Terms of Service

We designed Recess to be an empowering community where everyone can find wellness, where people come together and grow, and where instructors thrive and earn a good living.

We put our users first, and these terms have that in mind. We have tried to make these terms as easy as possible to read. Above each section we have created a summary, but these summaries are not legally binding on their own, so please read the full text and contact us if you have questions.

Welcome

Summary: By using Recess  you agree to these terms. We also use some terms repeatedly and this section defines them.

Welcome to Werecess.tv (the “​Platform​”), an Let’s Dryft, Inc. product. Werecess.tv is referred to in these terms as “​Recess​”, “​we​” or “​us​”. “​You​” or “​your​” means you as the user of the Platform (a “User”). You can book, pay for and attend classes as an “Attendee”. You can also create, schedule, stream and host free or paid classes as an “Instructor” or with your colleague(s) as “Instructors”. Classes offered by Instructor(s) may be for individuals (“Private Sessions”) or groups, (“Group Classes”, each singularly a “Class” and collectively with Private Sessions, “Classes”). Classes include the Class’s studio time, the interactive warm up and cool down rooms before and after the Class’s studio time, well as any test Classes the Instructor wants to create.

Recess’s terms and conditions (the “​T&Cs​” or “Terms” ) apply to all Users of Recess and form a legally binding agreement between you and Recess. Please read them carefully and let us know if you have questions. You can only access and use the Platform in accordance with these T&Cs. By using Recess you also agree to our other policies, including our Privacy Policy  and our Data Processing Agreement which talk about the use of your personal information. In addition, you are subject to the terms and conditions of other parties whose devices and services you use to access the Platform or a Class. Please refer to the third-parties’ terms and conditions as we are not liable to you for their services.

Your account with Recess.

Summary: You must be at least 13 years old to register for an account. If you are under 18 and looking to be an Instructor or book a free or paid class, please get parental permission. You are responsible for your account.

In order to access the Platform or create an account with Recess, you must be at least 13 years old. If you want to become an Instructor, or join a Class as an Attendee, you must be at least 18 years old or have your parent or guardian’s express permission. Please be sure your parent or legal guardian has reviewed and discussed these T&Cs with you. You are responsible for providing us with accurate information when creating an account with us on our Platform.

You are also responsible for the security of your account and anything that occurs when someone has signed into your account. Please contact us at [email protected]  if you believe your account has been compromised.

Classes are optimized for laptops and PC browsers. You can also join Classes on certain tablets and mobile devices, as well as schedule, (as an Instructor) view, and book Classes (as an Attendee) on any mobile device.

Community Guidelines

Summary: Do not violate our policies, be abusive towards others, do anything illegal, or engage in any behavior that endangers the security of our Platform and Users.

We do not tolerate objectionable content or abusive Users on the Platform. Recess employs multiple strategies to ensure everything you create complies with this commitment, including:

  • A method for filtering objectionable content,
  • A way for you to flag objectionable content, and
  • A mechanism for shutting down Classes on Recess that violate these Terms.

As a participant in Classes (whether Instructor or Attendee), you are part of Recess’s community. We hope that you will contribute to and benefit from Recess’s community, and we have created these Community Guidelines to shape and guide the community as it grows.

Above all, we want Recess to be a place where our Users feel safe and supported. With that in mind, please don’t do anything that is the following:

  1. deliberately designed to provoke or antagonize people, especially trolling and bullying, or is intended to harass, harm, hurt, scare, distress, embarrass or upset people, including self-harm;
  2. racist or discriminatory, including discrimination on the basis of someone’s race, religion, age, gender, disability or sexuality;
  3. defamatory of any person, obscene, offensive, pornographic, hateful (including promotion of hate speech or violence) or inflammatory;
  4. provides any medical, financial or other licensed advice, whether or not you have a license;
  5. uses the Platform for any unsolicited advertising material or spam;
  6. distributes or otherwise abuses any private information of any third party (including Instructors with access to Attendee information using it for any purposes unrelated to Recess or doxing);
  7. makes available any material to Users which does or may infringe any copyright, trademark or other intellectual property, proprietary, or privacy rights of any other person;
  8. uses the Platform or encourages someone to use the Platform for terrorist activity, money laundering, fraud, gambling or another criminal offense; or
  9. copies or stores any significant portion of User Content (as defined below) for personal use, unless allowed by Recess.

This list is not exhaustive, but gives a good idea of how we want our community to run. Additionally, your access to and use of the Platform is subject to these Terms and all applicable laws and regulations in the jurisdiction where you are accessing the Platform.

We rely on you to report content that you find inappropriate or objectionable. Reporting content is anonymous, so other Users can't tell who initiated the report request. These Terms apply to Classes and any other content on Recess.

You can report any other User or their content. Reported Users and content are reviewed by the Recess team.

If we, in our sole discretion, determine that the Account and/or User Content (as defined below) are in violation of our policies, we will take action (ranging from a warning to permanently suspending the account and/or ending the Class/deleting any associated content). The User whose content is acted upon will receive an email from us when we take action on the reported account and/or videos, so that they can contact us with any relevant information that they think we have not considered. However, the final decision is always subject to our sole discretion.

Recess also reserves the right to remove or disable access to content or an Account. In most situations, we strive to work with Users to resolve any potential issues or violations and allow the User to continue to use Recess. Terminating an Account is not an action we take lightly. However, we reserve the right to do so in our sole discretion.

Instructor Accounts

Summary: An Instructor creates Classes that can be taken (and paid for) by Attendees. Below are details of payments, fees, subscription bundles, taxes and additional guidelines for Classes held by Instructors.

Recess allows Instructors to schedule, post and stream Classes at a scheduled time. Instructors can interact with Attendees during the Class. Recess also works with Stripe, a well established payments processor, to allow Instructors to receive fees for their Classes, or for recurring subscriptions, which, when purchased, allow an Attendee to attend an unlimited number of paid Classes for a single Instructor until the subscription is canceled (“Subscriptions” or a “Subscription”).Subscriptions auto-renew at the designated interval (e.g. weekly or monthly) until canceled and can be canceled at any time without any further obligation by the Attendee beyond the current billing period. If an instructor changes the price of their Subscription, Attendees are given a 48 hour window to cancel their Subscription without being charged the new price. Subscriptions are non-refundable for the current billing period once purchased. To avoid getting billed for future periods, Attendees should make sure to cancel before the designated billing date.

If you want to become an Instructor and create Classes (or become an Attendee and attend Classes), simply create an account with us (and accept the Terms) using your email address or by signing up through Facebook (your “Account”). This will allow Attendees to access and attend your Classes, and allow you to share your expertise with the world. Attendees will also be able to pay you for your Classes through Stripe, once you set up a Stripe account and link a United States bank account to it. When you create your Account, please provide accurate information and promptly update your details and any other information you provide to us to keep it current and complete. When setting up an account with Stripe, Stripe will require additional information, including, in some cases, your full Social Security number, or your official ID. Instructor profiles on Recess are available both to logged-in users and people who are not logged in to Recess.

You are responsible (to us and to others) for the activity that occurs under your Account. It is important that you keep your Account password confidential. If you know or suspect that any third party knows your password or has accessed your Account, promptly notify us at [email protected]

Creating a Class

Instructors can create a Class ten minutes or more in the future. Instructors can allow up to 100 Attendees in each Class, with up to 15 having audio and cameras enabled (and viewable to each other if desired), and up to 85 who attend in a view-only capacity where they cannot share their audio or camera.

Payments, Donations and Subscriptions

As an Instructor, you can either be paid by an Attendee for an individual Class when booked by the Attendee (a “Drop-in Class” ) or through a Subscription for a designated period worth of Classes.

Payments will be made available for withdrawal by Instructors within three days after the completion of a Drop-in Class , and within three days of payment for Subscriptions.

Subscriptions allow you to create a recurring pass for an Attendee to take unlimited paid Classes during a period.

Weekly Subscriptions run from Sunday through Saturday. Monthly Subscriptions run for a calendar month.

For weekly Subscriptions, If an Attendee makes their first purchase on a Sunday, Monday, or Tuesday, they will be charged the full price for the weekly Subscription for the week of purchase (through Saturday). If the Attendee makes their first purchase on Wednesday through Saturday, they will be charged a prorated charge for the rest of the current week (by day) plus a full charge for the following week. After the first week, payments are recurring and taken from the Attendee’s account on Friday at 8pm EST.

At any time, you have the option to pause  a Subscription pass from the Subscriptions dashboard. In this scenario, no new Attendees will be able to purchase Subscriptions, but existing subscribing Attendees will continue to have Subscriptions and recurring charges.

At any time, you also have the option to cancel  a Subscription from the Subscriptions dashboard. When you do this, all future Class bookings made by Attendees with a Subscription (from the date of cancellation) will be canceled, and Attendees with Subscriptions will be given prorated refunds of that period’s charge (with no future charges).

If you want to change the price of a Weekly Subscription, you can do so until Wednesday at 8PM EST for the next week’s charges. All new subscribing Attendees will pay the new charge, while existing Attendees will be informed of the new charges and given the option to opt out (details below).

If an Instructor account is deactivated by Recess (this is rare), all active Subscriptions will be canceled and Attendees will be given prorated refunds for the current period’s fees.

Recess handles issues such as fraud, chargebacks and resolution of payment disputes. We try to provide timely access to your funds, but you may occasionally experience delays in accessing your funds that are out of our control. We may also block or hold payments for violations of our policies or for compliance reasons. When payments are delayed or blocked, we try our best to communicate the reason to you promptly. If you have questions about a blocked payment, please contact us at [email protected] . Sometimes activities like refunds or chargebacks can put your account balance into the negative. If this happens, we may recover those funds from future payments.

If an Instructor wants to be paid via donations, they will need to activate the Donation feature within their Account during the setup process.

Fees

For Instructors, there are two fees associated with Recess Classes (the two fees together are the “Class Fees”)

  1. Platform fees for the usage of our Platform vary based on the plan that the Instructor selects:
  1. PRO Plan: 8% of each successful purchase by an Attendee, either for an Instructor’s Class, a donation to an Instructor, or of a Subscription. This fee goes to Recess and helps us continue to maintain and invest in the Platform.
  2. PREMIUM Plan: 12% of each successful purchase by an Attendee, either for an Instructor’s Class, a donation to an instructor, or of a Subscription. The Premium plan offers additional features that include: Recess Music (in the United States), featured placement, and additional enhancements and features on the PRO Plan (“Recess Premium”)
  1. Payment processing fee: 2.9% plus $0.30 per transaction (in U.S. Dollars). Please note that our payment processor, Stripe, may charge an additional 1-2% in payment processing fees for non-US Attendees of your Classes.

Platform fees and payment processing fees are automatically deducted from the Instructor’s Platform income. Once an Instructor has chosen Recess Premium, all of their Classes will be conducted and charged under the Recess Premium plan. For all Subscriptions, Class Fees are charged on the full price of the Subscription.

Instructors are also charged a $0.25 fee for each withdrawal of funds earned through the Platform. Depending on the location of the Attendees in your Class, there may be additional charges or fees, such as local taxes, for them. Recess does not control these charges.

Instructor Cancellations

If an Instructor cancels a Class before it starts or ends a Class before its reasonable completion time, the amount already paid will be reversed from the Instructor’s account and returned as tokens to each Attendee in the form of a credit (“Recess Tokens”). Recess Tokens can be used with any Instructor on the Platform. Recess issues Recess Tokens by default to resolve customer service issues. If a User would like to instead request a refund, they can contact [email protected] . Recess reserves the right to approve or deny User refund requests at its sole discretion, as well as the right to terminate an Instructor account for excessive cancellations of classes. However, we unfortunately cannot be responsible or liable for your loss of internet access or connection.

If an Instructor does not show up for a Class within 5 minutes of the scheduled start time, it is treated as a cancellation of a Class, and the amount paid by Attendees will be reversed from the Instructor’s account and returned as Recess Tokens to each Attendee who paid. Instructors must start a Class by clicking “Start Class” within 15 minutes from the Class’s scheduled start time in order to activate payments for any paid Class

Editing the Start Time of a Class

An Instructor can edit the date/time of a Group Class until 15 hours before the start of the Class, and that of a Private Session until 27 hours before the start of the Class.

Taxes

Recess is not responsible for any taxes you may incur by using the Platform other than as expressly stated. Instructors are responsible for reporting, filing and paying their own taxes for income derived from the Platform. We do not withhold any taxes from your funds earned on Recess, nor do we give advice on filing taxes.

Restrictions

We don’t allow any Classes or content that violate the Terms. If Recess cancels an Instructor’s Class for violation of the Terms, Attendees will be given Recess Tokens for their full payment amount for the Class, and the Instructor will not be refunded their Class Fees.

In addition to the Usage Restrictions/Community Guidelines above, there are limits to what is allowed in the Classes:

  • You cannot organize or advertise a multi-level marketing scheme, or direct sales business through the Platform;
  • You cannot organize or promote a raffle through the Platform;
  • You cannot promote or sell anything relating to consumables, alcohol, smoking substances, weapons or explosives, fireworks or anything related, drugs, pornography, medications, supplements, books that claim to help disease, or access to betting or gambling products or services through the Platform;
  • You cannot offer any financial advice, medical advice, or any other licensed advice;
  • We do not allow nudity on the Platform or in any Classes;
  • Classes that include anything illegal (child abuse, human or animal abuse etc.) are not allowed.

This list is not exhaustive and might change in the future as technologies evolve. If you have doubts about aspects of your Class, please contact us.

We proactively look at some Classes, Class descriptions and profile pages on Recess to make sure Instructors follow our Terms. We also investigate reports of potential violations. These investigations may take a while to resolve. In most situations, we will work with Instructors to resolve any potential violations and allow the Instructor to continue to use Recess. Terminating an Instructor account is not an action we take lightly. However, we reserve the right to do so in our sole discretion.

As an Instructor, you are responsible for keeping safe, and using appropriately, the data of the Attendees in your Classes. You may not use any personal data of other Users for any reasons other than those allowed by these Terms. You can see more details on what is required of you in our Data Processing Agreement and Privacy Policy.

Your Account cannot be sold or transferred for use by another Instructor.

Attendee Accounts

Summary: An Attendee is someone who joins a Class held by an Instructor on our Platform. Below are details on payments, Subscriptions, refunds, tokens, and taxes, among other information for Attendees.

You do not need to create an Account on Recess to browse our Classes, but if you want to view, access or sign up for a particular Class, simply create an Account (and accept the Terms), link your Instagram account (if you want), and get started!

Information on Classes

When you sign up for a Class as an Attendee, your name, email address and Recess profile information are shared with that Instructor, as well as the number of Classes you have attended with that Instructor. You also have the option to send messages to an Instructor when booking Private Sessions with them.

Up to 100 Attendees can join each Class. The number of Attendees are decided by the Instructor when scheduling the Class. Up to 15 “Interactive” Attendees can have audio and video enabled (and are viewable to each other), while the remaining Attendees, up to 85, have “View-Only” capacity and cannot share their audio or video with the Instructor or each other.

  • Interactive (Audio and video enabled): You can interact with both Instructors and other Interactive Attendees through chat or audio, and your video can be seen by all Attendees and Instructors if you desire. Interactive Attendees control who can view their video: only themselves, only the Instructor, or everyone in the Class.
  • View-Only: If you are in a paid Class, your video and audio will not be shared with the Instructor nor other Attendees, but you will be able to text-chat with others during the interactive warm up and cool down rooms. If you are in a free Class in a view-only capacity, you will not be able to text chat with others in the warm up or cool down rooms.

Payments and Subscriptions

Attendees are responsible for paying the published Instructor Class Fees in order to attend any paid Classes, as well as any applicable taxes. Class Fees must be paid through the Platform via the Platform’s Payment Processing Service. Payments made via donations are non-refundable and not able to be credited for Recess Tokens or anything else.

Subscriptions allow you to attend all of the Classes of your favorite Instructor for a flat rate.

Weekly Subscriptions are recurring, and run from Sunday through Saturday. If not canceled, weekly Subscriptions are charged as follows:

  •  If you are starting a new weekly Subscription with an Instructor:
  •  If your first purchase is made on Sunday, Monday, or Tuesday, you will be charged the full price for the weekly Subscription for the week of purchase (through Saturday)
  •  If your first purchase is made on Wednesday through Saturday, you will be charged both a prorated charge for the rest of the week (by day) and a full charge for the following week’s Subscription.
  •  If you have a recurring weekly Subscription with an Instructor, the charge will occur on Friday at 8PM EST for the week beginning two days later on Sunday.
  •  If, for some reason, the recurring payment attempt fails, a second attempt will be made on Saturday at 8am EST and you will be notified of the failure via an email from Moxie. A third and final attempt will be made on Saturday at 7PM EST. If none of these work, and no manual update of payment information is made, the weekly Subscription will be canceled.
  •  If one of these attempts is successful you will receive an email from Recess notifying you of the successful weekly Subscription charge.

If the Instructor changes the fee for a Subscription, you will receive an email from Recess notifying you of the change and giving you an option to opt out of the period’s charge. If you do not opt out, you will be charged from the following billing cycle at the new price.

Attendee Cancellations

If an Attendee registers for a Group Class, they have the option to cancel their registration up until 12 hours prior to the start time of the class (24 hours prior for a Private Class) with no penalty. If an Attendee successfully cancels their registration, the amount paid will be reversed from the Instructor’s account and returned as Recess Tokens, which can be used with any Instructor on the Platform. All Recess Tokens expire 365 days from the date of award. Our default policy is to issue Recess Tokens to Users for cancellations. If a User would rather request a refund, they can do so by contacting [email protected] . Recess reserves the right to approve or deny a User’s refund requests at its sole discretion. Attendees can also cancel free Classes until 30 minutes before the scheduled start time. If you are able to cancel a free Class, please do so out of courtesy.

Classes are closed to Attendees ten minutes after the Class is started by the Instructor, meaning that the Attendee will not be able to join after this point. In this scenario, a no-show, the amount paid by that Attendee will be forfeited to the Instructor whose Class the Attendee was supposed to attend. There will be no Recess Tokens awarded in these situations.

Tokens & Refunds

We hope you like every Class on Recess. However, if you are unsatisfied with a given Class and let us know about it, Recess will investigate in a timely manner. If the complaint is deemed warranted, you will receive Recess Tokens. If you would rather request a refund, please contact [email protected] . Recess reserves the right to approve or deny User refund requests at its sole discretion. If an Attendee violates these Terms and is removed from a Class before it ends, they will not receive Recess Tokens for the unfinished Class. These situations will be handled on a case by case basis. We unfortunately cannot be responsible or liable for your loss of internet access or connection and will not give Recess Tokens or refunds in these cases.

Recess Tokens can be used to pay for the first payment of a Subscription, but cannot be used for recurring payments. If you use Recess Tokens to pay for a new Subscription, there will still be a small, temporary payment on your credit, which will allow us to authorize future recurring payments of the Subscription..

If you wish to cancel a Subscription, you can do so by accessing your Subscriptions on your profile and canceling the one you wish to cancel. If you cancel a Subscription with an Instructor you will be charged through the end of the current billing period. You will not be charged for any further periods, and you will be able to attend Classes with that Instructor through the end of that period. Subscriptions are not refundable.

Taxes and Fees

Depending on your location, you may be subject to relevant taxes in your jurisdiction on top of your total Class charge or Subscription fee. Some banks may also charge you an additional transaction fee for your Class charge or Subscription fee. Recess does not control these charges. Please contact your bank for more information.

Other Information on Accounts and Classes

Summary: Information that is relevant for all accounts, including how to delete your account, pricing changes, and other information.

Once you sign up for an Account with an email address, Recess will send you emails regarding confirmation of your Classes, confirmation of your Account, or other emails that are transactional in nature.

If you want your Account deleted, please contact us at [email protected]  and we will guide you through the process. Once your Account is deleted, you can’t retrieve any of the Content you added, and your Recess profile will be removed from the Platform.

You may grant Recess access to your third-party accounts, including Facebook Products, in order for some features to operate. Each time you connect your third-party account, that third party will present a page that describes the information that Recess can access. You can revoke Recess's access to those accounts using the third party's security settings page.

By creating an account with Recess, or using our Platform, you are not creating an agency, partnership, joint venture, employment, contractor or franchisee relationship with us. You can’t represent yourself as working for Recess and we do not owe you health insurance, pension contributions, etc. You also agree that you are not covered under California Assembly Bill No. 5, CHAPTER 296, Act to amend Section 3351 of, and to add Section 2750.3 to, the Labor Code, and to amend Sections 606.5 and 621 of the Unemployment Insurance Code. Also, By registering for a Class through Recess, no confidential, fiduciary, contractually implied, or other relationship is created with us other than the one created by these Terms.

We reserve the right to adjust Recess Fees and transaction fees at any time. If we ever need to change Recess Fees or transaction fees, we will let you know in an email or on the Recess website.

If you are accessing or using the Platform on behalf of a business or entity, then (a) “you” and “your” includes you and that business or entity, (b) you must be an authorized representative of the business or entity, (c) you agree to these T&Cs on the entity’s behalf, (d) your business or entity is legally and financially responsible for your access or use of the Platform as well as for the access or use of your Account by others affiliated with your entity, and (e) you and your entity are not on any trade or economic sanctions lists, such as designated as a “Specially Designated National” by OFAC (Office of Foreign Assets Control of the U.S. Treasury Department).

Descriptions of Classes are provided by the Instructor(s). We don’t make any representations about the accuracy of the descriptions and make no warranties whatsoever with regards to the content on the Platform. The Instructor is solely responsible for the Classes and content being provided as well as the quality of those items. However, from time to time, Recess may monitor a Class (audio and video of all participants) for quality control purposes. By consenting to these Terms, you consent to this monitoring. Classes are recorded by default; both the audio and video of the Instructor are recorded, while only the audio of Attendees (when their microphone is enabled and turned on) is recorded. Only the studio time of the Class is recorded (not the warm up or cool down rooms)

You should not attempt to log in to Recess from multiple devices at once.

Class Photos

Class Photos are a feature of the Platform that commemorate the completion of a Class with your fellow Recess community members. Class Photos are initiated by the Instructor after completion of a Class, and show a picture of each User who participated as well as their first names. A User can disable or turn off their camera if they do not want their image shown in the Class Photo. After the Class Photo is taken, it is then sent via email to each Attendee as well the Instructor. By agreeing to these Terms, you understand that your first name and image may be used in these Class Photos.

Content - Grant of Licenses - Recess Content

Summary: You can use the Recess logo and other copyrights and trademarks to promote your Classes, but not for anything else without Recess's permission.

All Platform creations, the “look and feel” of the Platform, and all related intellectual property rights (the “Recess Content”), are either owned or licensed by Recess and are protected by copyright, trademark and trade secret laws. Use of Recess Content or materials on the Platform for any purpose not expressly permitted by these T&Cs is prohibited. We grant you a non-exclusive, limited, non-transferable, non-sublicensable, revocable, worldwide license to use the Recess logo and other copyrights and trademarks to promote your Classes. Recess Content may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed or otherwise exploited for any other purpose whatsoever unless we give you written permission (such as for Instructors below).

You acknowledge and agree that when you view content provided by others on the Platform, you are doing so at your own risk.

We make no representations, warranties or guarantees, whether express or implied, that any Recess Content (or User Content) is accurate, complete or up to date. Where our Platform contains links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those sites or resources. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. You acknowledge that we have no obligation to pre-screen, monitor, review, or edit any Content posted by you and other Users on the Platform (including User Content).

INSTRUCTOR CONTENT

Instructors own the content they create on Recess (“Instructor Content”). Classes are recorded by default; both the audio and video of the Instructor are recorded, while only the audio of Attendees (when their microphone is enabled and turned on) is recorded. Only the studio time of the Class is recorded (not the warm up or cool down rooms). At the end of a recorded Class, a downloadable link is sent to the Instructor. This link is available for twelve months (12) after the end of the Class. Instructors may then upload Instructor Content onto third-party websites (and such content can be monetized by Instructors), provided that Instructors upload the Instructor Content in the format provided and use it otherwise in accordance with these Terms. Recess makes no promises that Instructors will be successful in making money from Instructor Content outside of the Platform. However, we do ask that if and when Instructors use the Instructor Content off the Platform, they use their common sense as misuse of Instructor Content outside of the Platform could result in privileges to use the Platform being revoked.

USER CONTENT

Users of the Platform may be permitted to upload, post or transmit or otherwise make available content through the Platform including, without limitation, any text, photographs, User videos, sound recordings and the musical works embodied therein, including videos that incorporate locally stored sound recordings from your personal music library and ambient noise (“User Content” and collectively with the Recess Content and Instructor Content, the “Content”).

You or the owner of your User Content still keep full ownership of the User Content sent to us, but by submitting User Content via the Platform, you hereby grant us an unconditional irrevocable, non-exclusive, royalty-free, fully transferable, perpetual worldwide license to use, modify, adapt, reproduce, make derivative works of, publish and/or transmit, and/or distribute and to authorize other Users of the Platform and other third-parties to view, access, use, download, modify, adapt, reproduce, make derivative works of, publish and/or transmit your User Content in any format and on any platform, either now known or hereinafter invented. Recess reserves the right to feature your profile or likeness on its website or for promotional purposes.

Any User Content will be considered non-confidential and non-proprietary. Attendees may not use any part of a Class or any User Content created by Instructors in any way not authorized by the Instructor.

You further grant us a non-exclusive, fully transferable, perpetual royalty-free license to use your user name, image, voice, and likeness to identify you as the source of any of your Content; provided, however, that your ability to provide an image, voice, and likeness may be subject to limitations due to age restrictions.

By posting User Content on the Platform, you waive any rights to prior inspection or approval of any marketing or promotional materials related to your User Content. You also waive any and all rights of privacy, publicity, or any other rights of a similar nature in connection with any portion of your User Content.

We also have the right to disclose your identity to any third party who is claiming that any Content posted or uploaded by you to our Platform constitutes a violation of their intellectual property rights, or of their right to privacy

We reserve the right to cut, crop, edit or refuse to publish your content at our sole discretion. We have the right – but not the obligation – in our sole discretion to remove, disallow, block or delete any User Content (i) that we consider to violate these T&Cs, or (ii) in response to complaints from other Users or third parties, with or without notice and without any liability to you. If you are an Instructor, please keep your recorded Classes or User Content if you wish to have permanent access to them.

We make no representations about the accuracy, integrity, appropriateness or quality of any Content and accordingly accept no liability for any Content.

If you wish to complain about information and materials uploaded by other Users, please contact us at: [email protected] .

The rights granted by you for streaming live and pre-recorded Content terminate once you delete such User Content from the Platform, or generally by closing your account, except if (i) Recess used it for promotional purposes, and (ii) for a reasonable time it takes to remove from backup and other systems.

Feedback

Summary: If you submit ideas to us, we don’t have to compensate you for them if we use them.

By submitting ideas, suggestions, documents, and/or proposals (“Submissions”) to Recess or its employees, you acknowledge and agree that Recess shall be entitled to use or disclose such Submissions for any purpose in any way without providing compensation or credit to you.

Specific Rules for Musical Works / Recess Music

Summary: We offer Recess Music to all Instructors in their Classes as a Recess Premium feature. If you are not using Recess Music, please only use music that you are licensed to use, royalty-free. If you see a copyright violation, the procedure for reporting it is below.

We offer Recess Music to all Instructors in the United States for use in their Classes under the Recess Premium plan . Recess Music allows for a high-quality embedded music experience that is compliant with US licensing regulations. We use a partner, feed.fm (“Feed”), for Recess Music.

Recess Music allows an Instructor with a Recess Premium account to select a station that is curated and pre-programmed by Recess and Feed. The music in each station is refreshed every few weeks to rotate in new songs, and is played randomly each time an Instructor starts a Class. There are three hours of total music in each station. Instructors cannot program Recess Music to play songs in a particular order, nor will any songs be heard in Class recordings that are sent to the Instructor.

Recess Music can only be played or heard by Instructors and Attendees in the United States. Attendees outside the United States can still attend Classes taught by Instructors who are using Recess Music, but they will not hear the music being streamed.

By incorporating music not provided by Recess Music into Content, you represent that you have the legal authority to do so on a royalty-free basis. You in turn grant us the right to use your Content without the obligation to pay royalties to any third-party.

If you are a composer or author of a musical work and are affiliated with a Performing Rights Organization (“PRO”) or music publisher, then you must notify your PRO or music publisher of the royalty-free license you grant through these T&Cs in your Content to us.

All of the rights you grant in your Content in these T&Cs are provided on a through-to-the-audience basis, meaning the owners or operators of third-party services will not have any separate liability to you or any other third party for Content posted or used on such third-party service via the Platform.

Copyright Claims. If you are a copyright owner (or agent of one) and believe that any Content infringes upon your copyrights, please submit a notification pursuant to the U.S. Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent (at the contact address below) with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

  • A physical or electronic signature of a person authorized to act on behalf of the owner of the copyrighted work;
  • Identification of the copyrighted work claimed to have been infringed. If multiple works are being infringed, then please list all of the original works applicable;
  • Identification of the infringing material. Please include URLs or other information reasonably sufficient to locate the material;
  • Contact information, such as name, address, telephone number, email address;
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
  • A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You acknowledge that if you don’t send all of the information, your DMCA notice may not be valid. You can email copyright infringement notifications to our Copyright Agent at [email protected]  Only DMCA notices should go to the Copyright Agent. Please note that the DMCA is a legal document and does require you to provide personal information. It is standard for websites to post such legal documents online or share such documents with the claimed infringer. This is like posting a summons or a subpoena on a door. As a result, your personal information may be publicly shared in this process.

Counter-Notice. If you believe that your Content that was removed (or to which access was disabled) is not infringing, or that you have the proper authorization to post and use the material in your Content, you may send a counter-notice containing the following information to the Copyright Agent:

  • Your physical or electronic signature;
  • Identification of the Content that has been removed or to which access has been disabled and the location at which the Content appeared before it was removed or disabled;
  • A statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or a misidentification of the Content; and
  • Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in San Francisco, California, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, Recess may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed Content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the Content provider or User, the removed Content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at Recess's sole discretion.

Additional Language for Recess Music

  • By installing, copying or otherwise using an Instructor’s service or its software, to listen to Recess Music using Feed, the end User acknowledges that they have read and understood the terms in this section (also known as a “EULA”) and agrees to be bound by this section's terms and conditions. If the User is unwilling or unable to comply with these terms for using Recess Music, the User is not authorized to access any sound recordings, the musical works embodied in sound recordings, and all metadata identifying the featured artist name, album title, sound recording title, copyright, track number, and other such information as provided in connection with a sound recording and the musical works embodied therein by the copyright owner(s) or distributor(s) thereof, or any other content obtained by Recess or the User in connection with the Recess Music or Feed services (“API Content”).
  • The end User agrees not to reverse engineer, decompile, disassemble, or otherwise tamper with any security components, usage rules or other protection measures applicable to the Instructor’s service.
  • The end User agrees not to make use of API Content in a manner that would infringe the rights of a third party or otherwise use the service in any manner that infringes the intellectual property rights or other rights of Feed or any third party.
  • The end User acknowledges that they are authorized to use API Content solely for their own personal, non-commercial use andares not authorized to reproduce and distribute API Content in the form of phonorecords (either physical or digital) or to offer API Content by sale, rental, lease or lending to any person.
  • Recess or the Instructor, and their licensors of sound recordings and the musical works embodied therein, may, from time to time, remove API Content from the Instructor’s service without notice and without any liability to the end User.
  • THE API CONTENT IS PROVIDED “AS-IS” AND “AS-AVAILABLE” WITHOUT WARRANTIES OF ANY KIND FROM RECESS, ITS LICENSORS, OR INSTRUCTORS. TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, Recess AND ALL LICENSORS OF CONTENT PROVIDED BY Recess TO THE INSTRUCTOR DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER Recess NOR ANY LICENSOR OF SOUND RECORDINGS, OR MUSICAL WORKS EMBODIED IN SOUND RECORDINGS, OR ANY RELATED FRONT-COVER ALBUM ARTWORK FOR SOUND RECORDINGS, WARRANTS THAT THE SOUND RECORDINGS, OR MUSICAL WORKS EMBODIED IN SOUND RECORDINGS, OR ANY RELATED FRONT-COVER ALBUM ARTWORK ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
  • NEITHER Recess NOR ANY LICENSOR OF SOUND RECORDINGS, OR MUSICAL WORKS EMBODIED IN SOUND RECORDINGS, OR ANY RELATED FRONT-COVER ALBUM ARTWORK WILL BE LIABLE FOR ANY INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING FROM THE USE OF Recess's SERVICE OR ANY CONTENT, INFORMATION, MATERIALS OR PRODUCTS PROVIDED BY PARTNER, INCLUDING ANY SOUND RECORDINGS, OR MUSICAL WORKS EMBODIED IN SUCH RECORDINGS OR RELATED FRONTCOVER ALBUM ARTWORK MADE AVAILABLE TO THE USER VIA Recess, OR FOR ANY DAMAGES IN EXCESS OF THE AMOUNT PAID FOR THE SPECIFIC ITEM OF CONTENT GIVING RISE TO THE APPLICABLE CLAIM FOR DAMAGES.

The licensors of Recess for the rights in musical works and sound recordings are intended third-party beneficiaries of the agreement between Recess and Instructors.

Payment Processing Services

Summary: We use Stripe as our payment processor. By agreeing to these Terms, you agree to Stripe’s terms below (including in the links).

Payment processing services on Recess are currently provided by Stripe (“Stripe Processing Services”). Stripe Processing Services are subject to the Stripe Connected Account Agreement , which includes the Stripe Terms of Service  (collectively, the “Stripe Services Agreement”). By agreeing to these Terms, or by continuing to use the Platform including your account on Recess, you agree to be bound by the Stripe Services Agreement, as the same may be modified from time to time by Stripe. As a condition of Recess enabling payment processing services through Stripe, you agree to provide Recess accurate and complete information about you and your business, and you authorize Recess to share it and transaction information related to your use of the payment processing services provided by Stripe.

Indemnity

Summary: If we are sued because of your use of or conduct on Recess, you have to pay for it.

You agree to defend, indemnify, and hold harmless Recess, its parents, subsidiaries, and affiliates, and each of their respective officers, directors, employees, agents and advisors from any and all claims, liabilities, costs, and expenses, including, but not limited to, attorneys’ fees and expenses, arising out of a breach by you or any user of your Account of these T&Cs or arising out of a breach of your obligations, representations and warranties under these T&Cs.

Warranty Disclaimer

Summary: We do our best to make sure Recess works as it should, but sometimes things happen.

Recess is provided "as is" and without warranty of any kind. Any warranty of merchantability, fitness for a particular purpose, non-infringement and any other warranty is excluded to the greatest extent permitted by law. The disclaimers of warranty under this clause also apply to our subsidiaries, affiliates and third party service Instructors.

Limitation of Liability

Summary: If you lose money from using Recess, any payment to you is limited to the amount of money we have earned through your use of Recess.

To the extent permitted by law, we are not liable to you for any incidental, consequential or punitive damages arising out of these terms, or your use or attempted use of Recess. To the extent permitted by law, our liability for damages is limited to the amount of money we have earned through your use of Recess. We are specifically not liable for loss associated with unfulfilled benefits and from losses caused by conflicting contractual agreements. For this clause "we" and "our" is defined to include our subsidiaries, affiliates, officers, directors, employees, agents, and third party service providers.

Arbitration and Dispute Resolution

Summary: If you have an issue please contact us - if a dispute does arise, you are limited in how you can resolve it. You waive your right to trial by jury and your right to participate in a class action proceeding.

We encourage you to contact us if you have an issue. If a dispute does arise out of these terms or related to your use of the Platform, and it cannot be resolved after you talk with us, then it must be resolved by arbitration. This arbitration must be administered by JAMS under the JAMS Streamlined Arbitration  Rules and Procedures, except as expressly provided below. Judgment on the arbitration may be entered in any court with jurisdiction. Arbitrations may only take place on an individual basis. No class arbitrations or other other grouping of parties is allowed. By agreeing to these terms you are waiving your right to trial by jury or to participate in a class action or representative proceeding; we are also waiving these rights.

For Instructors and Attendees who are consumers, we also follow the JAMS Policy  on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness for consumer arbitrations done under these terms. For the purpose of an arbitration subject to the consumer standards, if any portion of these terms do not follow that standard, that portion is severed from these terms.

This clause does not limit either party’s ability to file an action in a court with jurisdiction to seek injunctive or other equitable relief for disputes relating to intellectual property, proprietary data or to enforce this dispute resolution clause, including your agreement not to assert claims related to the suspension or termination of another person’s account. In any such action, the court rather than an arbitrator must decide whether such a claim is arbitrable and must decide whether the party is entitled to the requested injunctive or other equitable relief.

Arbitration Agreement Survival. This arbitration agreement will survive the termination of your relationship with Recess.

Recess Waiver

Summary: You are aware of the risks of exercising and participating in, or instructing, Classes. Please check with a healthcare professional to ensure you are healthy enough to be in a Class. These classes are not medical advice. You hold Recess harmless for any issue that may arise from your use of Recess or participation in Classes. We are also not responsible for Classes held outside of our Platform.

YOU UNDERSTAND THAT THERE ARE CERTAIN INHERENT RISKS AND DANGERS IN EXERCISING AND THAT THE CLASSES YOU MAY REGISTER FOR, ATTEND OR PARTICIPATE IN OFFER A RANGE OF ACTIVITY AND INTENSITY LEVELS. BY USING Recess (AS EITHER AN ATTENDEE OR AN INSTRUCTOR), YOU ACKNOWLEDGE AND AGREE, ON BEHALF OF YOURSELF, YOUR HEIRS, PERSONAL REPRESENTATIVES AND/OR ASSIGNS THAT YOU ARE AWARE OF THESE RISKS WHICH INCLUDE, BUT ARE NOT LIMITED TO, PROPERTY DAMAGE, ILLNESS, LOSS AND BODILY INJURY OR DEATH. YOU ACKNOWLEDGE THAT SOME OF THESE RISKS CANNOT BE ELIMINATED AND YOU SPECIFICALLY ASSUME THE RISK OF INJURY OR HARM.

YOU ACKNOWLEDGE AND AGREE THAT IT IS YOUR RESPONSIBILITY TO CONSULT WITH YOUR PHYSICIAN OR OTHER HEALTH CARE PROFESSIONAL PRIOR TO USING Recess (INCLUDING BUT NOT LIMITED TO ATTENDING, PARTICIPATING IN, INSTRUCTING, OR USING A CLASS) AND TO DETERMINE IF AND HOW USING Recess IS APPROPRIATE FOR YOU. DO NOT USE CLASSES IF YOUR PHYSICIAN OR HEALTH CARE PROVIDER ADVISES AGAINST IT. IF YOU EXPERIENCE FAINTNESS, PAIN OR SHORTNESS OF BREATH AT ANY TIME WHILE EXERCISING, YOU SHOULD STOP IMMEDIATELY.

YOU ALSO UNDERSTAND AND AGREE THAT THE PLATFORM OFFERS FITNESS AND RELATED INFORMATION THAT IS DESIGNED FOR INFORMATIONAL AND ENTERTAINMENT PURPOSES ONLY. NOTHING ON THE PLATFORM IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL, PROFESSIONAL OR COUNSELING CARE. YOU SHOULD NOT RELY ON ANY INFORMATION ON OR THROUGH THE PLATFORM AND/OR A CLASS AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. ALWAYS CONSULT A PHYSICIAN IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH OR FITNESS LEVEL. THE USE OF ANY CONTENT, RECOMMENDATIONS AND INFORMATION PROVIDED ON OR THROUGH Recess IS SOLELY AT YOUR OWN RISK.

Recess MAKES NO WARRANTY OF ANY KIND, IMPLIED OR EXPRESS AS TO OUR WEBSITE'S ACCURACY, COMPLETENESS OR APPROPRIATENESS FOR ANY PURPOSE. NO ASSURANCE CAN BE GIVEN THAT THE ADVICE OR RECOMMENDATIONS CONTAINED IN OR THROUGH Recess's WEBSITE AND/OR A CLASS WILL ALWAYS INCLUDE THE MOST RECENT FINDINGS OR DEVELOPMENTS WITH RESPECT TO THE PARTICULAR MATERIAL OR CONTENT.

THEREFORE, TO THE FULLEST EXTENT PERMITTED BY LAW, YOU RELEASE, INDEMNIFY, AND HOLD HARMLESS Recess, ITS AFFILIATED ENTITIES AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, CONSULTANTS, CONTRACT EMPLOYEES, REPRESENTATIVES AND AGENTS, AND EACH OF THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, FROM ANY AND ALL RESPONSIBILITY, CLAIMS, ACTIONS, SUITS, PROCEDURES, COSTS, EXPENSES, DAMAGES AND LIABILITIES ARISING OUT OF OR IN ANY WAY RELATED TO YOUR PARTICIPATION IN OR USE OF THE PLATFORM AND/OR ATTENDANCE AT, PARTICIPATION IN, PURCHASE OF AND OR/USE OF ANY CLASS (INCLUDING THOSE HELD OUTSIDE OF RECESS), INCLUDING BUT NOT LIMITED TO WITH RESPECT TO BODILY INJURY, PHYSICAL HARM, LOSS, ILLNESS, DEATH OR PROPERTY DAMAGE.

Governing Law

Summary: Any disputes with us must be resolved in the Northern District of California under California law.

These T&Cs and all other Recess policies are governed by the laws of the State of California, excluding its conflict of laws provisions. If a lawsuit does arise, both you and Recess agree that all claims and disputes regarding the T&Cs or the use of the Platform will be litigated exclusively in the United States District Court for the Northern District of California. If that court lacks original jurisdiction, then claims and disputes arising out of or relating to the T&Cs will be litigated exclusively in the Superior Court of California, County of San Francisco.

Miscellaneous

Summary: Everything else!

  • Entire Agreement, Severability. These Terms and any referenced policies in the Terms are the entire agreement between you and us, and supersede all prior agreements. If any provision of these terms is held to be unenforceable, then that provision is modified to the extent necessary to enforce it. If a provision cannot be modified, it is severed from these terms, and all other provisions remain in force. If either party fails to enforce a right provided by these terms, it does not waive the ability to enforce any rights in the future.
  • Links. You may link to our home page, in a fair and legal manner and in a way that does not damage or take advantage of our reputation. Do not establish a link that suggests any form of association, approval or endorsement on our part where none exists. Do not establish a link to our Platform in any website that you don’t own. The website in which you are linking must comply in all respects with the content standards set out at “Community Guidelines” above. We reserve the right to withdraw linking permission without notice.
  • California Consumer Rights Notice. Under California Civil Code Section 1789.3, California Users of the Platform receive the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at the contact information set forth at http://www.dca.ca.gov/about_dca/contactus.shtml. Users of the Platform who are California residents and are under 18 years of age may request and obtain removal of User Content they posted by emailing us at [email protected]  All requests must be labeled "California Removal Request" on the email subject line. All requests must provide a description of the User Content you want removed and information reasonably sufficient to permit us to locate that User Content. We do not accept California Removal Requests via postal mail, telephone or facsimile. We are not responsible for notices that are not labeled or sent properly, and we may not be able to respond if you do not provide adequate information.
  • Changes to the T&Cs. We amend these T&Cs and other policies from time to time. We will use commercially reasonable efforts to notify you of any material changes to these T&Cs, such as through a notice on our Platform; however, you should read these T&Cs regardless. We will also update the “Last Updated” date at the top of these T&Cs when they are updated. If you continue to use the Platform after the date of the new T&Cs, this means that you accept the new T&Cs.

DATA PROCESSING AGREEMENT

Recess empowers Instructors on our Platform to directly connect with other Recess users (“Users”) and create Classes for them. Capitalized terms (“Instructors”, “Classes”, “Platform”) have the definitions given to them in Recess’s Terms of Service .

To facilitate this direct connection with Users and enable obligations to be fulfilled, Recess provides the personal data of Users (“User Data”) to Instructors. Instructors then process User Data in order to provide Users any and all products or services as part of that Instructor’s business on Recess (the “Recess Services”). Recess requires all Instructors to agree to this Data Processing Agreement (“DPA”) to ensure that Instructors respect the privacy rights of Users when processing User Data.

This DPA is between Recess and Instructors, taking effect from the moment the Instructor’s Recess account is created, and applies exclusively to the User Data collected by Recess and provided to Instructors for the purpose of facilitating the experience of their Participants.

This DPA is an extension of Recess’s Terms of Service and Privacy Policy and will outline certain requirements for Instructors to process User Data during and beyond their relationship with Recess.

  1. Definitions
  1.   "Data Protection Legislation " means all applicable laws relating to privacy and the processing

of personal data that may exist in any relevant jurisdiction, including, where applicable, the guidance and codes of practice issued by the supervisory authorities. Data Protec on Legisla on includes, but is not limited to, European Direc ves 95/46/EC and 2002/58/EC (as amended by Directive 2009/136/EC) and any legisla on and/or regula on implementing or made pursuant to them, or which amends, replaces, re-enacts or consolidates any of them, including the General Data Protection Regulation (Regula on (EU) 2016/279).

  1. "Good Industry Practice" means exercising the same skill, exper se and judgement and using facili es and resources of a similar quality as would be expected from a person who:(a) is skilled and experienced in providing the services in ques on, seeking in good faith to comply with his contractual obliga ons and seeking to avoid liability arising under any duty of care that might reasonably apply; (b) takes all proper and reasonable care and is diligent in performing his obliga ons; and (c) complies with the Data Protection Legislation. 3. The terms "data controller", "data processor", “subprocessor”, "data subject", "personal data", "processing", and "appropriate technical and organizational measures" shall be interpreted in accordance with Directive 95/46/EC, or other applicable Data Protection Legislation, in the relevant jurisdiction.
  1. Scope. The parties agree that Recess is a data controller and that Instructor is a data processor in relation to User Data that Instructor processes in the course of providing Recess Services. The subject matter of the data processing, the types of personal data processed, and the categories of data subjects will be defined by, and/or limited to, those necessary to carry out the Recess Services. The processing to which this DPA applies will be carried out by Instructor upon leaving the Recess platform. The subject ma er, dura on, nature, and purpose of the processing of the personal data as well as the type of personal data and categories of data subjects covered by this DPA are as follows:
  1. The subject matter of the data processing is User Data
  2. The duration of the processing is for as long as the Instructor holds User Data.
  3. The nature and purpose of the processing under this DPA is limited to a Instructor’s fulfillment of Recess Services to the User.
  4. The type of personal data covered by this DPA is contact informa on, including but not limited to First and Last Name, email address, username, number of Classes a ended, shipping address and phone number, as well as any information given by the Participant to the Instructor when a ending, or before a ending, a Class on Recess.
  5. The category of the data subjects are Users who sign up for accounts on Recess.

  1.  Data Protection . Instructor shall adhere to the following requirements:
  1.   Processing as Instructed. Instructors will process User Data only in accordance with the Recess Terms of Service, Privacy Policy and this DPA and only in compliance with Data Protec on Legisla on. The nature and purpose of the processing shall be limited to that necessary to carry out such instructions, and not for Instructor's own purposes, or for any other purpose except as required by law. If an Instructor is required by law to process the personal data for any other purpose, the Instructor will inform the User of such requirement prior to the processing unless prohibited by law from doing so.
  2. Extent of Processing. Instructors will process the personal data only to the extent, and in such manner, as is necessary for the provision of Recess Services.
  3. Appropriate Technical and Organizational Measures. Instructors will implement and maintain appropriate technical and organizational measures designed to protect the personal data against unauthorized or unlawful processing and against accidental loss, destruction, damage, theft, alteration or disclosure. The measures shall be appropriate to the harm which might result from any unauthorized or unlawful processing, accidental loss, destruction, damage or theft of the personal data and having regard to the nature of the personal data which is to be protected and as a minimum shall be in accordance with the Data Protection Legisla on and Good Industry Practice.
  4. Transfer to Third Parties. Instructors will not give access to or transfer any personal data to any third party (including any affiliates, group companies or subcontractors) without the prior consent of Recess. Instructor must also ensure the reliability and competence of such third par es, its employees or agents who may have access to the personal data processed in the provision of Recess Services, and must include in any contract with such third party provisions protec ng User which are equivalent to those in this DPA and the Terms of Service and as are required by applicable Data Protection Legislation.
  5. Reliability and Competence of Instructor Personnel. Instructors will take reasonable steps to ensure the reliability and competence of any Instructor personnel who have access to User Data. Instructors will ensure that all Instructor personnel required to access the personal data are informed of the confidential nature of the personal data and comply with the obligations set out in this DPA.
  6. Acknowledgement of Data Protection Legislation and Assistance. Instructors will take all reasonable steps to assist Recess in complying with applicable Data Protection Legislation. For example, Instructor will promptly inform Recess in wri ng if it receives: (i) a request from a data subject concerning any personal data; or (ii) a complaint, communica on, or request rela ng to User’s obliga ons under Data Protection Legislation.
  7. Destruction or Return of Property Upon Recess Services Complete on . Instructors will not retain any of the personal data for longer than is necessary to provide Recess Services. At the end of Recess Services, or upon a User's request, the Instructor will securely destroy or return (at User’s elec on) the personal data to User.
  8. Loss or Security Breach. If Instructor becomes aware of any accidental, unauthorized or unlawful destruction, loss, altera on, or disclosure of, or access to User Data processed by Instructor in the course of providing Recess Services, it will do the following:

1. Provide notice to Recess . Instructor shall promptly and without undue delay notify Recess and provide Recess with: a detailed descrip on of the Loss or Security Breach; the type of data that was the subject of the Loss or Security Breach; the identity of each affected person if known, and the steps Instructor has taken or will take in order to mi gate and remediate such Security Breach, in each case as promptly as such informa on can be collected or otherwise becomes available (as well as periodic updates to this informa on and any other information Recess may reasonably request relating to the Loss or Security Breach); and

2. Investigate the Manner promptly. Instructors shall promptly take action, at its own expense, to investigate the Loss or Security Breach and to identify, prevent and mitigate the effects of the Loss or Security Breach and to carry out appropriate recovery ac ons to remedy the Loss or Security Breach.

  1. Compliance with Data Protection Legislation. Instructor shall comply at all times with and assist Recess in complying with its applicable obligations under Data Protection Legislation. Instructors shall provide reasonable information requested by Recess to demonstrate compliance with the obligations set out in this DPA. Instructors will notify Recess immediately if, in Instructor's opinion, an instruction for the processing of personal data given by Recess violates any country’s data privacy legislation.