Teacher Agreement

Last Updated: August 21, 2019


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. Virtu.Academy does not guarantee Independent instructors will receive any number of students. While we provide a network of potential students around the country, self-promotion has been shown to greatly increase the number of students.

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 acknowledges 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 webService (“Service”) is undertaken exclusively by the individual who has selected Independent Instructor through the Service to provide music instruction ("Instructor's Student"). Neither this Agreement, the Terms of Use, nor use of the Service creates an 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 Service 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. If the lesson begins after the scheduled start time for any reason other than the student arriving late, the lesson must occur for the the full 30 or 60 minutes, as originally scheduled. 

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 Service (“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 Instructor. 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's Conditions for guaranteeing receipt of payment for student lessons 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 Conditions for guaranteeing receipt of payment for student lessons.

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 may 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. Without limiting the foregoing, in no event shall Independent Instructor use Confidential Information or any other information to contact Instructor's Student except as necessary in carrying out the services consistent with this Agreement. As part of the on-boarding process, independent instructors must share their Google, iCloud or other digital calendars with Virtu.Academy. Virtu.Academy will have access to view, modify, add, and remove all events on the calendars. Calendars will only be visible by Virtu.Academy (other than times marked as free or busy which are accessible by anyone who views Virtu.Academy's webService), and Virtu.Academy will keep details about any events confidential.

 13. 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 breach of Independent Instructor’s representations and warranties contained in this Agreement and 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's responsibility to conduct any and all background and reference checks regarding potential Instructor's Students and other Service users. Independent Instructor is never obligated by Virtu.Academy to pursue any opportunity.

14. Your License to Us.

As between Independent Instructor and Virtu.Academy, Independent Instructor owns the documents created or received by Independent Instructor in connection with the administration of services performed hereunder ("Instructor Documents").  Independent Instructor grants Virtu.Academy a worldwide, perpetual, transferable and sublicensable right to use, copy, modify, distribute, publish, and process, Instructor Documents without any further consent, notice and/or compensation to you or others. Independent Instructor represents and warrants that the Instructor Documents do not infringe the intellectual property rights of any third party and that Independent Instructor has the full right, power and authority to perform the obligations specified in this Section.

15. Virtu.Academy Marks.

Independent Instructor agrees that any trademarks, tradenames, logos, service marks and/or other indicia of Virtu.Academy (collectively, the “Virtu.Academy Marks”) and any materials provided to Independent Instructor by Virtu.Academy hereunder shall be owned exclusively by and shall inure solely to the benefit of Virtu.Academy.  Independent Instructor further agrees that it will not claim any right in or to the Virtu.Academy Marks and/or such materials.  Independent Instructor shall not use or modify any Virtu.Academy Marks or such materials without the prior written approval of Virtu.Academy in each instance.

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 Service 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 misuse of the Service.

(c) Virtu.Academy's good faith belief of Independent Instructor's misappropriation of Instructor's Students from the Service 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 an Instructor's Student’s complaint or excessive complaints.

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

(g) Virtu.Academy's good faith belief of any inappropriate conduct, including romantic behavior, sexual behavior, harassment, discrimination, violence, or any other conduct Virtu.Academy deems inappropriate, by the Independent Instructor. No romantic or sexual behavior or any behavior that could be perceived by a student or parent as romantic or sexual behavior will be tolerated, and the Independent Instructor’s account will immediately be deactivated.

(h) Independent Instructor's repeated rescheduling or tardiness to scheduled lessons due to avoidable causes, including failure to maintain an up-to-date calendar. 

(i) 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.

19. 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.

20. 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.

21. Incorporation of terms of use. 

The Virtu.Academy Terms of Use are hereby incorporated into this Agreement.

22. 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.

23. 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.

24. 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 webService," "webService," "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/or 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. If the lesson begins after the scheduled lesson time for any reason, other than the student arriving after the scheduled lesson time, including the teacher arriving late, issues with technology, or any other reason, the full length of the scheduled lesson must occur. 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, technology troubleshooting, or any other time spent before instruction occurs. c) Prior to each lesson being given, the student has submitted payment through Virtu.Academy. This includes a valid promotional code. The instructor will receive an email verifying the start time and duration when a new lesson is scheduled. 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 lesson is not a “free trial lesson”. All new customers will receive one “free trial lesson” at sign up, if they have not previously taken a lesson with Virtu.Academy. h) The student, or parent, does not claim, in good faith, that the lesson did not occur or was not of satisfactory quality due to the teacher's gross negligence. i) The Instructor is over 18 years old and is eligible to work in the United States. j)the teacher follows all sections of Virtu.Academy's Teacher Agreement, Terms of Use, Privacy Policy, and (if applicable) FERPA agreement.

Cancelation, No Show Policies and Rescheduling

24 hours before trial lessons, a confirmation email is sent out to students to confirm they are still able to attend the lesson at the scheduled time. By default, if they do not respond to confirmation emails, the lesson will be canceled 4 hours prior to the lesson start time. 

The goal of our cancelation policies is to ensure both students and teachers are compensated equally for last-minute cancelations and no-shows. We allow teachers to set their own cancelation policies and ask that you adhere to the same cancelation policies for your students. 

Canceling or Rescheduling Free Trial Lessons

  • If the Teacher Cancels or Reschedules a Trial Lessons:

    • More than 24 hours in advance: The teacher will email the student and cc hello@virtu.academy.

    • Fewer than 24 hours but more than before 1 hour prior to the lesson: We may require you to provide a $5 discount to the student’s next paid lesson.

    • Fewer than 1 hour prior to the lesson: We may require you to provide a 50% discount on the student’s next paid lesson.

    • NOTE: Emergencies and other circumstances will be handled on a case-by-case basis. In these cases, Virtu.Academy may cover the costs of rescheduling.

  • If a Student Cancels:

    • If the student does not confirm before 4 hours prior to the lesson, the teacher has the right to cancel the lesson. 

    • More than 4 hours prior to the lesson: There will be no charge to the student.

    • Fewer than 4 hours but greater than 1 hour prior to the lesson: Virtu.Academy will compensate the teacher $5.

    • Fewer than 1 hour prior to the lesson or does not show up: We will pay the teacher 50% of the regular pay. We ask that you wait in the room for 5 minutes after the scheduled lesson time.

Canceling or Rescheduling Paid Lessons:

  • If a student needs to cancel or reschedule:

    • Teachers set their own cancelation policy during the on-boarding process. If a student cancels or reschedules after the cancelation policy, the teacher has the right to charge the student the full price of the lesson. 

  • If a teacher needs to cancel or reschedule: 

    • If a teacher reschedules or cancels a lesson after their own cancelation policy, we ask that they provide a 50% discount on the student’s next paid lesson.

    • If a teacher cancels or reschedules fewer than 1 hour prior to the lesson or does not show up, we ask that they provide a free lesson to the student. 

We have multiple confirmation emails that go out to students starting 24 hours prior to their scheduled lesson to make sure they will show up. By default, if they do not respond to confirmation emails, the lesson will be canceled 4 hours prior to the lesson start time.

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 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 will be distributed by Paypal unless an alternative payment delivery method has been set up with Virtu.Academy. Payments are generally 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 occurred before 12:00am EST on the date payments are distributed.

Social Security number requirement

a) Prior to payments made in an amount of greater than $600, annually, 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. 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  

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