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OpenSciEd License Descriptions v2.0

Summary OpenSciEd classroom curriculum materials are generally licensed under the CC-BY-NC license available at https://creativecommons.org/licenses/by-nc/4.0/ (the “CC-BY-NC License”). Although the CC-BY-NC License is limited to non-commercial uses, commercial uses of our classroom curriculum materials are still encouraged and are available pursuant to our License for Commercial Use of Curriculum Materials located at https://openscied.org/commercial-license/ (the “Agreement”), which supplements the CC-BY-NC License. Commercial uses of a certain scale and/or for certain purposes may require the payment of fees to OpenSciEd to support the development and maintenance of the OpenSciEd assets. In addition, the Agreement contains restrictions on the use of AI Tools in connection with the Curriculum Materials, including prohibitions on using the Curriculum Materials to train AI models (except solely for the purpose of generating modified versions for distribution in accordance with the Agreement), requirements for human review of AI-generated materials prior to distribution, and mandatory disclosure when AI Tools have been used in the creation of such materials. You may copy, distribute and modify the OpenSciEd curriculum materials (the “Curriculum Materials”) for Non-Commercial purposes pursuant to the terms and conditions of the CC-BY-NC license, which requires, in part, that you provide attribution to OpenSciEd, and, for online uses, provide a prominent hypertext link back to OpenSciEd’s website located at www.openscied.org. “Non-Commercial” shall have the meaning given to such term in the CC-BY-NC License; subject to compliance with its terms, such license would permit use for academic purposes of the Curriculum Materials obtained through publicly available means, so long as such use is not commercial in nature. Note that any end users, including, but not limited to, teachers, students and schools, to which you make available the Curriculum Materials or modified versions thereof may only make Non-Commercial

uses of such materials pursuant to the CC-BY-NC License. You are required to use commercially reasonable efforts to ensure that your end users comply with the terms of the Agreement, and you are responsible for any use of the Curriculum Materials by your end users. The above is a short summary of OpenSciEd’s interpretation of the CC-BY-NC License and certain key provisions of the Agreement, and is not a substitute for the full text of the CC-BY-NC License, available at https://creativecommons.org/licenses/by-nc/4.0/, or the Agreement. Visit the Knowledge Base for more information and a set of FAQs about the license, including information regarding AI Tool restrictions and fee obligations.

OpenSciEd License for Commercial Use of Curriculum Materials v2.0 Last Updated: June 3, 2026 This License for Commercial Use of Curriculum Materials (this “Agreement”) is between you and OpenSciEd, 1111 6th Ave. Suite 550, San Diego, CA 92101 (“OpenSciEd”); supplements the CC-BY-NC license available at https://creativecommons.org/licenses/by-nc/4.0/ (the “CC-BY-NC License”) and applies to any use of the Licensed Materials for a Commercial purpose (as those terms are defined below). YOU ACCEPT THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, EXECUTING OR OTHERWISE ENTERING INTO AN ORDER THAT REFERENCES THIS AGREEMENT, USING THE CURRICULUM MATERIALS FOR A COMMERCIAL PURPOSE, OR OTHERWISE AFFIRMATIVELY INDICATING YOUR ACCEPTANCE OF THIS AGREEMENT. The date on which you accept this Agreement is referred to as the “Effective Date.” You may not use the Curriculum Materials for a Commercial purpose unless you have consented to be bound by the terms of this Agreement. Notwithstanding the foregoing, nothing in this Agreement is intended to limit or otherwise restrict uses of the Curriculum Materials permitted under the CC-BY-NC License. IF YOU ARE AN INDIVIDUAL ENTERING INTO THIS AGREEMENT ON BEHALF OF, OR FOR THE BENEFIT OF, ANY CORPORATION, PARTNERSHIP, ORGANIZATION OR OTHER ENTITY WITH WHICH YOU ARE ASSOCIATED (AN “ORGANIZATION”), THEN YOU ARE AGREEING TO THIS AGREEMENT ON BEHALF OF SUCH ORGANIZATION, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND SUCH ORGANIZATION TO THIS AGREEMENT. References to “you,” “your” and “Licensee” in this Agreement will refer to both the individual entering into this Agreement and to any such Organization. 1. Definitions. a. “AI Tool” means any neural network, large language model or any machine learning or other artificial intelligence process, system, model, algorithm, service or product.

b. “Commercial” or “Commercially” means primarily intended for or directed towards commercial advantage or monetary compensation. Any use for a purpose that is not Non-Commercial (as defined below) will constitute use for a Commercial purpose hereunder. c. “Curriculum Materials” means the artistic or literary work, database, curriculum materials, course materials, textbooks, teaching guides, study guides, tests, test answers, practice materials, kit lists (i.e., materials required for experiments) or other materials made available by OpenSciEd. d. “Distribute” or “Distribution” means to distribute, share, provide or otherwise make available the Licensed Materials or access thereto to any third party. e. “End User” means any student, teacher, school district, employee or other individual, organization, entity or third party to which Licensee Distributes the Licensed Materials hereunder. f. “Licensed Materials” means the Curriculum Materials and the Modified Curriculum Materials. g. “Modified Curriculum Materials” means a work that (i) is based on the Curriculum Materials; and (ii) recasts, transforms or adapts the Curriculum Materials. For clarification, a work that consists of editorial revisions, annotations, elaborations or other modifications of the Curriculum Materials that, as a whole, represent an original work of authorship, shall constitute Modified Curriculum Materials, as shall any work of authorship that is intended to be used or made available Commercially as a replacement or substitute for the Curriculum Materials. h. “Moral Rights” means any right to claim authorship of a work, any right to object to any distortion or other modification of a work, and any similar right, existing under the law of any country in the world. i. “Non-Commercial” shall have the meaning given to such term in Section 1 of the CC-BY-NC License. j. “Semester” means, in any given year, the time period between (i) July 1st and December 31st; and (ii) January 1st and June 30th. 2. License. 4

a. Grant. Subject to the terms and conditions of this Agreement, including payment of any applicable fees set out in Section 4 below, OpenSciEd hereby grants to Licensee a non-exclusive, worldwide, non-sublicensable right and license to (i) reproduce, Distribute, make available, publicly display, publicly perform and otherwise use (including with an AI Tool) the Curriculum Materials; and (ii) create or generate (including with an AI Tool) Modified Curriculum Materials, in each case of (i) and (ii), for any Commercial purpose. b. End Users. Licensee shall require that its End Users access and use the Licensed Materials solely for Non-Commercial purposes in accordance with the CC-BY-NC License. If any End User seeks to make any use of the Licensed Materials for a Commercial purpose, Licensee shall provide such End User with a copy of this Agreement and shall promptly direct such End User to contact OpenSciEd at licensing@openscied.org with a description of the End User’s intended Commercial use prior to making any such use. Licensee shall use commercially reasonable efforts to ensure that End Users comply with the terms of this Agreement. Licensee hereby agrees that Licensee is responsible for all End Users, their access to and use of the Licensed Materials (including any use for a Commercial purpose) and their compliance or failure to comply with the terms of this Agreement. Without limiting the foregoing, the parties understand that any use of the Licensed Materials by an End User that, if such End User was a party to this Agreement, would constitute a breach of the terms of this Agreement shall be considered a breach of this Agreement by Licensee. c. No Endorsement. Nothing in this Agreement shall be construed as permission to assert or imply that OpenSciEd or other contributors to the Curriculum Materials sponsors, endorses or is otherwise connected with (i) Licensee or any End Users, entities, institutions and organizations with which Licensee is affiliated; or (ii) the Modified Curriculum Materials created by Licensee. d. Ownership. i. Curriculum Materials. OpenSciEd owns and retains all right, title and interest (including all intellectual property rights) in and to (i) the Curriculum Materials and any materials created, developed or provided by OpenSciEd in connection with this Agreement; and (ii) the names, logos and trademarks of OpenSciEd.

ii. Modified Curriculum Materials. As between the parties, Licensee owns all right, title and interest (including all intellectual property rights in) and to any Modified Curriculum Materials created by Licensee in connection with this Agreement. e. Unauthorized Use. In addition to any other remedies available to it, if OpenSciEd determines that Licensee’s use of the Curriculum Materials is not within Licensee’s rights under the CC-BY-NC License or this Agreement, OpenSciEd may, in its sole discretion: (i) terminate the CC-BY-NC License and/or this Agreement; (ii) require Licensee to cease and desist such unauthorized use; (iii) require that Licensee pay to OpenSciEd any fees that would have previously been due hereunder; and/or (iv) require that Licensee license the Curriculum Materials on terms that accurately reflect Licensee’s use of such Curriculum Materials. 3. AI Tool Restrictions. a. Licensee shall not, and shall not permit any End User or third party to, use the Curriculum Materials or any portion thereof to train, fine-tune, distill, embed or otherwise incorporate the Curriculum Materials into any AI Tool (collectively, “AI Training”), except solely for the purpose of generating Modified Curriculum Materials for Distribution in accordance with this Agreement. Without limiting the foregoing, Licensee shall not use any AI Tool to create, develop or refine any AI Tool that is capable of reproducing, generating or substituting for the Curriculum Materials or any material portion thereof. Notwithstanding the foregoing, OpenSciEd may, in its sole discretion, grant Licensee a separate written license to conduct AI Training for purposes other than those permitted under this Section 3, subject to such additional terms and fees as OpenSciEd may require (such additional terms, the “Supplemental Terms”). b. If Licensee uses a third-party AI Tool to process, analyze or otherwise access the Curriculum Materials, Licensee shall, prior to providing or making available any Curriculum Materials to such third-party AI Tool provider, obtain binding written commitments from such provider that such provider shall (i) not retain, store or cache the Curriculum Materials or any portion thereof beyond the period reasonably necessary to process Licensee’s request; (ii) not use the Curriculum Materials or any portion thereof to train, improve, fine-tune or otherwise develop any AI Tool or other product or service; and (iii) not disclose or make available the Curriculum Materials or any portion thereof to any other party.

Licensee hereby agrees that Licensee is responsible for any breach of such commitments by the third-party AI Tool provider. c. Prior to any Distribution of Modified Curriculum Materials created or generated in whole or in part using an AI Tool, Licensee shall ensure that such Modified Curriculum Materials have been reviewed by a qualified individual with relevant subject-matter expertise for accuracy, completeness, pedagogical soundness and safety. Licensee will, at no cost to OpenSciEd, maintain records of each such review, including the identity of the reviewer and the date of review, and shall make such records available to OpenSciEd upon reasonable request. d. If Licensee Distributes any Modified Curriculum Materials that were created or generated in whole or in part using an AI Tool, such Modified Curriculum Materials must include a prominent notice stating that artificial intelligence was used in the creation or generation of such materials. e. Licensee shall not use any AI Tool to circumvent, avoid or undermine any restriction, obligation or requirement set forth in this Agreement, including, without limitation, any obligation to pay Fees, provide attribution, or comply with the conditions set forth in Section 6. 4. Other Rights. a. Moral Rights. Moral Rights are not licensed to Licensee under this Agreement. To the extent possible, OpenSciEd waives and/or agrees not to assert any Moral Rights it may have in and to the Licensed Materials solely to the extent necessary to allow Licensee to exercise the rights granted to Licensee pursuant to Section 2(a) above in accordance with the terms and conditions of this Agreement. b. Patents and Trademarks. Licensee acknowledges and agrees that patent and trademark rights are not licensed to Licensee under this Agreement. 5. Fees. a. Fee Thresholds. If, during any Semester in the Term, Licensee’s Commercial use of the Curriculum Materials (including any Curriculum Materials incorporated into Licensee’s Modified Curriculum Materials): i. generates $150,000 or more in gross revenue; or 7

ii. results in the Curriculum Materials being accessed or used, at any time during the applicable Semester, by: (1) 15,000 students or more; (2) 100 teachers or more; (3) 50 schools or more; or (4) 15 total school districts; b. Fee Calculation. Licensee shall pay to OpenSciEd the applicable Fees as set forth in Schedule A (“Fees”). For purposes of determining whether the thresholds in Section 5(a)(ii) have been met and calculating the applicable Fees: (i) during the first twelve (12) months following the date on which Licensee first makes the Curriculum Materials available to any students, teachers, schools and/or school districts in connection with a particular sale or subscription, Fees shall be calculated based on the total number of students, teachers, schools and/or school districts to which the Curriculum Materials have been made available during the applicable Semester, regardless of whether such persons or entities have actually accessed or used the Curriculum Materials (the “Made-Available Method”); and (ii) following such initial twelve (12)-month period, Fees shall be calculated based on the number of students, teachers, schools and/or school districts that have actually accessed the Curriculum Materials during the applicable Semester (including by logging in to any platform or service through which the Curriculum Materials are made available, regardless of whether any further action is taken) (the “Actual Access Method”). If, with respect to Section 5(a)(ii), the number of students, teachers, schools and/or school districts that have accessed or used the Curriculum Materials during an applicable Semester cannot be reasonably determined based on Licensee’s available records and reporting systems, Fees shall be calculated using the Made-Available Method. Licensee shall track and report actual access and use data, and the parties shall cooperate in good faith to determine the applicable basis for calculating Fees for each Semester. For the avoidance of doubt, if Licensee’s use of the Curriculum Materials is Non-Commercial or does not meet any threshold described in subsections (i) or (ii) above at any point during a Semester, Licensee’s use of the Licensed Materials during such Semester will not trigger any obligation to pay Fees to OpenSciEd under this Section 5. c. Payment. For each Semester during the Term for which Licensee is obligated hereunder to pay any Fees, Licensee shall pay such Fees to OpenSciEd no later than thirty (30) days after the last day of the

applicable Semester. All Fees and other payments to OpenSciEd hereunder are exclusive of any and all taxes, duties or levies, which shall be assumed and paid for by Licensee. Fees that are more than fourteen (14) days overdue will be subject to a finance charge of one and one half percent (1.5%) per month simple interest, with such interest charges starting on the day after the due date for such Fees, plus any related collection and legal costs actually incurred by OpenSciEd in connection with its collection of such Fees. d. Reports. For each Semester during the Term, no later than thirty (30) days after the last day of the applicable Semester, Licensee will, at no cost to OpenSciEd, electronically deliver to OpenSciEd a true, accurate and complete usage and revenue report detailing Licensee’s use of the Licensed Materials in the applicable Semester (each, a “Report”). The Reports shall be substantially in the form specified in Schedule B and shall contain a sufficient level of detail regarding Licensee’s use of the Licensed Materials, and any revenue generated or received in connection therewith, in order to allow OpenSciEd to determine, for each Semester, whether Fees are owed for such Semester and, if Fees are owed, the amount of such Fees. The Reports shall not contain any personally identifiable information. Licensee agrees that OpenSciEd may create derivative works and internal analyses based on the Reports (collectively, the “Derived Data”), and that OpenSciEd shall own all right, title and interest, including all intellectual property rights, in and to the Derived Data. If a Report reveals that Licensee has underpaid OpenSciEd, Licensee shall promptly pay to OpenSciEd the underpaid amount (together with interest from the date such amount would have been due, in accordance with Section 4(b)). e. Confidentiality of Reports. OpenSciEd agrees to take commercially reasonable measures to prevent unauthorized use and disclosure of the Reports and will use at least the same measures to prevent such unauthorized use and disclosure as it uses to protect its own similar confidential information. OpenSciEd shall not share the Reports with other licensees. Notwithstanding the foregoing, OpenSciEd may share the Reports with any of its agents, contractors, employees, representatives, advisors (including financial and legal advisors) or other third parties who OpenSciEd reasonably believes to have a need to access or use the Reports in furtherance of its business and/or business interests. For clarity, the confidentiality obligations in this Section 5(d) shall not apply to

the Derived Data, which shall constitute confidential information of OpenSciEd. 6. Conditions to the Right to Distribute. a. Notices. If Licensee Distributes the Curriculum Materials for a Commercial purpose in any form (including as part of any Modified Curriculum Materials), such Curriculum Materials must: i. include a copy of or a link to this Agreement and the CC-BY-NC License; and ii. if the Curriculum Materials are Distributed as part of any Modified Curriculum Materials, contain prominent copyright notices identifying the modified portions and stating that Licensee has modified the Curriculum Materials. Such notices will be in the form below: 1. “This curriculum has been adapted from the OpenSciEd Curriculum originally developed and authored by OpenSciEd. The OpenSciEd name and logos are trademarks of OpenSciEd. ALL RIGHTS RESERVED.” b. Attribution. Except as otherwise expressly permitted under this Agreement, Licensee must keep intact, and Licensee may not modify or remove, any notices, disclaimers or attributions included in or provided with the Curriculum Materials. In addition, where Licensee makes the Curriculum Materials available through a website, mobile app or other digital means, Licensee must include a prominent hypertext link back to the OpenSciEd website at www.openscied.org for the webpage where the Curriculum Materials are made available. An example of this attribution is: i. “This curriculum has been adapted from the OpenSciEd Elementary, Middle, High School Curriculum originally developed and authored by OpenSciEd. It is licensed under the Creative Commons Attribution Non-Commercial 4.0 International License (CC-BY-NC) and the License for Commercial Use of Curriculum Materials v2.0 https://www.openscied.org/commercial-license/. The OpenSciEd Elementary, Middle, High School Science Curriculum is available at: https://www.openscied.org. ALL RIGHTS RESERVED.”

7. Term and Termination. a. Term. This Agreement will commence on the Effective Date and continue in effect until either party terminates this Agreement in accordance with the provisions herein (the “Term”). b. Termination. i. OpenSciEd. OpenSciEd, in the event of Licensee’s breach of any term of this Agreement, will provide Licensee thirty (30) days to cure such breach. If the breach is not cured within thirty (30) days, OpenSciEd may immediately terminate this Agreement. ii. Insolvency. This Agreement will terminate automatically (A) upon the institution by or against Licensee of insolvency, receivership or bankruptcy proceedings or any other proceedings for the settlement of Licensee’s debts that is not dismissed within ninety (90) days of being filed or instituted; (B) upon Licensee’s making a general assignment for the benefit of creditors as a result of its inability to pay its debts as they come due; or (C) upon Licensee’s dissolution, winding up or ceasing to conduct business in the normal course, without a solvent successor to this Agreement. c. Effect of Termination. Upon any termination of this Agreement, all licenses and rights granted to Licensee under this Agreement will automatically terminate, all outstanding Fee payments will become immediately due and payable to OpenSciEd, and Licensee will (i) promptly destroy all Curriculum Materials (including any Curriculum Materials incorporated in Modified Curriculum Materials) in its possession; and (ii) cease all use of the Curriculum Materials (including any Curriculum Materials incorporated in Modified Curriculum Materials). Sections 2(b), 2(c), 2(d), 2(e), 3, 4(b), 5, 7(c), 8, 9, 10, 11, and 13 will survive any termination of this Agreement. If OpenSciEd terminates this Agreement for a breach of the terms herein by Licensee, then Licensee agrees not to seek or obtain, either from OpenSciEd or a third party, a new license to the Curriculum Materials (or any portion thereof) under this Agreement, the CC-BY-NC License or otherwise for a period of sixty (60) months from the date of such termination.

8. Representations and Warranties; Disclaimer. a. Licensee Warranties. Licensee represents and warrants to OpenSciEd that: (i) it has all licenses, consents, authorizations and approvals necessary to perform its obligations hereunder; (ii) the execution, delivery and performance by Licensee of this Agreement does not and will not violate any applicable law, third party intellectual property or property right, or any applicable order of any court or other governmental agency; (iii) it shall not make or purport to make any representations or warranties to End Users on behalf of OpenSciEd; and (iv) it shall not impose or purport to impose any obligations on OpenSciEd with respect to End Users. b. Disclaimer. UNLESS OTHERWISE MUTUALLY AGREED BY OPENSCIED IN WRITING, OPENSCIED OFFERS THE CURRICULUM MATERIALS AS-IS AND MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH REGARD TO THE CURRICULUM MATERIALS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. OPENSCIED DOES NOT REPRESENT OR WARRANT THAT THE CURRICULUM MATERIALS WILL BE ERROR FREE AND DOES NOT PROMISE THAT ANY SUCH ERRORS WILL BE CORRECTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE FOREGOING MAY NOT APPLY TO CERTAIN LICENSEES. 9. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OPENSCIED BE LIABLE WITH RESPECT TO THE CURRICULUM MATERIALS, THE MODIFIED CURRICULUM MATERIALS AND/OR ANY OTHER SUBJECT MATTER OF THIS AGREEMENT UNDER ANY LEGAL THEORY FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES HOWEVER CAUSED AND WHETHER OR NOT ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES. OPENSCIED’S ENTIRE AGGREGATE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT OR ANY SUBJECT MATTER THEREOF, UNDER ANY LEGAL THEORY, SHALL BE LIMITED TO THE GREATER OF (A) THE TOTAL AMOUNT OF FEES PAID OR PAYABLE BY LICENSEE TO OPENSCIED UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE DATE OF THE CLAIM; OR (B) FIVE HUNDRED DOLLARS ($500).

10.Indemnification. Licensee will indemnify, defend and hold harmless OpenSciEd from and against any and all third-party claims arising out of or related to (a) Licensee’s breach or alleged breach of this Agreement, including any of Licensee’s representations, warranties or obligations hereunder; (b) any modifications, updates or changes to the Curriculum Materials made by or on behalf of Licensee, including the Modified Curriculum Materials; (c) any use or exploitation of the Licensed Materials for any Commercial purpose by Licensee or any End Users, employees or agents in a manner not permitted by this Agreement, including any violation or claimed violation of a third party’s rights (including intellectual property rights) resulting in whole or in part from use of the Licensed Materials under this Agreement; (d) the combination or use of Licensed Materials with materials not furnished by OpenSciEd for any Commercial purpose; (e) use of, or access to, the Licensed Materials by any End Users; or (f) any negligent act or omission by, or willful misconduct of, Licensee, its employees or agents. 11.Audit. OpenSciEd reserves the right to audit, during the Term and for a period of six (6) months after the termination of this Agreement, no more than once per calendar year at OpenSciEd’s expense, Licensee’s use of the Licensed Materials and payment of amounts due hereunder. OpenSciEd shall schedule any audit at least thirty (30) days in advance, and Licensee shall provide such auditors any assistance that they may reasonably require. Any such audit shall be conducted during normal business hours, as applicable, and shall not unreasonably interfere with Licensee’s business activities. If such audit reveals that Licensee’s use of the Licensed Materials is not in accordance with the terms and conditions of this Agreement, Licensee shall promptly cease such unauthorized use or take such other action as is necessary to comply with this Agreement, and OpenSciEd reserves the right to terminate the Agreement for breach and/or charge Licensee reasonable license fees for any such unauthorized use. If such audit reveals that Licensee has underpaid amounts due hereunder, Licensee shall promptly pay the difference. If the amount of the underpayment exceeds five percent (5%), then Licensee shall reimburse OpenSciEd for the cost of the audit. 12.Notices. Any notice required to be given under this Agreement will be effective only if it is in writing and sent to the appropriate party via email (if to OpenSciEd to licensing@openscied.org). Either party may change its address for receipt of notice by notice to the other party in accordance with this Section 11. Notices are deemed given two (2) business days following the date of mailing or one

business day following delivery to a courier. All communications and notices to be made or given pursuant to this Agreement will be in the English language. 13.Miscellaneous. a. Assignment. Licensee may not assign its rights or delegate its duties under this Agreement (in whole or in part) without the prior written consent of OpenSciEd. OpenSciEd may freely assign this Agreement and its rights and/or obligations (in whole or in part) under this Agreement without the consent of Licensee. Any purported transfer or assignment in violation of this Section shall be null and void. Subject to the foregoing, this Agreement will bind and inure to the benefit of each party’s successors and permitted assigns. b. No Relationship. The parties are independent contractors, and nothing in this Agreement creates a partnership, joint venture or agency relationship between the parties. The parties agree that neither party’s personnel are employees or agents of the other party for federal, state or other taxes or any other purposes whatsoever and are not entitled to compensation or benefits of the other. c. Compliance With Laws. During the Term, Licensee will comply with all applicable laws, rules and regulations relating to the subject matter of this Agreement. d. Governing Law; Disputes. This Agreement will be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of law principles. The parties agree that any disputes relating to this Agreement will be resolved in, and the parties hereby consent to the exclusive jurisdiction of, the federal and state courts located in the Southern District of California, and the parties hereby waive any objection to venue in such courts and any claim that an action or proceeding brought in such courts has been brought in an inconvenient forum. e. Severability. If any provision of this Agreement is found to be illegal or unenforceable by a court of competent jurisdiction, such provision shall be reformed to the extent necessary to make it enforceable, and the remaining provisions of this Agreement shall continue to be valid and enforceable to the fullest extent permitted by law.

f. No Waiver. No failure or delay (in whole or in part) on the part of a party to exercise any right or remedy hereunder will operate as a waiver thereof or effect any other right or remedy available to such party. g. No Other Agreement. This Agreement is in the English language only, which language shall be controlling in all respects, and all versions of this Agreement in any other language shall be for accommodation only and shall not be binding on the parties to this Agreement. This Agreement, including the exhibits hereto, constitutes the entire agreement between the parties regarding the subject matter hereof, and supersedes and replaces any and all prior or contemporaneous discussions, negotiations, understandings and agreements, written and oral, regarding such subject matter. h. No Modification. This Agreement may not be modified except by a subsequently dated writing signed by an authorized representative of each party. i. Counterparts. This Agreement may be executed in counterparts, each of which so executed will be deemed to be an original and all of which together will constitute one and the same agreement.

SCHEDULE A FEES

In accordance with Section 4(a) of the Agreement, if, at any point during any Semester in the Term, Licensee’s Commercial use of the Curriculum Materials: (i) generates $150,000 or more in gross revenue; or (ii) results in the Curriculum Materials being accessed or used by: (1) 15,000 students or more; (2) 100 teachers or more; (3) 50 schools or more; or (4) 15 total school districts, Licensee shall pay to OpenSciEd the Fees set forth below. The fees described below shall be used in conjunction with one another should the licensee sell Curriculum Materials as both Subscription Fees and One-Time Fees. 1. Subscription Fees. If Fees are due in connection with Licensee’s Commercial use of the Curriculum Materials as part of the subscription to be renewed at a future date, including when bundled with other services, products or platforms, Licensee shall pay to OpenSciEd the greater of: a. $0.50 per student per semester; or b. $75 per teacher per semester; or c. $250 per school per semester; in each case of (a)-(c), that has access to the Curriculum Materials at any point during the applicable Semester. 2. One-Time Fees. If Fees are due in connection with Licensee’s Commercial use of the Curriculum Materials as part of a one-time sale or license of such Curriculum Materials to a third party, with no obligation, real or perceived, for the third party to pay any additional amounts in order to continue to use the Curriculum Materials, Licensee shall pay to OpenSciEd five percent (5.0%) of the gross revenue received by or on behalf of Licensee in connection with such sale. 3. Reduced Fees. Notwithstanding anything to the contrary in this Schedule A, if Fees for a specific Semester are due in connection with Licensee’s Commercial use of solely two or fewer units of the Curriculum Materials, Licensee shall only be obligated to pay to OpenSciEd for such Semester one half of the Fees due pursuant to Section 1 or 2 of this Schedule A, as applicable. For the avoidance of doubt, use of any portion of a unit shall be considered a use of that entire unit.

SCHEDULE B FORM DATA DELIVERY REPORT DIRECTIONS AND SAMPLES Report Submission Instructions

Each Report required under Section 5(c) of the Agreement must be submitted electronically to OpenSciEd at licensing@openscied.org no later than thirty (30) days after the last day of the applicable Semester. Reports must be submitted in comma-separated values (CSV) format, with each data field appearing in a separate, individually labeled column as specified in the applicable sample report below. Do not merge or combine columns. The subject line of the submission email must read: “[Licensee Name] – OpenSciEd Usage Report – [Semester Period] [Year].” Licensees that owe both Subscription Fees and One-Time Fees in the same Semester must submit two separate CSV files: one for subscription activity using the Subscription Fees Reporting format, and one for one-time sale activity using the One-Time Fee Reporting format. Each file must be named as follows: Subscription Report: [LicenseeName]_OpenSciEd_SubscriptionReport_[SemesterPeriod]_[YYYY].csv One-Time Fee Report: [LicenseeName]_OpenSciEd_OneTimeFeeReport_[SemesterPeriod]_[YYYY].csv Reports must not contain any personally identifiable information. Where student, teacher, school, or school district counts cannot be determined precisely, Licensee must use the Made-Available Method and note this in the “Fee Calculation Method” column. Licensee must retain source records supporting each Report for the duration of the Term and for six (6) months thereafter, as they may be subject to audit pursuant to Section 10 of the Agreement.

Subscription Fees Reporting Form Sample SUBSCRIPTION FEES REPORT — Semester: [July 1 – December 31, 20XX] or [January 1 – June 30, 20XX] Sale / Subscription Date

Customer Name

City

State

Curriculum Materials

07/01/20XX

ABC School

New York City

OpenSciEd High School Biology

01/01/20XX

XYZ School District

Los Angeles

OpenSciEd High School Chemistry

07/01/20XX

Riverside Unified School District

Riverside

OpenSciEd Middle School – Units 1–4

No. of Student s

No. of Teacher s

No. of School s

1,000

$0.50 per student

$500.00

01/30/20XX

Actual Access Method

$75.00 per teacher

$7,500.00

07/30/20XX

Actual Access Method

$250.00 per school

$13,000.00

01/30/20XX

No. of School Districts 1

100

Licensee Name:

Fee Calculation Method (MadeAvailable or Actual Access) Made-Available Method

Fee Rate Applied

Fee Amount (USD)

Fee Paid Date

One-Time Fee Reporting Form Sample ONE-TIME FEES REPORT — Semester: [July 1 – December 31, 20XX] or [January 1 – June 30, 20XX] Sale Date

Customer Name

City

State

Curriculum Materials

08/15/20XX

123 School District

Dallas

OpenSciEd High School Physics

02/01/20XX

Lakewood Academy

Chicago

OpenSciEd Elementary – Unit 2-4 (Modified)

Units Sold

1,000 Student Editions; 7 Teacher Editions 300 Student Editions; 12 Teacher Editions

No. of Students

No. of Teacher s

1,000

300

No. of Schools

Licensee Name:

No. of School Districts

Transaction Amount (USD)

Fee Rate (5% of Gross Revenue)

Fee Amount (USD)

$200,000.00

5.0%

$10,000.00

$45,000.00

5.0%

$2,250.00