Safety Policy

INDEPENDENT TUTOR AND TUTOR STUDENT
ANTI-HARASSMENT AND CONDUCT POLICY

All Unlawful Harassment Prohibited

Excel strictly prohibits and does not tolerate unlawful harassment against other Independent Tutors, Tutor Students, employees or representatives of Excel, or any other covered persons because of race, religion, creed, national origin, ancestry, sex (including pregnancy), gender (including gender nonconformity and status as a transgender or transsexual individual), age, physical or mental disability, citizenship, genetic information, past, current or prospective service in the uniformed services, or any other characteristic protected under applicable federal, state, or local law.

Sexual Harassment

All Independent Tutors, other workers and representatives are prohibited from harassing Tutor Students and other covered persons based on that individual's sex or gender (including pregnancy and status as a transgender or transsexual individual) and regardless of the harasser's sex or gender.

Sexual harassment means any harassment based on someone's sex or gender. It includes harassment that is not sexual in nature (for example, offensive remarks about an individual's sex or gender), as well as any unwelcome sexual advances or requests for sexual favors or any other conduct of a sexual nature, when any of the following is true:

1. Submission to the advance, request or conduct is made either explicitly or implicitly a term or condition of being retained by Excel as a Independent Tutor.
2. Submission to or rejection of the advance, request or conduct is used as a basis for decisions.
3. Such advances, requests or conduct have the purpose or effect of substantially or unreasonably interfering with an Independent Tutor’s work performance by creating an intimidating, hostile or offensive work environment.

Excel will not tolerate any form of sexual harassment, regardless of whether it is:

1. Verbal (for example, epithets, derogatory statements, slurs, sexually related comments or jokes, unwelcome sexual advances or requests for sexual favors).
2. Physical (for example, assault or inappropriate physical contact).
3. Visual (for example, displaying sexually suggestive posters cartoons or drawings, sending inappropriate adult-themed gifts, leering or making sexual gestures).
4. Online (for example, derogatory statements or sexually suggestive postings in any social media platform including Facebook, Twitter, Instagram, Snapchat, etc.).

This list is illustrative only, and not exhaustive. No form of sexual harassment will be tolerated. Harassment is prohibited both at the workplace and at employer-sponsored events.

Other Types of Harassment

ii. Excel's anti-harassment policy applies equally to harassment based on an Independent Tutor’s race, religion, creed, national origin, ancestry, age, physical or mental disability, citizenship, genetic information, past, present or prospective service in the uniformed services, or any other characteristic protected under applicable federal, state, or local law. Such harassment often takes a similar form to sexual harassment and includes harassment that is:

1. Verbal (for example, epithets, derogatory statements, slurs, derogatory comments or jokes).
2. Physical (for example, assault or inappropriate physical contact).
3. Visual (for example, displaying derogatory posters, cartoons, drawings or making derogatory gestures).
4. Online (for example, derogatory statements or sexually suggestive postings in any social media platform including Facebook, Twitter, Instagram, Snapchat, etc.).

This list is illustrative only, and not exhaustive. No form of sexual harassment will be tolerated. Harassment is prohibited both at the workplace and or any site.

Complaint Procedure

If you are subjected to any conduct or become aware of any such conduct that you believe violates this policy or witness any such conduct, you must promptly speak to, write or otherwise contact report@excelngo.com This will ensure that a prompt investigation is conducted.

Your notification should be as detailed as possible, including the names of all individuals involved and any witnesses. Excel will directly and thoroughly investigate the facts and circumstances of all claims of perceived harassment and will take prompt corrective action, if appropriate.

No Retaliation

No one will be subject to, and Excel prohibits, any form of discipline, reprisal, intimidation or retaliation for good faith reporting of incidents of harassment of any kind, pursuing any harassment claim or cooperating in related investigations.

Excel is committed to enforcing this policy against all forms of harassment. However, the effectiveness of our efforts depends largely on Independent Tutors or Tutor Students telling us about inappropriate workplace conduct. If Tutor Student or Independent Tutor feels that they or someone else may have been subjected to conduct that violates this policy, they should report it immediately. If individuals do not report harassing conduct, Excel may not become aware of a possible violation of this policy and may not be able to take appropriate corrective action.

Violations of This Policy

Any Independent Tutor whom Excel determines has subjected an individual to harassment or retaliation in violation of this policy, will be subject to discipline, up to and including termination.

Administration of This Policy

Excel is responsible for the administration of this policy. If you have any questions regarding this policy or questions about harassment that are not addressed in this policy, please contact report@excelngo.com

Conduct Not Prohibited by this Policy

This policy is not intended to restrict communications or actions protected or required by state or federal law.

Code of Ethics

Each Independent Tutor also agrees to be in strict compliance of the National Tutoring Association Code of Ethics and agrees as follows:

• I understand that my role as the Independent Tutor is to empower students to reflect on and take ownership for their decisions.
• I will encourage love and desire to learn.
• I will provide honest feedback with positive and productive praise, constructive criticism, and unwavering support in a manner that will be beneficial to the students' overall learning.
• I will demonstrate faith in my students’ abilities to set and accomplish academic goals.
• I will be a role model and demonstrate best practices in everything I do.
• I will foster academic honesty.
• I will show respect for my students’ cultural backgrounds and personal value systems.
• I will treat all students equally and equitably.
• I will always uphold my end of the coaching relationship.
• I will be an accurate record keeper who keeps private information confidential.
• I will be respectful of my students at all times. This includes, but is not limited to, respect of students’ personal space, preexisting knowledge, and personal dignity.
• I will be punctual and adhere to coaching principles.
• I am a lifelong learner; an Independent Tutor cannot expect to know all the answers. In the event that I do not know an answer, I will seek assistance in finding answers and/or will provide students with the necessary resource(s).
• I respect learning styles and preferences and allow flexibility in my approach to differentiate my coaching strategies to meet the needs of each student.

INDEPENDENT TUTORING AGREEMENT
This is Independent Tutoring Agreement ("Agreement") is made and entered into by and between you (“Independent Tutor”) and ExcelNGo, LLC ("Excel") (Independent Tutor and Excel may be referred to herein individually as a "Party" and collectively as the "Parties". This Agreement shall become effective on the date it is accepted by Independent Tutor regardless of whether Independent Tutor is eligible to or ever performs any Services (as defined below).
In addition, you acknowledge that you have read, understood, and voluntarily agreed to the Excel Terms and Conditions, Tutor Conduct Policy, and Privacy Policy, which are incorporated herein by reference.
Excel provides an online platform (the "Platform") using web-based technology that connects prospective students using the Excel website and/or mobile application and the Independent Tutor as independent providers of tutoring and educational services (the “Services”). Excel’s software provides the platform for Tutor Students (as defined below) and Independent Tutors to connect in real time by allowing Tutor Students to schedule for tutoring and education services. Excel is not a educational institute or learning center of any kind whatsoever, but merely a service provider that allows the Tutor Student and Independent Tutor to connect.

1. Purpose of Agreement and Use of Platform. This Agreement sets for the terms and conditions between Excel and Independent Tutor, and establishes the Parties' respective rights and obligations applicable to the performance of Services (as defined in Section 3 below) made available to Independent Tutor through the Platform. In exchange for the promises contained in this Agreement, Intendent Tutor shall have the contractual right and obligation to perform Services that Independent Tutor accepts as within their sole discretion. However, except as expressly stated below in Section 18, nothing in this Agreement requires Independent Tutor to perform any Services during the Term of this Agreement, and nothing in this Agreement shall guarantee Independent Tutor any particular volume of Services for any particular time period.

2. Tutor Status. Independent Tutor acknowledges that Excel provides only an Internet-based Platform for individuals seeking the services of a tutor to identify and retain the services of individuals seeking to provide tutoring services. Independent Tutor further acknowledge that Excel does not directly or indirectly engage Independent Tutor to render any services whatsoever and that any engagement of Independent Tutor’s services through the Excel website (“Site”) is undertaken exclusively by the individual who has selected Independent Tutor through the Site to provide tutoring services ("Tutor’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 Tutor and Excel. It is the parties' intention that Independent Tutor will be an independent business providing tutoring services and not an independent contractor of Excel or Excel'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 Tutor and Excel acknowledge that this Agreement is nonexclusive and Independent Tutor is free to engage in and simultaneously perform any employment or other services during the pendency of this Agreement. Nothing herein precludes Independent Tutor from advertising or providing Independent Tutor’s Services to the general public. Independent Tutor may not advertise or offer to sell any goods or services for any commercial purpose on the Site that are not relevant to providing tutoring services on an independent basis.

4. Hours/Cancellation Fee. Independent Tutor shall set Independent Tutor’s own hours and schedule Independent Tutor’s own sessions with Tutor’s Students. Independent Tutor shall determine Independent Tutor’s cancelation fee, if any, in the event a Tutor’s Student cancels or does not show for a session.

5. Platform Fee. Independent Tutor exclusively determines and adjusts Independent Tutor’s session rate. Independent Tutor consents to pay a fee for the use of the Site (“Platform Fee”) and authorizes Excel to deduct the Platform Fee directly from the Tutor’s Students’ payments Excel collects on behalf of Independent Tutor. When a Tutor Student accepts and an Independent Tutor agrees to provides Services a one-time connection fee of $14.99 shall be charged to Independent Tutor. In addition, the Company shall charge an annual fee of $49.00 for the use of the Platform. Independent Tutor acknowledges and agrees that any additional costs and fees associated with background checks or any other administrative purpose shall be borne by the Independent Tutor. Further, any prospective candidate shall also be responsible for any additional fees associated with any searches to the extent necessary for further verification of a Tutor’s background and/or teaching credentials, and in the event the Company does not allow a candidate access to the platform, all costs shall be non-refundable. Independent Tutor agrees that under no circumstances will Independent Tutor attempt to seek or receive compensation directly from Tutor’s Students.

6. Payment system. Independent Tutor agrees to abide by Excel’s payment policies and agrees not to subvert the payment system or to divert funds ordinarily payable to Independent Tutor through Excel. Prior to commencing tutoring sessions or meeting with Tutor’s Students for any purpose, Independent Tutor must verify with Excel that the prospective Tutor’s Student has submitted appropriate billing information to Excel. Excel is not responsible for payments for sessions given before a prospective Tutor’s Student has appropriate billing information on file. Independent Tutor will report the length of each session completed through the Independent Tutor's administrative page on the Site so that Excel may initiate collection of Independent Tutor’s fees. If requested by Tutor’s Student and agreed to by Independent Tutor, then Independent Tutor will include a summary of service performed with the length of the session reported for solely for Tutor’s Student’s use. Subject to the review by the Tutor’s Student of the session times submitted, Independent Tutor shall receive payment in accordance with Excel's payment policies.

7. Expenses. Independent Tutor acknowledges that Excel will not reimburse Independent Tutor for any expenses incurred by Independent Tutor related to Independent Tutor’s rendering of Services, including, without limitation, expenses associated with preparing for and administering sessions, educational and other materials, and transportation.

8. Supplies. Independent Tutor acknowledges that Excel will not provide any supplies, materials or equipment required by Independent Tutor to complete the Services for which Tutor’s Student retained Independent Tutor. Without notice or approval of Excel, Independent Tutor may enter into an agreement or arrangement with Tutor’s Student whereby Tutor’s Student provides some or all of the supplies, materials or equipment necessary for Independent Tutor to render the Services for which Tutor’s Student retained Independent Tutor.

9. Taxes. Independent Tutor is responsible for all federal, state, and/or local taxes due as a result of the Services Independent Tutor provides to Tutor’s Students. Neither federal, nor state, nor local income tax, nor payroll tax of any kind shall be withheld by Excel on behalf of Independent Tutor. Independent Tutor understands that it is Independent Tutor’s responsibility to pay any applicable taxes.

10. Benefits. Independent Tutor acknowledges that Independent Tutor 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 Excel.

11. Insurance. No Workers' Compensation Insurance shall be obtained by Excel for Independent Tutor. Independent Tutor understands that it is Independent Tutor’s responsibility to comply with the Workers' Compensation Law. Independent Tutor further understands it is Independent Tutor’s responsibility to obtain any other insurance coverage applicable to the Services Independent Tutor provides to Tutor’s Students.

12. Confidentiality. Independent Tutor acknowledges that, during the performance of Services, Independent Tutor will have access to information relating to student's identity, address, contact information, and other personal information or requests for Services ("Confidential Information"). Independent Tutor agrees that Independent Tutor owes a duty to Tutor’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. Tutor documents. Independent Tutor acknowledges that a copy of all documents created or received by Independent Tutor in connection with the administration of Services performed hereunder ("Tutor Documents") may be retained by Excel and used for its administrative purposes. For purposes of this Agreement, Tutor Documents does not include materials solely associated with the teaching of Sessions including Session plans, notes, outlines, tests and homework and Excel acknowledges these materials belong to the Independent Tutor.

14. Indemnity and Hold Harmless Clause.

(a) Independent Tutor agrees to defend, indemnify, protect, and hold harmless Excel, including all parent, subsidiary, and/or affiliated companies, as well as its and their past and present successors, assigns, officers, owners, directors, agents, representatives, attorneys, and employees (collectively "Indemnitees"), from any and all claims, demands, damages, lawsuits, losses, liabilities and causes of action arising directly or indirectly from, as a result of or in connection with, the actions of Independent Tutor arising from the performance of Services under this Agreement, including but not limited to, personal injury to or death of any person (including Tutor Students), as well as any liability arising from Independent Tutor's failure to comply with the terms of this Agreement. Independent Tutor’s obligations hereunder shall include the cost of defense, including attorneys' fees, as well as the payment of any final judgment rendered against or settlement agreed upon by Excel or its parent, subsidiary, and/or affiliated companies.

(b) Independent Tutor agrees to indemnify, protect, and hold harmless the Indemnitees from any and all tax liabilities and responsibilities for payment of all federal, state, and/or local taxes, including, but not limited to all payroll taxes, self-employment taxes, workers' compensation premiums, and any contributions imposed or required under federal, state, and/or local laws, that are owed by Independent Tutor with respect to Independent Tutor using the Platform to complete Services.

(c) Independent Tutor agrees to be responsible for, indemnify, and hold harmless Excel, including all parent, subsidiary, and/or affiliated companies, as well as its and their past and present successors, assigns, officers, owners, directors, agents, representatives, attorneys, and employees from all costs of Independent Tutor’s business, including, but not limited to, the expense and responsibility for any and all applicable insurance, local, state, and/or federal licenses, permits, taxes, and assessments of any and all regulatory agencies, boards or municipalities.

15. Copyright Assignment. Excel does not claim ownership of content that Independent Tutor 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 Tutor provides in connection with the Site shall be deemed to be provided on a non-confidential basis. Excel shall be free to use or disseminate such Site Content on an unrestricted basis for any purpose, and Independent Tutor grants Excel 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 Tutor represents and warrants that Independent Tutor has proper authorization for the worldwide transfer and processing among Excel, its affiliates, and third-party providers of any information that Independent Tutor may provide on the Site.

16. Assignment. Independent Tutor may not assign or transfer this Agreement without the prior written consent of Excel.

17. Academic Dishonesty. Independent Tutor agrees not to use the Site to engage in academic dishonesty (e.g., completing assignments, writing papers, 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 Tutor’s Student.

18. Deactivation of Platform Use. Independent Tutor may deactivate their account at any time. Excel may deactivate an Independent Tutor’s account for the following reasons:

(a) Independent Tutor’s failure to meet Excel’s Platform vetting requirements.

(b) Independent Tutor’s material breach of this Agreement, Independent Tutor’s violation of the Excel Terms of Use, or Code of Conduct, or misuse of the Site.

(c) Excel’s good faith belief of Independent Tutor’s misappropriation of Tutor’s Students from the Site for Independent Tutor’s own pecuniary gain.

(d) Excel’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 Tutor’s failure to cooperate in good faith to resolve a Tutor Student’s complaint or excessive complaints.

(f) Independent Tutor’s repeated failure to respond timely to direct contacts through Tutor’s account.

(g) For any other reason whatsoever as determined within the reasonable discretion of Excel.

In the event Excel terminates Independent Tutor’s platform use, Excel will provide an email notification of deactivation.

19. Use of Platform. Independent Tutor expressly acknowledges and understands that the use of the Platform does not guarantee Independent Tutor that he or she will be given the opportunity to provide tutoring services or any particular volume of work with Independent Students.

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 https://excelngo.com/terms are hereby incorporated into this Agreement.

22. Governing Law. This Agreement shall be governed by the laws of the State of Michigan, without regards to the conflict of laws provisions thereof. Any legal suit, action, proceeding, or dispute arising out of or related to this Agreement or the transactions contemplated hereby or thereby may be instituted in the federal courts of the Eastern District of Michigan, in each case located in the County of Oakland, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, proceeding, or dispute.

23. 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 Excel and Independent Tutor, which agreement(s) hereby are terminated and shall be of no further force or effect.