pepelwerk Course Provider Payouts and
Effective Date: July 1, 2026
pepelwerk Course Provider Payouts and Payments for Courses Terms, Limitations and Conditions Effective Date: July 1, 2026
1. Purpose and Scope
These Course Provider Payouts and Payments for Courses Terms, Limitations, and Conditions govern the relationship between pepelwerk, LLC ("pepelwerk," "Company," "we," "our," or "us") and any Course Provider that creates, posts, manages, updates, offers, promotes, or accepts learner enrollment through a course profile, course listing, learning pathway, credential offering, training service, certification, license, or other learning-related opportunity made available through the pepelwerk Org Portal, People Hub, AI Career Assistant, Talent Wallet, Course Center, marketplace, or related services. These terms apply to Course Providers that use the Org Portal to post course profiles, receive learner interest, confirm enrollment, confirm completion, receive payments, request payout, accept learning-stipend-funded learners, or otherwise participate in pepelwerk’s learning marketplace. These terms are incorporated into and supplement pepelwerk’s broader Terms of Use, Org Portal User and Account Agreement, Payment Terms, Sponsoring and Receiving Sponsor Funds Agreement, and any applicable written agreement, order form, module terms, payment terms, or platform rules accepted by the Course Provider. By posting or maintaining a course profile, accepting learners, confirming enrollment, confirming completion, receiving payment, requesting payout, or otherwise participating as a Course Provider through pepelwerk, the Course Provider agrees to these terms.
2. pepelwerk’s Role as Technology Platform and Pass-
Through Vendor pepelwerk operates a software, marketplace, program-management, and payment- administration platform that helps individuals, organizations, Course Providers, Sponsors, employers, schools, foundations, workforce programs, and other marketplace participants connect career goals, skills gaps, learning opportunities, funding sources, and outcomes data. pepelwerk provides informational, assistive, and decision-support functionality through software and artificial intelligence designed to support user- and organization-directed decisions. pepelwerk does not provide advice or make enrollment, eligibility, funding, or payment decisions. pepelwerk is not a school, university, lender, bank, payment processor, fiduciary, trustee, regulated escrow agent, scholarship provider, grant maker, financial aid administrator, employer, staffing agency, accreditor, certifying body, guarantor, or insurer of Course Provider payments unless expressly stated in a separate written agreement signed by pepelwerk. For learning stipends, sponsored payments, Talent Wallet amounts, Access Code allocations, Sponsor Wallet amounts, and similar payment support, pepelwerk acts solely as a platform-based intermediary, marketplace administrator, software provider, and payment facilitator for the organization, Sponsor, foundation, employer, school, workforce program, funder, or other third-party payor that funds or represents that it will fund the applicable payment method. pepelwerk does not assume liability for funding decisions, payment authorization, payment availability, or payment fulfillment beyond amounts actually received by pepelwerk, available for the transaction, and authorized for distribution under applicable platform, Sponsor, organization, compliance, tax, and payment requirements. pepelwerk does not create an independent obligation to pay a Course Provider unless the applicable funds have been received, are available, are authorized for the transaction, the learner and course meet eligibility requirements, the Course Provider has satisfied all platform and payment requirements, and all required enrollment, completion, reporting, tax, compliance, and payout conditions have been met.
3. Course Provider Responsibility for Course Profiles and
Marketplace Information The Course Provider is solely responsible for the accuracy, completeness, legality, currency, and truthfulness of each course profile or learning opportunity it posts, publishes, manages, or makes available through pepelwerk.
1. Accurately describing course content, skills taught, prerequisites, learning
objectives, delivery method, location, schedule, duration, attendance requirements, credential outcomes, certification outcomes, licensing relevance, equipment requirements, refund rules, cancellation rules, completion requirements, and any learner obligations.
2. Listing the correct retail price, fees, taxes, discounts, required materials, and any
other learner or payer costs associated with the course.
3. Ensuring that course information does not misrepresent employment outcomes,
wage outcomes, credential outcomes, licensing outcomes, admission outcomes, completion outcomes, eligibility, accreditation, authorization, or funding availability.
4. Updating course profiles promptly when price, availability, dates, enrollment
capacity, prerequisites, content, delivery method, instructor, credential status, refund rules, or completion requirements change.
5. Maintaining any licenses, approvals, registrations, accreditations, permits,
insurance, instructor qualifications, legal authority, and regulatory approvals required to offer the course.
6. Complying with applicable education, employment, consumer protection,
advertising, privacy, accessibility, civil rights, nondiscrimination, tax, payment, licensing, credentialing, and marketplace laws.
7. Responding promptly to learner, organization, Sponsor, or pepelwerk requests for
enrollment confirmation, completion confirmation, documentation, reporting, invoice support, payment information, or issue resolution. pepelwerk may remove, hide, suspend, restrict, or reject any course profile or Course Provider account if pepelwerk determines that the course profile is inaccurate, misleading, outdated, unlawful, incomplete, inconsistent with platform requirements, presents compliance risk, creates marketplace confusion, or may harm learners, customers, Sponsors, or pepelwerk.
4. Course Provider Responsibility to Confirm Payment
Method Before Enrollment The Course Provider is solely responsible for confirming the applicable payment method before enrolling a learner into any course, training, credential, certification, license, program, or other learning activity.
1. Self-paying directly to the Course Provider;
2. Self-paying through a payment method outside pepelwerk;
3. Using a learning stipend, Talent Wallet amount, Access Code, Sponsor Wallet
amount, or other sponsor-funded payment method made available through pepelwerk;
4. Being paid for by an employer, school, foundation, philanthropic organization,
workforce program, or other organization outside pepelwerk;
5. Using a combination of self-pay, co-pay, sponsor-pay, organization-pay, or another
payment arrangement; or
6. Not yet confirmed for any valid payment method.
The Course Provider must not assume that a learner has a valid learning stipend, Talent Wallet amount, Access Code, Sponsor Wallet amount, or other available payment method merely because the learner has a pepelwerk account, appears in a queue, expresses interest, matches to a course, communicates with the Course Provider, or appears to have a notional or potential funding amount. Course matches, recommendations, and pathway alignments do not imply approval of payment, funding, enrollment, or eligibility. Course Providers must not rely on any platform output, communication, or indication as confirmation of payment availability or funding approval. The Course Provider is responsible for reviewing the Course Manager view, learner queue, enrollment status, eligibility indicators, payment status, funding status, platform notifications, and any relevant documentation before accepting, admitting, reserving a seat for, or enrolling a learner. If a Course Provider enrolls a learner before confirming the learner’s payment method, the Course Provider assumes the risk of nonpayment and may not look to pepelwerk for payment, reimbursement, collection, recovery, make-whole payment, or loss coverage unless all pepelwerk payout conditions have been satisfied and pepelwerk has received and authorized the applicable funds.
5. Self-Paying Learners and AICA/Talent Wallet Users
pepelwerk is not responsible for collecting, invoicing, managing, guaranteeing, enforcing, or recovering payment from self-paying learners who use the AI Career Assistant, Talent Wallet, People Hub, Course Center, Org Portal marketplace, or related pepelwerk services.
1. Communicating price, payment deadlines, refund rules, cancellation rules, and
payment instructions to the learner;
2. Collecting payment directly from the learner unless pepelwerk has expressly agreed
in writing to process that payment;
3. Confirming that payment has cleared before providing access, instruction,
credentials, certificates, materials, or enrollment benefits;
4. Managing payment disputes, failed payments, chargebacks, refunds, collections,
cancellations, and nonpayment;
5. Complying with applicable consumer protection, refund, tax, invoice, payment, and
education laws; and
6. Deciding whether to enroll, remove, pause, or continue service to the learner based
on the Course Provider’s own payment policies. A learner’s use of AICA, Talent Wallet, People Hub, a goal job, a course match, a skills-gap recommendation, or any pepelwerk learning pathway does not mean pepelwerk has agreed to pay for that learner’s course. pepelwerk is not responsible for collecting self-pay amounts from learners and does not guarantee that a self-paying learner will pay the Course Provider.
6. Learning Stipends, Sponsor Funds, and Notional
Amounts A learning stipend, Talent Wallet amount, Access Code amount, Sponsor Wallet amount, course-payment authorization, or other displayed funding amount may be a restricted, conditional, sponsor-funded payment method within pepelwerk. It is not cash owed to the learner, not cash owed to the Course Provider, not a scholarship, not a grant, not financial aid, not a wage, not compensation, not an entitlement, not a stored value account, not a gift card, and not a guarantee of payment. Any amount displayed in pepelwerk may be notional, estimated, restricted, conditional, pending, subject to eligibility, subject to Sponsor approval, subject to funding availability, subject to reporting, subject to refund or chargeback risk, or subject to other platform, Sponsor, organization, tax, compliance, or payment conditions. Platform outputs, including matching, skills-gap alignment, pathway recommendations, and eligibility indicators, are informational and assistive only and do not constitute determinations of eligibility, funding, or payment authorization. Matching, pathway alignment, and skills-gap identification are informational and assistive outputs and do not constitute eligibility determinations, approvals, or funding decisions. Any eligibility indicators, pathway alignment, or related platform outputs are conditional, informational, and subject to change, and do not represent confirmation of eligibility, approval, or payment authorization. For purposes of this section, "pathway," "career pathway," or "learning pathway" refers to a user’s selected or confirmed goal job or related job objective and the courses, skills, or learning activities associated with that goal job. pepelwerk defines platform-based methodologies for aligning skills, courses, and career pathways. These methodologies are used to organize and present information within the platform and support program rules defined by Sponsors or organizations. They do not constitute independent funding, eligibility, enrollment, payment, or approval decisions. Eligibility for Sponsor Funds, learning stipends, or course-related payments is determined by Sponsors and organizations based on their own rules, requirements, approvals, program criteria, funding availability, and applicable law, independent of pepelwerk’s alignment methodologies. pepelwerk’s alignment methodologies organize and present information within the platform and do not independently determine eligibility for funding, enrollment, payment, or approval. pepelwerk does not undertake any duty to ensure that matches, eligibility indicators, enrollment confirmations, payout determinations, or other platform outputs are accurate, complete, current, legally sufficient, or suitable for any specific purpose. Course Providers remain solely responsible for independently verifying applicable eligibility, payment, enrollment, completion, compliance, and payout conditions before taking action based on platform information.
1. The learner has an active pepelwerk account, AI Career Assistant access, Talent
Wallet access, Access Code access, or other required platform access;
2. The learner has selected or confirmed a goal job or related pathway that is
associated with the skills taught in the course under pepelwerk’s platform-based alignment methodologies, or otherwise meets Sponsor-defined, organization- defined, or applicable program eligibility rules;
3. The learner appears as eligible to receive a learning stipend in the Course Manager
view or other applicable platform workflow;
4. The course is active, accurate, eligible, and properly listed in the Course Provider’s
course profile;
5. The Course Provider has confirmed enrollment through the required platform
workflow;
6. The learner has confirmed enrollment where required;
7. Completion is confirmed by the learner and Course Provider where required;
8. Sponsor Funds or organization-paid funds have been received by pepelwerk and are
available for the transaction;
9. The transaction complies with Sponsor restrictions, organization rules, program
requirements, applicable law, and pepelwerk platform rules;
10. The Course Provider has completed required payment setup, tax documentation,
reporting, and account verification; and
11. No hold, dispute, chargeback, fraud review, compliance review, refund obligation,
audit issue, legal restriction, or marketplace integrity concern prevents payout.
7. Payout Amount and Service Fees
If a learner has a learning stipend or other eligible sponsor-funded payment method, meets eligibility requirements for the course, and all payout conditions have been satisfied, pepelwerk will facilitate payout of the agreed retail price listed on the Course Provider’s approved course profile, minus any service fees, transaction fees, payment processing fees, administrative fees, sponsor fees, platform fees, refund amounts, chargebacks, adjustments, taxes, withholdings, offsets, or other amounts due to pepelwerk or required by law. Unless different terms are stated in a written agreement signed by pepelwerk, the payout amount is based on the retail price listed on the Course Provider’s course profile at the time the learner’s eligible enrollment is confirmed through the platform. The Course Provider may not increase the course price after learner eligibility, enrollment, or payment authorization has been confirmed unless pepelwerk expressly approves the change in writing. pepelwerk may deduct applicable service fees and other amounts before remitting payout to the Course Provider. The Course Provider is responsible for reviewing the net payout amount, fee schedule, course profile price, payment setup, and applicable platform terms before accepting learners through pepelwerk.
8. Course Provider Responsibility for pepelwerk Service
Fees The Course Provider is responsible for paying all pepelwerk service fees, platform fees, administrative fees, transaction fees, payment processing fees, marketplace fees, or other amounts due to pepelwerk in connection with the Course Provider’s use of pepelwerk, posting of course profiles, learner matching, enrollment activity, payment facilitation, payout administration, or related services, regardless of whether the Course Provider collects payment from the learner, when the Course Provider collects payment from the learner, or whether the learner later fails to pay, delays payment, disputes payment, cancels enrollment, withdraws, or otherwise does not complete payment to the Course Provider. pepelwerk’s service fees are earned when the applicable platform service, marketplace activity, enrollment activity, course-profile activity, payment-facilitation activity, or other fee-triggering activity occurs, unless a written agreement signed by pepelwerk expressly states otherwise. The Course Provider may not withhold, offset, delay, condition, or dispute payment of pepelwerk service fees based on the Course Provider’s separate collection status with a learner, employer, organization, Sponsor, funder, or other third- party payor. If pepelwerk deducts service fees from a payout, the Course Provider remains responsible for any remaining unpaid fees, shortfalls, chargebacks, reversals, refunds, offsets, or amounts otherwise due to pepelwerk. If no payout is available, is delayed, is cancelled, is reversed, or is insufficient to cover pepelwerk’s fees, the Course Provider remains responsible for paying those fees directly according to pepelwerk’s invoice, payment terms, platform rules, or written agreement.
9. Consequences for Nonpayment of Service or
Subscription Fees If the Course Provider fails to pay any service fees, subscription fees, platform fees, administrative fees, transaction fees, payment processing fees, marketplace fees, invoice amounts, renewal amounts, or other amounts due to pepelwerk when due, pepelwerk may take one or more actions without waiving any other rights or remedies available under these terms, any written agreement, platform rules, or applicable law. Consequences for nonpayment may include, without limitation, suspending or terminating the Course Provider’s access to the Org Portal, Course Center, marketplace, payment workflows, learner queues, reporting tools, subscription features, course-profile management tools, payout administration, or other pepelwerk services; hiding, pausing, deactivating, or removing course profiles; withholding, delaying, offsetting, reducing, or applying available payouts against unpaid amounts; denying new course postings, enrollment confirmations, payout requests, or subscription renewals; requiring prepayment, updated payment methods, deposits, or other payment assurances; imposing late fees, interest, collection costs, chargeback costs, reactivation fees, or administrative fees where permitted by agreement or law; referring unpaid amounts to collections; pursuing legal remedies; or terminating the Course Provider’s account or participation in the marketplace. Suspension, restriction, removal, termination, payout hold, or offset due to nonpayment does not relieve the Course Provider of its obligation to pay amounts already incurred, amounts that continue to accrue during any applicable subscription period, amounts due under an active order, or any fees, costs, chargebacks, reversals, refunds, taxes, or collection expenses associated with the Course Provider’s account. pepelwerk may require all outstanding amounts to be paid in full before restoring access, reactivating course profiles, processing payout requests, permitting new enrollments, or allowing continued use of subscription services.
10. Enrollment and Completion-Based Payout Conditions
Unless different terms are expressly stated in a written agreement signed by pepelwerk, payments to Course Providers for learners using a learning stipend will be issued under the default 50 percent enrollment and 50 percent completion payout structure described in this section. Payments to Course Providers with a learning stipend will only be issued when the learner using the Access Code has personally selected or confirmed a goal job, career pathway, or related skill objective that is associated with the skills taught in the course under pepelwerk’s platform-based alignment methodologies; the learner shows as eligible to receive a learning stipend in the Course Manager view of the learner queue or other applicable pepelwerk platform workflow; and all Sponsor-defined, organization-defined, platform, funding, eligibility, payment, compliance, and payout conditions have been satisfied. As the default payout rule, 50 percent of the eligible course cost listed on the Course Provider’s approved course profile will be paid to the Course Provider when both the learner using the Access Code and the Course Provider confirm enrollment through the required pepelwerk workflow. The remaining 50 percent will be paid when both the learner using the Access Code and the Course Provider confirm completion through the required pepelwerk workflow. All payouts remain subject to funding availability, learner eligibility, course eligibility, service-fee deductions, documentation, reporting, tax, payment setup, compliance review, and all applicable platform requirements. Completion-based payout structures are administrative payment triggers only and do not represent validation of course quality, learner performance, learner outcomes, employment outcomes, credential value, licensing eligibility, or the adequacy, effectiveness, or success of the Course Provider’s course or services. pepelwerk may delay, deny, reverse, adjust, or withhold payout if enrollment is not confirmed, completion is not confirmed, the learner is not eligible, the course is not eligible, Sponsor Funds are unavailable, the Sponsor fails to pay, a chargeback occurs, a dispute occurs, the course profile is inaccurate, the Course Provider does not meet platform requirements, or the transaction creates legal, compliance, fraud, tax, payment, audit, marketplace integrity, or reputational risk.
11. No Guarantee of Sponsor Funding or Course Provider
Payout pepelwerk does not guarantee that any Course Provider will receive a payout, that any learner will qualify for a learning stipend, that any Sponsor will fund an Access Code or Talent Wallet amount, that Sponsor Funds will remain available, that an organization will maintain funding, that a funding source will continue participation, or that any course enrollment will result in payment. pepelwerk is not responsible for lost, delayed, cancelled, disputed, reversed, suspended, unavailable, exhausted, restricted, frozen, withdrawn, unfunded, or cancelled payments due to unforeseen circumstances related to the organization, Sponsor, foundation, employer, school, workforce program, fund, donor, payor, financial institution, processor, bank, public policy change, grant restriction, budget change, insolvency, chargeback, fraud review, compliance issue, audit issue, legal restriction, administrative error, or any other circumstance involving the party that funded, represented that it would fund, or was expected to fund the learning stipend. If an organization, Sponsor, funder, or other payor fails to provide funds, withdraws funds, disputes funds, reverses funds, loses funding authority, becomes unable to pay, changes program rules, terminates participation, cancels a program, suspends a wallet, fails to maintain a sufficient balance, or otherwise prevents pepelwerk from receiving or releasing funds, there is no guarantee of payout to the Course Provider. pepelwerk has no obligation to replace, advance, loan, front, reimburse, cover, or make whole any amount that was not received, was reversed, was disputed, was cancelled, or is unavailable. The Course Provider accepts the risk that sponsor-funded or learning-stipend-funded transactions are conditional and subject to funding availability. The Course Provider should not enroll a learner, reserve capacity, incur cost, provide services, or issue credentials based solely on expected funding unless the Course Provider is willing to assume the risk of nonpayment.
12. Access Codes, Sponsored Funds, and Course
Provider Expectations Access Codes are created to provide eligible individuals access to the AI Career Assistant, Talent Wallet, and related pepelwerk services. Access Codes may include a request for learning stipend support, but Access Codes cannot be used solely to request a learning stipend without the related platform and program requirements. An Access Code, Talent Wallet amount, learning stipend, Sponsor Wallet amount, or other notional amount has no monetary value to the requesting organization, learner, Course Provider, or any other participant unless and until all applicable platform, funding, eligibility, and payout conditions have been satisfied. If an Access Code includes a request for a learning stipend, the learning stipend portion may be held, tracked, allocated, or administered through pepelwerk according to platform rules and funding requirements. The existence of an Access Code or learning stipend request does not guarantee that a Course Provider will be paid. Course Providers that are also organizations creating Access Codes, managing learners, or requesting sponsored funds are responsible for separating their roles and ensuring that they comply with all requirements applicable to Course Providers, Access Code Managers, requesting organizations, Sponsors, and Account Owners.
13. Course Provider Payment Setup, Tax Documentation,
and Verification A Course Provider must complete all required account setup, payment setup, tax documentation, identity verification, business verification, invoice information, bank information, compliance documentation, and reporting requirements before receiving payout. pepelwerk may delay or withhold payout if required information is missing, inaccurate, expired, inconsistent, unverifiable, incomplete, or not provided in the format required by pepelwerk or its payment-administration process. The Course Provider is responsible for all taxes, assessments, reporting obligations, income reporting, sales tax, use tax, employment tax, withholding obligations, business licenses, registrations, permits, insurance, and other legal obligations arising from course sales, course delivery, learner enrollment, or payments received. pepelwerk may issue tax forms or transaction records where required, but pepelwerk does not provide tax, accounting, legal, accreditation, licensing, or financial advice to Course Providers.
14. Refunds, Cancellations, Withdrawals, and Learner
Disputes The Course Provider is responsible for clearly communicating and administering its own refund, cancellation, withdrawal, attendance, no-show, transfer, retake, remediation, and completion policies unless pepelwerk has expressly stated otherwise in writing. If a learner withdraws, cancels, fails to attend, fails to complete, disputes enrollment, disputes completion, claims misrepresentation, requests a refund, or otherwise challenges the course or payment, pepelwerk may delay, deny, reverse, adjust, or withhold payout until the issue is resolved. If Sponsor rules, organization rules, platform rules, applicable law, or pepelwerk’s marketplace integrity review require a refund, reversal, adjustment, or hold, the Course Provider must cooperate and may be required to return amounts previously paid. The Course Provider may not state or imply that pepelwerk guarantees refunds, payment, learner attendance, learner completion, learner satisfaction, credential issuance, employment outcomes, wage outcomes, or Sponsor reimbursement.
15. Learner Eligibility and Course Provider Verification
The Course Provider is responsible for reviewing the learner’s applicable eligibility status in the platform before confirming enrollment. pepelwerk may provide eligibility indicators, match information, skills-gap information, goal-job alignment, related-skill indicators, learning-stipend indicators, or other decision-support information using platform-based methodologies designed to organize and present information within the platform, but those indicators are conditional, may change, and do not constitute independent funding, eligibility, enrollment, payment, or approval decisions. Any eligibility indicators provided through the platform are conditional, informational, and subject to change, and do not represent confirmation, approval, authorization, or guarantee of funding, payment, payout, learner eligibility, course eligibility, or continued availability of Sponsor Funds. The Course Provider remains solely responsible for verifying the applicable platform workflow, payment status, funding status, and enrollment requirements before accepting, admitting, reserving a seat for, or enrolling a learner. The Course Provider must not rely on informal communications, screenshots, verbal statements, learner assumptions, third-party promises, or outdated platform information as proof of payment eligibility. If the Course Provider has any uncertainty about whether a learner is eligible for a learning stipend or whether payment has been authorized, the Course Provider must contact pepelwerk Customer Success or follow the required platform workflow before enrolling the learner.
16. Course Delivery, Completion, and Records
The Course Provider is solely responsible for delivering the course in accordance with the course profile, learner communications, applicable laws, and any stated credential, certification, licensing, or completion requirements. The Course Provider must maintain accurate records of enrollment, attendance, participation, progress, completion, credential issuance, instructor assignment, learner communications, refund decisions, complaints, disputes, and any required reporting. The Course Provider must provide pepelwerk with documentation reasonably requested to validate enrollment, completion, payout eligibility, Sponsor reporting, audit support, learner dispute resolution, fraud prevention, marketplace integrity, or legal compliance. Failure to maintain or provide required records may result in delayed payout, denied payout, reversal of payout, course profile suspension, account restriction, or removal from the marketplace.
17. No Employment, Credential, Licensing, or Outcome
Guarantee pepelwerk does not guarantee that any learner will enroll in a course, complete a course, earn a credential, obtain a license, pass an exam, qualify for employment, receive a job offer, receive a wage increase, be admitted to another program, or achieve any education, employment, economic, or career outcome. Course Providers must not represent that participation in pepelwerk, use of AICA, use of the Talent Wallet, receipt of a learning stipend, completion of a course, or matching to a goal job guarantees employment, wages, credential approval, licensing, certification, admission, funding, or any other outcome.
18. Prohibited Conduct
1. Enroll learners without confirming the applicable payment method.
2. Misrepresent course cost, payment status, learner eligibility, course availability,
completion status, credential outcome, licensing relevance, employment outcome, or wage outcome.
3. Inflate course pricing for stipend-funded learners.
4. Charge learners or Sponsors amounts inconsistent with the approved course profile
unless expressly permitted by pepelwerk in writing.
5. Attempt to bypass pepelwerk fees, payment rules, platform workflows, or Sponsor
requirements.
6. Confirm enrollment or completion when the learner has not enrolled or completed.
7. Submit false, misleading, duplicate, or unsupported payout claims.
8. Use learner information for undisclosed, unlawful, discriminatory, or unauthorized
purposes.
9. Use pepelwerk data, platform outputs, AI outputs, learner matches, or Talent
Wallet information as the sole basis for an adverse education, employment, funding, or eligibility decision where human review or legal compliance is required.
10. Use platform data, matching outputs, or eligibility indicators as the sole basis for
decisions affecting enrollment, participation, or access where prohibited by applicable law.
11. Offer courses that violate applicable law, consumer protection rules, licensing
requirements, nondiscrimination requirements, or pepelwerk marketplace standards.
19. Suspension, Removal, and Payout Holds
pepelwerk may suspend or remove a Course Provider, course profile, payout request, learner enrollment, or marketplace activity if pepelwerk determines that the Course Provider has violated these terms, submitted inaccurate information, failed to verify payment, failed to complete required documentation, created marketplace confusion, generated learner complaints, created legal or compliance risk, failed to cooperate with reporting, or otherwise acted inconsistently with pepelwerk’s platform standards. pepelwerk may place a hold on payout while reviewing eligibility, funding, enrollment, completion, course accuracy, payment disputes, Sponsor restrictions, chargebacks, refund obligations, tax documentation, fraud risk, legal requirements, or marketplace integrity concerns.
20. Limitation of Liability
To the fullest extent permitted by law, pepelwerk is not liable to the Course Provider for indirect, incidental, consequential, special, exemplary, punitive, lost-profit, lost-revenue, lost-opportunity, lost-enrollment, lost-funding, lost-goodwill, business-interruption, or reliance damages arising from or related to the Course Provider’s use of pepelwerk, course profiles, learner matching, learning stipends, Talent Wallet activity, Sponsor Funds, Access Codes, payment delays, payment reversals, cancelled payments, unavailable funds, learner disputes, Sponsor disputes, or nonpayment by a learner, Sponsor, organization, or other payor. pepelwerk’s liability, if any, is limited to the fees actually paid by the Course Provider to pepelwerk for the specific service giving rise to the claim during the period permitted by the applicable written agreement. pepelwerk is not liable for amounts that were expected from, promised by, represented by, owed by, or intended to be paid by a learner, Sponsor, organization, funder, employer, school, foundation, workforce program, or any other third party.
21. Relationship of the Parties
Nothing in these terms creates an employment relationship, partnership, joint venture, agency relationship, fiduciary relationship, trustee relationship, school relationship, financial aid relationship, grantor-grantee relationship, lender-borrower relationship, or exclusive relationship between pepelwerk and the Course Provider. The Course Provider remains an independent provider of learning services. The Course Provider is solely responsible for its own operations, staff, instructors, learners, facilities, curriculum, course delivery, learner communications, compliance, taxes, payment policies, and business decisions.
22. Order of Precedence
If these terms conflict with another pepelwerk agreement, module term, payment term, Sponsor term, written agreement, order form, or platform workflow, the more specific term governing Course Provider payouts, learning stipends, Sponsor Funds, payment availability, or course-profile activity will control unless a written agreement signed by pepelwerk expressly states otherwise.
23. Updates to Terms
pepelwerk may update these terms from time to time to reflect changes in platform functionality, Sponsor requirements, payment processes, legal requirements, marketplace standards, or business operations. Continued use of the Org Portal, Course Center, Talent Wallet, AI Career Assistant, marketplace, or related services after updated terms are posted or made available constitutes acceptance of the updated terms.
24. Acknowledgment
By posting a course profile, accepting learner enrollment, confirming enrollment, confirming completion, receiving payment, requesting payout, or otherwise participating as a Course Provider through pepelwerk, the Course Provider acknowledges and agrees that:
1. The Course Provider is responsible for confirming the learner’s payment method
before enrollment.
2. pepelwerk is not responsible for collecting payment from self-paying learners.
3. pepelwerk is a pass-through vendor for organizations, Sponsors, and other payors
that fund or represent that they will fund learning stipends.
4. Learning stipends and Talent Wallet amounts are conditional payment methods,
not guaranteed payments.
5. pepelwerk does not guarantee payout if Sponsor Funds are not received, are
unavailable, are cancelled, are disputed, are reversed, are insufficient, or are affected by unforeseen circumstances involving the funding organization or payor.
6. Course Provider payout for learning-stipend-funded learners follows the default 50
percent enrollment and 50 percent completion payout structure unless pepelwerk expressly states different terms in a written agreement signed by pepelwerk.
7. The Course Provider is responsible for paying pepelwerk service fees when due
regardless of whether, when, or if the Course Provider collects payment from the learner or any third-party payor.
8. Failure to pay service fees, subscription fees, or other amounts due to pepelwerk
may result in suspension, restriction, removal of course profiles, payout holds or offsets, termination of account access, collection activity, and other remedies available to pepelwerk. These Terms are incorporated into and should be read together with the pepelwerk Terms of Use, Org Portal Agreement, Payment Terms, Sponsorship Agreement, AI Recommendation Terms, Guidance Agreement, and Privacy Policy. The Terms of Use govern in the event of conflict.