly's Deals Program and Marketing Boost Program. If You choose to participate, the fee You receive from Learnfly will be in accordance with the terms of the particular Marketing Program that applies to the sale of Your Course. You may opt out of any Marketing Programs at any time, provided however, if you do opt-out of a Marketing Program, your Course will remain subject to any sales, campaigns, or promotions under any Marketing

Programs that apply to Your Course that are active at the time you opt-out until the completion of such sales, campaigns, or promotions. In addition, you acknowledge and accept that certain sales, campaigns or promotions may be limited in applicability and not all sales, campaigns, or promotions will apply to Your Course.

You acknowledge that the amounts paid by Students for Courses sold through Marketing Programs are not fixed, and Learnfly has the sole discretion to determine those amounts and which Courses to offer as part of such Marketing Programs. Further, Learnfly does not guarantee any minimum level of success in connection with the Marketing Programs, and its selection of Courses to include is not an endorsement of those Courses, or of You. If You do not wish to participate in certain Marketing Programs, log into Your Account and opt out of them.

7. Payments

If You do not opt into any of Learnfly’s optional Marketing Programs, we will pay You seventy six percent (76%) of the Net Amount received for Your Course less any applicable deductions such as Student refunds (“Standard Revenue Share”). If Learnfly changes the Standard Revenue Share, we will provide you thirty (30) day notice via email or prominent notice on the Services.

So that Company can pay you in a timely manner, you must have a PayPal account, Payubiz account or your bank account (for wires) in good standing and keep Learnfly apprised as to the correct email address associated with your PayPal or Payubiz account. Payment will be made within forty-five days of the end of the month in which the fee for a Course was received. You are responsible for providing Company with all identifying and tax information necessary for the payment of amounts due.

As an Instructor, you are responsible for determining whether you are eligible to be paid by an Indian company.

8. Refunds

As an Instructor, you acknowledge and agree that Students have the right to receive a refund. Neither Instructors nor Learnfly shall receive any payments, fees or commissions for any transactions for which a refund has been granted. In the event that a Student requests a refund for a Course after Learnfly has sent an Instructor payment for that Course, Learnfly reserves the right to either (1) deduct the amount of such refund from the next payment to be sent to that Instructor, or (2) require that Instructor to refund any amounts refunded to Students for Instructor's Course to the extent no additional payments are due from Learnfly to Instructor or such payments due to the Instructor are insufficient to cover the amounts refunded to Students.

9. Taxes

You understand and agree that You are responsible for any taxes on Your income. We reserve the right to withhold payment if we do not receive proper tax documentation. With regard to sales tax on the sale of Your Courses, the following applies:

European Union

In the event that the sale or delivery of a Course or any Submitted Content to any Student in the European Union is subject to any value added tax ("VAT"), under applicable law, Learnfly will collect and remit the VAT to the competent tax authorities for sales of such Courses or Submitted Content to Students in the European Union. Learnfly may at its Own discretion increase the Sale Price where Learnfly is of the view that VAT may be due and Learnfly will have a liability to account for such. You will indemnify and hold Learnfly harmless against any and all claims by any tax authority for any underpayment of VAT, and any penalties and/or interest thereon on Your Instructor Revenue or otherwise.

All Other Countries

For sales of any Courses or Submitted Content in countries other than the European Union, South Korea and Japan. You are responsible for following the requirements of the appropriate taxing authority related to sales tax on Your Courses (which may be different to the tax authority in Your own location). Learnfly is unable to provide You with tax advice and You should consult Your own tax advisor.

10. Deletion of Your Account

If You wish to delete Your Instructor Account, You may do so by following the steps provided in the following Instructor instruction page.We will use commercially reasonable efforts make any remaining scheduled payments due and owing to You prior to deleting Your Account. You hereby understand and agree that if Student(s) have previously enrolled to Your Course(s), after Your Account has been deleted Your name and such Course(s) will remain accessible to those such Students who enrolled to Your Course(s). Should You require any assistance or encounter any difficulty in deleting Your Instructor Account You may also contact us via email at support@learnfly.com or via our Support Center, and We will make commercially reasonable efforts to respond to Your request within 24 hours.

11. Modifications to These Instructor Terms

From time to time, we may update these Instructor Terms to clarify our practices or to reflect new or different practices, such as when We add new features, and Learnfly reserves the right to modify and/or make changes to these Instructor Terms at any time. If We make any material change We will notify You using prominent means such as by email notice sent to the email address specified in Your Account or by posting a notice on Our Services. Other modifications will become effective on the day they are posted unless stated otherwise. If You 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 the Instructor Terms as changed. The revised Instructor Terms supersedes all previous Instructor Terms.