The Outschool OUTreach Program seeks to partner with individual educators approved on the Outschool Platform to promote Outschool to third-parties (the “Program”) in order to earn Incentives and Rewards (defined below). These Terms for Participation (“Terms of Participation”) are made by and between Outschool, Inc. ("Outschool," “we”, “us”, or “our”) and you (“Participant”,“you” or “your'', and each Outschool and Participant is a "Party" and together, the "Parties") regarding your participation in the Program. Outschool’s Terms of Services, Privacy Notice, and Community Standards are hereby incorporated into these Terms of Participation (collectively, the "Agreement"). By participating in the Program, Participant agrees to accept this Agreement. If you do not agree to this Agreement, you are not eligible to participate in the Program. Participation in this Program cannot be combined with any other Outschool-sponsored referral program.

Outschool may update this Agreement at any time. Continued participation in the Program after any modification shall constitute consent to such modification.

Eligibility 

To be eligible to participate in the Program, you must:

1. Be at least 18 years old (or be the age of the majority if Participant resides outside of the United States); 
2. Have an Outschool teaching account in good standing, with no prior Outschool Trust & Safety incidents; and
3. Must not be participating in any other Outschool-sponsored referral program.

Term and Termination

Participation in this Program will commence upon the enrollment by Outschool and continue until otherwise terminated by Outschool, at its sole discretion (the “Term”). You may terminate this Agreement at any time during the Term upon five (5) days prior written notice to Outschool. Additionally, Outschool may terminate this Agreement immediately for cause with or without written notice to you. Upon termination, you will be removed from the Program.

Commitments

During the Term, Participant will commit to all of the following: 

1. Represent Outschool publicly in a positive manner and tone at all times;  
2. Will not post any controversial or socially unacceptable public postings, e.g., racist, pornographic, illegal drug use, bullying, etc.; 
3. Will not post Coupon Codes or referral link within class description pages;
4. Will not post your Coupon Code or referral link on any couponing website or similar mass distribution websites; and,  
5. Comply with the terms of this Agreement.

We reserve the right to monitor your compliance with these Commitments, and any violation may result in you being removed from the Program, at Outschool’s sole discretion. Removal from the Program will cancel all Participation Reward(s) (as defined below) received through the Program. Further, at Outschool's sole discretion, we may remove a Participant from the Program for other causes, including but not limited to fraud, failure to execute expected challenges, or if we are dissatisfied with a Participant’s performance under the Program.

Participant Incentives and Rewards

Participant may earn a fifty dollars cash ($50 USD) reward for each New Buyer (each a “IncentiveReward”). “New Buyer” is defined as an individual who: (i) is a legal resident of their applicable country; (ii) is at least the age of majority in said territory of residence; (iii) utilizes your Outschool coupon code (“Coupon Code”) at time of first purchase or referral link at the time of account creation; (iv) purchases and completes an Outschool class within thirty (30) days of sign-up; and (v) has not previously enrolled in a class with Outschool.  

For “New Buyers” referred via referral link, valid referrals must create an account using the provided referral link to be considered a valid new buyer referral. Granted Outschool Credit to the Referred User shall remain valid and available for use for thirty (30) calendar days from the date such credit is applied to the account. After the expiration of this timeframe, the Outschool Credit will no longer be valid and cannot be used. 

For “New Buyers” referred via a Coupon Code, referred users can have an existing account, but their first purchase must have a Coupon Code applied at checkout to be considered a valid referral. 

In addition to the Incentive, Participant may be eligible to receive an additional rewards (each, a “Reward”) in accordance with the reward matrix below for New Buyers made within a Referral Year. “Referral Year” commences on Participant’s date of Program acceptance and activation (“Anniversary”) and continues for the following twelve months; Referral Year resets on the Participant’s Anniversary each year.

Only one Participant can earn a single New Buyer. In the event that multiple participants claim credit for a particular referral, Outschool has full discretion to determine which person earned such referral according to Outschool’s systems.

Outschool Social Media Creator Policy

In connection with participation in the Program, you expressly agree to the following:

1. Posting Guidelines. When distributing, promoting, or communicating your Coupon Code, you must comply with the terms of use and other applicable terms (for branded content) of the social media platforms on which you will post your content (e.g., Instagram, Facebook, Tik Tok, etc.). You agree to comply with all applicable local, state, national or international laws, rules, or regulations, including, but not limited to social media posting disclosure requirements under FTC guidance. Such guidelines include, but are not limited to:
   1. For example, you will use simple and clear language in your disclosures or state your disclosure periodically if doing a live stream.
   2. For example, if an endorsement takes place via video, the disclosure should be made within the video itself rather than solely in the description. 
1. Clearly disclosing when you have a financial or family relationship with Outschool, such as by using hashtags such as #sponsored or #advertisement, and disclosing your connection to Outschool. 
2. Ensuring your disclosures are clear, easy to understand, and prominently displayed in your creative posts.
3. Avoiding ambiguous disclosures like #thanks, #collab, or #Participant. 
4. Treating sponsored tags, including tags in pictures, like any other endorsement.
5. Superimposing disclosures over images on image-only platforms like Snapchat. 
6. Don’t place disclosures after a “click more” link or in another easy-to-miss location.

2. No Misrepresentations. You agree that you will not attempt to mislead anyone in connection with the Program, either by affirmative representation, implication, or omission. In particular, you agree that you will not:

1. 1. Impersonate any person or entity;
   2. Create fake accounts, blogs, webpages, profiles, websites, links or messages;
   3. Misrepresent your relationship with Outschool or any other third party
      1. For example, posts that imply that you are just a consumer when you are actually acting on behalf of Outschool is misleading; 
   4. Suggest that an affiliation or partnership exists with a third party where none exists; or
   5. Make misrepresentations with respect to the characteristics or qualification requirements to receive compensation under this Program.

1. 1. Disparaging or defamatory content concerning Outschool, this Program, or third parties;
   2. Content which promotes racism, bigotry, hatred, discrimination or physical harm of any kind against any group or individual;
   3. Offensive, abusive, intimidating or harassing content;
   4. Content that is sexually explicit, obscene and/or contains nudity;
   5. Any political and/or religious statement;
   6. Content containing images or reference to drugs, alcohol, tobacco, weapons or firearms; or
   7. Content that violates someone else’s privacy.

1. 1. Create websites, domains, URLs, social media handles or email addresses containing the word “Outschool”;
   2. Use the names or marks of Outschool competitors;
   3. Use images of celebrities or other public or private figures without their written consent;
   4. Use someone else’s brand name or intellectual property without their written consent;
   5. Engage in phishing or attempting to obtain financial or other personal information;
   6. Solicit passwords or personally identifiable information;
   7. Sell your Invitation(s) including Coupon Code. You agree that you will only distribute your Invitation(s) free of charge only for promotional purposes. You may not sell, trade, or barter your Invitation(s) under any circumstances. You may not pay or provide anything of value to a New Buyer beyond any Outschool credit or cash being offered as compensation for participation in the Program;
   8. Violate or infringe any copyright, trade secret, or any other intellectual property rights of another person;
   9. Advertise your Invitation(s) or the Program, including via Google, Facebook, Bing and Craigslist or other social media marketplaces;
   10. Engage in fraudulent activity. You agree that you will not defraud or abuse (or attempt to defraud or abuse) Outschool, this Agreement, or any New Buyer.
   11. No spamming. You agree that you will not “spam” anyone with Invitations, and that you at all times will remain compliant with CAN-SPAM, the TCPA, and other applicable laws. The following specific activities are prohibited:
       1. Mass emailing, texting or messaging people you do not personally know;
       2. Use of automated systems or bots through any channel to distribute, post or respond to your Invitation;
       3. Use of scripts, programed or automatic dialers to send invites or to communicate Invitations; and
       4. Posting Invitations on event or venue pages without express permission from the event or venue owner.
          

Confidentiality

During the Term of the Agreement, you will treat any information provided to you by Outschool as confidential (“Confidential Information”). You will not disclose Outschool’s Confidential Information to any third-party without prior written consent by Outschool, or use any Confidential Information except for the performance of your obligations under this Agreement. Information will not be considered Confidential Information, if such information is known by you prior to receipt from Outschool without any expectation of confidentiality, or becomes publicly known or otherwise publicly available, except in the event of a breach of this Agreement. You acknowledge that disclosure of any Confidential Information may give rise to irreparable harm to Outschool, and Outschool may seek and obtain injunctive relief against the breach or threatened breach of Confidential Information under this section, in addition to any other legal remedies that may be available to Outschool.   

Intellectual Property Ownership

When you participate in the Program, any materials you create, using Outschool Intellectual Property are owned by Outschool. You agree that all such work(s) will be considered a "work made for hire," and Outschool will be recognized as the author of your work for copyright purposes in all jurisdictions. If your work is not considered a "work made for hire," you agree to transfer all rights, ownership, and interests, including copyright, to Outschool without any restrictions on use. Outschool may use, modify, adapt, distribute, display, license, assign, transfer, and/or create derivative works from your work in any media, now or in the future, worldwide, and royalty-free, without restriction. You also acknowledge that Outschool owns the copyrights, trademarks, patents, and patent applications, whether or not created by or contributed to by you. 

Release

BY PARTICIPATING IN THE PROGRAM, YOU AGREE TO RELEASE AND DISCHARGE OUTSCHOOL FROM ANY AND ALL CLAIMS, DAMAGES, LIABILITIES, COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF OR IN CONNECTION WITH THE PROGRAM, INCLUDING CLAIMS OF NEGLIGENCE, BREACH OF CONTRACT, OR OTHER LEGAL THEORIES. THIS RELEASE APPLIES TO ANY AND ALL CLAIMS, WHETHER KNOWN OR UNKNOWN, THAT YOU MAY HAVE AGAINST US ARISING OUT OF OR IN CONNECTION WITH THE PROGRAM.

License

By participating in the Program, you grant Outschool a non-exclusive, worldwide, royalty-free license to use the content you create under the Program for the sole purpose of promoting the Program and Outschool. This means Outschool may display, reproduce, distribute, publish, exhibit and use your content in various forms, alone or accompanied by other materials, such as text or images, on different media platforms including social media websites and mobile applications. The license is perpetual and irrevocable, meaning Outschool has the right to use your content even after your participation in the Program ends. 

Miscellaneous 

1. Headings. The section headings throughout the Agreement are provided for ease of reference only and shall have no legal effect.
2. Relationship of Parties. You understand that you are an independent contractor. Nothing in this Agreement, shall create or shall be deemed to create any employment, partnership, joint venture, agency, legal representative, or any other association between you and Outschool. You are responsible for the payment of your own taxes associated with any Participation Incentives and Rewards received by Outschool. 
3. Other Terms. The following terms under the Outschool Terms of Services shall specifically govern these Terms of Participation: resolving disputes, governing law, indemnity and release, disclaimer of warranties, and  limitation of liability. 
4. Waiver and Severability. If either Party chooses to waive any of their rights or fails to enforce any provision of this Agreement, it does not mean that the Party is waiving any other rights or will not enforce those provisions in the future. The waiver or failure to enforce any rights or provisions does not excuse the other Party from fulfilling their obligations under this Agreement. If any provision of this Agreement is deemed invalid, illegal, or unenforceable in any jurisdiction by a court or authority, that provision shall be severed from the Agreement s to such jurisdiction (but, to the extent permitted by law, not elsewhere), and shall not affect the remaining provisions, which shall remain valid and enforceable. 
5. Entire Agreement. This Agreement constitutes the entire agreement between you and Outschool and governs your participation in the Program, superseding any prior agreements between you and Outschool with respect to the Program. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software in connection with your participation with the Program.

Thanks for spreading the word about Outschool!