Teacher Agreement

 
 

This is a legal agreement ("Agreement") between you (“Independent Instructor”) and Virtu.Academy, LLC. ("Virtu.Academy"). The parties expressly agree to transact and enter into this Agreement by electronic means.

  1. Permission to use Virtu.Academy's marketplace. Independent Instructor acknowledges that Virtu.Academy provides an Internet-based marketplace for individuals seeking the services of a private music instructor to identify and retain the services of individuals seeking to provide music instruction. By entering into this Agreement, Independent Instructor seeks permission to access Virtu.Academy's marketplace subject to the terms and conditions set forth in this Agreement.
  2. Instructor status. Independent Instructor acknowledges that Virtu.Academy provides only an Internet-based marketplace for individuals seeking the services of a private music instructor to identify and retain the services of individuals seeking to provide music instruction. Independent Instructor further acknowledge that Virtu.Academy does not directly or indirectly engage Independent Instructor to render any services whatsoever and that any engagement of Independent Instructor's services through the Virtu.Academy website (“Site”) is undertaken exclusively by the individual who has selected Independent Instructor through the Site to provide music instruction ("Instructor's Student"). Neither this Agreement, the Terms of Use, nor use of the Site creates an independent contractor, employee/employer, partnership, joint venture, or franchiser-franchisee relationship between Independent Instructor and Virtu.Academy. It is the parties' intention that Independent Instructor will be an independent business providing services and not an independent contractor of Virtu.Academy or Virtu.Academy's employee for any purposes, including, without limitation, the application of the Fair Labor Standards Act minimum wage and overtime provisions or any similar state law, Federal Insurance Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions of the Internal Revenue Code, any state income tax law, or any local income tax law, any state workers' compensation laws, any state unemployment insurance law, and any other federal or state law.
  3. Non-exclusivity. Independent Instructor and Virtu.Academy acknowledge that this Agreement is nonexclusive and Independent Instructor is free to engage in and simultaneously perform any employment or other services during the pendency of this Agreement. Nothing herein precludes Independent Instructor from advertising or providing Independent Instructor's services to the general public. Independent Instructor may not advertise or offer to sell any goods or services for any commercial purpose on the Site that are not relevant to providing services on an independent basis.
  4. Hours/Cancellation Fee. Independent Instructor shall set Independent Instructor's own hours. Independent Instructor shall set the required hours in advance for cancelation or rescheduling. If an independent instructor's student cancels or reschedules the lesson less than the required hours in advance for cancelation or rescheduling, the independent instructor will receive payment and is not required to reschedule the session.
  5. Platform Fee. Independent instructor agrees to set a session rate of $19.00 per half hour lesson and $39 per hour lesson. Independent Instructor consents to pay a fee for the use of the Site (“Platform Fee”) and authorizes Virtu.Academy to deduct the Platform Fee directly from the Instructor's Students’ payments Virtu.Academy collects on behalf of Independent Instructorutor. The Platform Fee shall be $4 fee per half hour lesson or $9 per hour lesson. Independent Instructor agrees that under no circumstances will Independent Instructor attempt to seek or receive compensation directly from Instructor's Students.
  6. Payment system. Independent Instructor agrees to abide by Virtu.Academy Tutor Payment Policies and agrees not to subvert the payment system or to divert funds ordinarily payable to Independent Instructor through Virtu.Academy. Prior to commencing lessons or meeting with Instructor's Students for any purpose, Independent Instructor must verify with Virtu.Academy that the prospective Instructor's Student has purchased the appropriate lesson through Virtu.Academy. Virtu.Academy is not responsible for payments for sessions given before a prospective Instructor's Student has purchased the lesson through Virtu.Academy. If requested by Instructor's Student and agreed to by Independent Instructor, then Independent Instructor will include a summary of service performed with the length of the session reported for solely for Instructor's Student’s use. Subject to the review by the Instructor's Student and Virtu.Academy of the session times completed, Independent Instructor shall receive payment in accordance with Virtu.Academy's Tutor Payment Policies.
  7. Expenses. Independent Instructor acknowledges that Virtu.Academy will not reimburse Independent Instructor for any expenses incurred by Independent Instructor related to Independent Instructor's rendering of services, including, without limitation, expenses associated with preparing for and administering sessions and educational and other materials.
  8. Supplies. Independent Instructor acknowledges that Virtu.Academy will not provide any supplies, materials or equipment required by Independent Instructor to complete the services for which Instructor's Student retained Independent Instructor.
  9. Taxes. Independent Instructor is responsible for all federal, state, and/or local taxes due as a result of the services Independent Instructor provides to Instructor's Students. Neither federal, nor state, nor local income tax, nor payroll tax of any kind shall be withheld by Virtu.Academy on behalf of Independent Instructor. Independent Instructor understands that it is Independent Instructor's responsibility to pay any applicable taxes.
  10. Benefits. Independent Instructor acknowledges that Independent Instructor is engaged in an independent business and not as an employee, and is not eligible to participate in any pension, health, or other fringe benefits plan of Virtu.Academy.
  11. Insurance. No Workers' Compensation Insurance shall be obtained by Virtu.Academy for Independent Instructor. Independent Instructor understands that it is Independent Instructor's responsibility to comply with the Workers' Compensation Law. Independent Instructor further understands it is Independent Instructor's responsibility to obtain any other insurance coverage applicable to the services Independent Instructor provides to Instructor's Students.
  12. Confidentiality. Independent Instructor acknowledges that, during the performance of services, Independent Instructor will have access to information relating to student's identity, address, contact information, and other personal information or requests for services ("Confidential Information"). Independent Instructor agrees that Independent Instructor owes a duty to Instructor's Students, during the term of this Agreement and thereafter, to hold all such Confidential Information in the strictest confidence and not to disclose it to any person, firm or corporation or to use it except as necessary in carrying out the services consistent with this Agreement.
  13. Instructor documents. Independent Instructor acknowledges that a copy of all documents created or received by Independent Instructor in connection with the administration of services performed hereunder ("Instructor Documents") may be retained by Virtu.Academy and used for its administrative purposes. For purposes of this Agreement, Instructor Documents does not include materials solely associated with the teaching of Sessions including Session plans, notes, outlines, tests and homework and Virtu.Academy acknowledges these materials belong to the Independent Instructor.
  14. Indemnity and hold harmless clause. Independent Instructor agrees to indemnify and hold harmless Virtu.Academy, its subsidiaries, affiliates, other independent contractors and their respective directors, officers, employees and agents, from and against any and all claims, losses, expenses, costs, liabilities and damages (including any legal fee and expenses), any and all injuries, whether direct, consequential or incidental in nature, which result from, are connected with or arise out of the performance by Independent Instructor of work performed in relation to this Agreement, including any act by Independent Instructor inconsistent with Independent Instructor's obligations and duties under this Agreement. Independent Instructor understands that Virtu.Academy offers an Internet-based marketplace for individuals seeking the services of a private music instructor to identify and retain the services of individuals seeking to provide music instruction. Accordingly, Virtu.Academy makes no representations to Independent Instructor about the suitability, character or background of any Virtu.Academy user (including, without limitation, Instructor's Students or their parents or guardians), nor does Virtu.Academy perform any type of background check of users including, without limitation, Instructor's Students or their parents or guardians). It is Independent Instructor's sole duty to exercise Independent Instructor's own judgment, protocols and/or standards when considering whether to engage in services with a potential Instructor's Students. Independent Instructor understands and agrees that it is Independent Instructor'ss responsibility to conduct any and all background and reference checks regarding potential Instructor's Students and other Site users. Independent Instructor is never obligated by Virtu.Academy to pursue any opportunity.
  15. Copyright Assignment. Virtu.Academy does not claim ownership of content that Independent Instructor provides on the Site including, but is not limited to, articles, lessons, worksheets, tutorials, files, testimonials, reviews, video submissions, and blog entries ("Site Content") and shall have no obligation of any kind with respect to such content. Unless otherwise stated herein, any Site Content that Independent Instructor provides in connection with the Site shall be deemed to be provided on a non-confidential basis. Virtu.Academy shall be free to use or disseminate such Site Content on an unrestricted basis for any purpose, and Independent Instructor grants Virtu.Academy an irrevocable, worldwide, royalty-free, nonexclusive license to use, reproduce, modify, distribute, transmit, display, perform, adapt, resell and publish any Site Content (including in digital form). Independent Instructor represents and warrants that Independent Instructor has proper authorization for the worldwide transfer and processing among Virtu.Academy, its affiliates, and third-party providers of any information that Independent Instructor may provide on the Site.
  16. Assignment. Independent Instructor may not assign or transfer this Agreement without the prior written consent of Virtu.Academy.
  17. Academic Dishonesty. Independent Instructor agrees not to use the Site to engage in academic dishonesty (e.g., completing assignments, taking auditions, taking tests on someone’s behalf, or work completion in violation of conduct policies of a school, university, academic institution or workplace) or other misconduct involving a Instructor's Student.
  18. Deactivation of Platform Use. Independent Instructor may deactivate their account at any time. Virtu.Academy may deactivate an Independent Instructor's account for the following reasons:

(a) Independent Instructor's failure to meet Virtu.Academy's platform vetting requirements.

(b) Independent Instructor's material breach of this Agreement, Independent Instructor's violation of the Virtu.Academy Terms of Use or Tutor Payment Policies, or misuse of the Site.

(c) Virtu.Academy's good faith belief of Independent Instructor's misappropriation of Instructor's Students from the Site for Independent Instructor's own pecuniary gain.

(d) Virtu.Academy's good faith belief of entry of a restraining order or conviction of any felony or misdemeanor involving violence, sexual conduct, conduct involving a minor, abuse, fraud, larceny, or endangerment.

(e) Independent Instructor's failure to cooperate in good faith to resolve a Instructor's Student’s complaint or excessive complaints.

(f) Independent Instructor's repeated failure to respond timely to direct contacts.

(g) For any other reason on 30 days written notice to Independent Instructor.

In the event Virtu.Academy terminates Independent Instructor's platform use, Virtu.Academy will provide an email notification of deactivation.

  1. Amendment. This Agreement may only be amended or modified by a writing which makes express reference to this Agreement as the subject of such amendment and which is signed by Independent Instructor and, on behalf of Virtu.Academy, by its duly authorized officer. The parties agree that any amendment or modification hereunder may be transacted by electronic means provided that any such amendments or modifications otherwise comply with the requirements in this paragraph.
  2. Severability. If any term, provision, covenant or condition of this Agreement or part thereof, or the application thereof to any person, place or circumstance, shall be held to be invalid, unenforceable or void, the remainder of this Agreement and such term, provision, covenant, or condition shall remain in full force and effect, and any such invalid, unenforceable or void term, provision, covenant or condition shall be deemed, without further action on the part of the parties hereto, modified, amended and limited to the extent necessary to render the same and the remainder of this Agreement valid, enforceable and lawful.
  3. Incorporation of terms of use. The Virtu.Academy Terms of Use are hereby incorporated into this Agreement.
  4. Governing law. This Agreement shall be governed by and construed in accordance with the substantive laws of the State of Delaware, without regard to conflict of law rules.
  5. Arbitration. Any dispute between the parties related to this Agreement shall be resolved by binding arbitration in accordance with the Arbitration provision in the Virtu.Academy Terms of Use.
  6. Entire agreement. This Agreement contains the entire agreement and understanding between the parties hereto in respect to the subject matter hereof and supersedes, cancels and annuls any prior or contemporaneous written or oral agreements, understandings, commitments, and practices between them respecting the subject matter hereof, including all prior agreements, if any, between Virtu.Academy and Independent Instructor, which agreement(s) hereby are terminated and shall be of no further force or effect.

By registering to be listed as an Instructor on Virtu.Academy ("the website," "website," "Virtu.Academy"), you (“instructor”) agree that the following terms and conditions will govern all payments made to you by students through the Virtu.Academy system.

 

Conditions for guaranteeing receipt of payment for student lessons

Virtu.Academy is an Internet-based marketplace for individuals seeking the services of a private music instructor to identify and retain the services of individuals seeking to provide music instruction. Virtu.Academy also provides a service to its users whereby payments will be distributed to instructors that originate from their students. Virtu.Academy offers instructors a layer of protection in the collection of their funds but, if any of the following conditions are not met and Virtu.Academy becomes unable to collect your payment from the parent, student, or other type of account-holder (collectively, "student") to whom you gave a lesson, Virtu.Academy cannot guarantee that your payment will be successfully collected, processed and distributed to you: a) The lesson was carried out at the scheduled lesson time and for the scheduled duration according to the Acuity Scheduling platform. b) The information pertaining to the lesson is accurate. This includes the start and end time, duration, subject and student account name. Unless otherwise agreed to by the instructor and student, the start and end time will be considered to be the times of the actual lesson, not including setup time. c) Prior to each lesson being given, the student has submitted payment through Virtu.Academy. This includes a valid promotional code. The instructor can view the status of the student's payment through the original scheduling confirmation email. The requirement to verify payment must be followed for continuing students as well as new students. d) The lesson is delivered through the Virtu.Academy online platform. e) The instructor's services are instructive and constitute learning, not cheating. More specifically, the instructor is not to complete assignments, write papers, take auditions or otherwise do work on the student's behalf. Further, the services that the instructor offers must not violate the academic honesty policy or other conduct policies of the student's school, university, academic institution or workplace. f) The Instructor does not collect or request payment directly from the student by cash, check or otherwise, for the lesson. g) The Instructor is over 18 years old and is eligible to work in the United States.

Timing and delivery of payments

If all the Conditions for guaranteeing receipt of payment for student lessons are met, instructors can expect to receive their funds according to the following schedule. If there are questions about any of the conditions, payments may be delayed while Virtu.Academy attempts to resolve the questions. a) By default, a Instructor is paid by Paypal to the Paypal address on file. (The mailing address is entered into the system by the Instructor during the signup process and can be amended at any time thereafter by the Instructor. Payment is distributed on the 1st and 15th of each month or the following business day in case of weekends and bank holidays. In order for a lesson payment to be included in a particular pay period, that lesson must have occured 5 days prior to the payment date.

Social Security number requirement

a) Prior to payments made in an amount of greater than $50, cumulatively, Instructors must submit to Virtu.Academy a valid Social Security Number ("SSN"). Such payments will be withheld by Virtu.Academy until the SSN is received, and the payments will be released with the next scheduled payment. (Although the burden to report 1099 income and meet other state-level reporting requirement is technically on the student who is hiring and retaining you, Virtu.Academy offers students this filing service as a benefit of using the Virtu.Academy system. To complete these filings, Virtu.Academy needs to have a valid SSN. b) Instructors may use an Employer Identification Number ("EIN") issued by the Internal Revenue Service in place of a SSN for payment reporting purposes only. To use an EIN, an instructor must complete, sign and submit to Virtu.Academy an IRS Form W-9.

Calculation of Instructor payment amounts

a) Rates for lessons are set by Virtu.Academy and can change with consent of instructors.

b) All Instructors agree to accept an hourly rate of $30. The remaining payment will be retained by Virtu.Academy