Official Contest Description and Rules

In order to enter the PEARSON STUDENT CODING CONTEST (the “CONTEST”), you must – whether you are entering the CONTEST on your own behalf or submitting on behalf of a team that you represent – agree to these Official Contest Description and Rules (the “RULES”). Therefore, please read these RULES carefully prior to entering the Contest or submitting any materials, ideas, proposals, or code.

“Contestant” means you, on behalf of yourself and any members of the team that you make a submission for (a “Team”), and you are responsible for ensuring that all of the members of your Team have read and agree to these Rules. By agreeing to these terms on behalf of your Team, you represent that you have the authority to act on behalf of your Team and its members.

By submitting an Idea Proposal and/or Entry, Contestant agrees to be legally bound by these Rules, which constitute a legal agreement between Contestant and Pearson Education, Inc. and its parent, subsidiaries and affiliates (referred to in these Rules as “Pearson,” “we,” “us,” and “our”). All Contestants, whether individuals or members of a team, shall be subject to these Rules.

Pearson may revise these Rules from time to time during the conduct of the Contest and any modification will be effective upon posting to the website or other portal associated with the Contest (the “Contest Site”). While Pearson will make reasonable efforts to inform Contestants of such modifications, Contestants should review these Rules from time to time to ensure continued awareness of any changes to these Rules.

Contestant agrees as follows:

1. Contest Theme: The Contest is designed to reward eligible Contestants who develop relevant, innovative, creative, functional, and original software applications (collectively “Application” or “Applications”) that integrate with Pearson application programming interfaces (“APIs”) and show the efficacy of online learning tools (the “Theme”). Efficacy refers to the ability to demonstrate or predict measurable improvement in learner results or outcomes (efficacy).

2. General Description of Contest:

The “Contest Period”, begins on September 7, 2015 and ends on February 5, 2016. The Contest is conducted in two stages: Idea Proposal: During the initial stage of the Contest, Contestants submit descriptions of proposed Applications (each, an “Idea Proposal”), as further described below. Pearson shall notify each Contestant whose Idea Proposal is accepted from the initial stage, at which point the Contestant may submit an Entry. Entry: Each Contestant that is notified that an Idea Proposal from the Contestant has been accepted may submit an Application that embodies the accepted Idea Proposal, which constitutes the Contestant’s “Entry,” as further described below. As described below, Pearson will select Finalists from among the Entries received by Pearson, and from among the Finalists Pearson will select the Finalist. A Contestant may submit more than one Idea Proposal and, a Contestant may submit multiple Entries (one for each accepted Idea Proposal). However, a Contestant may not have more than one Entry selected as a Finalist. Prize(s) will be awarded to those Contestants with the highest score based on the Entry judging criteria. Semi-finalists will have the opportunity to apply for and be granted phone interviews for available internships at various Pearson offices. See below for complete Contest details. No purchase is necessary to enter or win this Contest. Contest is void where prohibited by law. 3. Prizes and Conditions to Awarding Prizes: Odds of winning any prize depends on the number of eligible Entries received during the Contest Period and the quality of the Entries vis a vis the judging criteria. Pearson will award the following prizes:

A single First Place Prize in the amount of Five Thousand United States Dollars (US$5,000). A single Second Place Prize in the amount of Two Thousand Five Hundred United States Dollars (US$2,500) A single Third Place Prize in the amount of One Thousand United States Dollars (US$1,000). All Semi-finalists are eligible to apply to available Pearson Summer 2015 internship positions. Semi-finalists (including each member of the Team) are guaranteed phone interviews for the internship positions to which they apply, but are not guaranteed positions as interns with Pearson. Pearson reserves the right to offer (or not offer) internships in Pearson’s sole discretion following interviews with the semi-finalists. Three Finalists will be invited to present their Entries at Pearson in Centennial, Colorado. Pearson will pay reasonable travel and accommodations expenses for such Finalists in accordance with Pearson’s corporate travel policy (available upon request). If a Team is a Finalist, only one member of such Team will present the Team Entry with travel and accommodations paid by Pearson. 4. Sponsor: The Contest is sponsored by Pearson, having a place of business at 2154 E. Commons Avenue, Suite 4000, Centennial, Colorado 80122.

1. Contestants and Eligibility: Participation in the Contest is limited to students who satisfy the eligibility requirements set forth below throughout the Contest Period (as defined below). To be eligible to submit an Idea Proposal and Entry, for the duration of the Contest Period, you must:

Be a legal resident of the United States or Canada (excluding Quebec); Be at least eighteen (18 years of age); Be enrolled in an undergraduate post-secondary program at a U.S. higher education institution as a full-time or part-time student, and not currently employed as a programmer; Be prepared, upon request, to provide Pearson with transcripts or other documentation from your institution as proof of enrollment or admission status; Register for any accounts (e.g., user account on a Pearson or third party site, Pearson Developers Network, or other accounts), agree to identified terms and conditions, and provide registration information (e.g., name, email address, etc.) that may be required by Pearson for purposes of operating and/or participating in this Contest; and Have access to the Internet as of September 8, 2015. 6. Certain Exclusions: The Contest is not open to citizens of Cuba, Iran, the Quebec Province of Canada, Syria, North Korea, Sudan, Myanmar or to individuals restricted by United States or other applicable laws. Employees, directors, officers and principals of Pearson, including its licensees, advertising and promotion agencies, subsidiaries, affiliates, contractors, agents and members of their immediate families or households as well as members of the Judges’ immediate families and households are not eligible to participate. During the Contest Period, Pearson, its agents and/or the Judges (defined below) will be evaluating each Idea Proposal or Entry to ensure that it is in compliance with these Rules and the applicable requirements as stated herein. Pearson reserves the right, in its sole discretion, to disqualify any Contestant who submits an Entry or Idea Proposal that does not comply with the Rules or that it deems inappropriate.

1. Teams: Contestants may participate individually or as part of a Team. Teams are limited to a maximum of five members, all of whom must register for the Contest and satisfy the eligibility requirements set forth in these Rules throughout the Contest Period. While it is possible to substitute Team members during the Idea Proposal Period and up until submission of the Entry, no substitutions will be permitted after submission of the Entry. The Contestants are responsible for identifying each Team member when the Team submits its Entry. Pearson has no obligation to verify the identification of Team members. If one member of the Team does not comply with these Rules or is disqualified, the entire Team will be disqualified.

2. How to Enter:

To enter the Contest, visit the Contest website located at the Pearson Education Contest Site and follow the instructions for, submitting an Idea Proposal, and developing and submitting an Entry. Contestants may only submit Idea Proposals and Entries, and otherwise participate in the Contest, via the Contest Site. Submit your Idea Proposal using the Student Coding Contest – Proposal Submission page on the Contest Site during the Idea Proposal Period, and submit your Entry for judging during the Development Period. The Idea Proposal must outline and describe, and the Entry must utilize, the Pearson APIs in a way that relates to efficacy in learning and education. Access to and use of the Pearson APIs and related documentation may be subject to additional terms and conditions, and may require registration with the Pearson Developers Network and other Pearson sites. The Contestant must have the right to use all code and other materials included in the Entry for a commercial and/or public purpose and to sublicense that right. When to Enter and Deadlines:

Idea Proposals may be submitted by Contestants between September 8, 2015 and October 23, 2015 (the “Idea Proposal Period”). Idea Proposals must be submitted no later than 11:59 PM MT, October 23, 2015 (the “Idea Proposal Deadline”). Contestants who submit their Idea Proposal by the original Idea Proposal Deadline of October 23, 2015 will be notified by 11:59 PM MT, November 2, 2015 if their Idea Proposal has been accepted into the Contest. Development of accepted Idea Proposals into Entries begins on November 2, 2015 and ends on December 2, 2015 (the “Development Period”). Submissions of Entries will be accepted between November 2, 2015 and December 2, 2015. Entries must be submitted to Pearson no later than 11:59 PM MT, December 2, 2015 (the “Entry Deadline”). Pearson will notify Contestants whose Entries are identified as Finalists on approximately December 17, 2015 (the “Final Selection Period”). Pearson expects that the final rankings and award of prizes will be announced at Pearson’s offices in Centennial, Colorado, on or about February 5, 2016 (the “Award Date”). CONTESTANTS ARE RESPONSIBLE FOR DETERMINING THE CORRESPONDING TIME ZONE IN THEIR RESPECTIVE JURISDICTIONS. 9. Contest Idea Proposal Requirements: Idea Proposals must include the following in order to be eligible to participate in the Contest:

Each Contestant must provide the following as part of the Idea Proposal: A text description of the proposed Application and how it relates to the Theme. A visual representation of the Application, such as a workflow, wireframe, or other supporting artifact. A list of the APIs and their associated products or applications and/or a description of the products you plan to integrate with Pearson APIs. The Idea Proposal must be an original idea of the Contestant and include a technical integration with Pearson APIs. Written parts of the Idea Proposal must be in English. Idea Proposals may be for any kind of Application, be it for the web, a personal computer, a mobile handheld device, or any software platform broadly available to the public. Idea Proposals are void if they are in whole or part illegible, incomplete, damaged, altered, counterfeit, obtained or submitted through fraud, or late. Idea Proposals will be reviewed and evaluated by two (2) panels of judges selected by Pearson in its sole discretion (the “Judges”), which will consist of up to twenty (20) Pearson employees, industry education and business professionals and members a non-profit organization focused on programming and technical issues. The Judges will evaluate how the Idea Proposal addresses the Theme using the following Idea Proposal Criteria (the “Idea Proposal Acceptance Criteria”): Use of Pearson APIs Relevance to education/learning and/or learners and educators Creativity and originality of idea Any determination as to whether an Idea Proposal is ineligible under this Section of the Rules will be made by Pearson in its sole discretion and will be final and binding. 10. Pearson Developers Network: In order for each Contestant to access and utilize the Pearson APIs required to be used in connection with the Contest, Pearson may require that Contestant register for and agree to the terms and conditions for access to and use of the Pearson Developers Network (“PDN”) and other Pearson sites. Pearson will provide instructions to each Contestant for registering with such sites. Contestant may review the terms and conditions for each site at: http://pdn.pearson.com/terms-and-conditions and https://sandbox.youracclaim.com/terms. By entering the Contest, Contestant agrees to such terms and conditions, which are made part of and incorporated into these Rules.

1. Contest Entry Requirements: If Pearson notifies a Contestant that an Idea Proposal of the Contestant has been accepted and is eligible for the Entry stage, then the Contestant may submit an Entry for that Idea Proposal. Entries must satisfy the following requirements:

Written parts of Entries must be in English. The Entry must, at a minimum, support English language use. Entries may be any kind of software Application, be it for the web, a personal computer, a mobile handheld device, or any software platform broadly available to the public. Entries must be original but may incorporate third-party applications or code, provided such application or code is (1) properly identified within the Entry and any appropriate documentation, and (2) validly licensed for the purposes contemplated herein under a non-restrictive license. Contestants should be prepared to demonstrate their compliance with this requirement. If a Contestant cannot demonstrate compliance with this requirement, Pearson reserves the right to declare the Contestant’s participation in the Contest void. All Entries must be received by the Entry Deadline. Entries must be executable so that the Judges may evaluate the Entries (i.e., programs/applications must be functional, and Judges must be able to access the functionality). The Judges have the right to void any Entry on the basis that the Entry is not easily executable or operable. Submitted Entries shall not require any fee or expense to be incurred by Pearson or the Judges and must be provided with the license rights described below. Entries are void if they are in whole or part illegible, incomplete, damaged, altered, counterfeit, obtained through fraud, or late. The submitted Entry must include a technical integration with Pearson APIs. The submitted Entry (by itself or as part of another Application) cannot have been publicly available prior to the start of the Idea Proposal Period. For the avoidance of doubt, any beta, demo, trial, or incomplete version of an Application that was available publicly on a website or via an alternative delivery mechanism such as the iTunes App Store, Google Play, BlackBerry App World or other channel prior to the start of the Idea Proposal Period is ineligible. In addition, any Application with respect to which Pearson has provided any substantial development assistance is ineligible. An Entry that (1) contains sexual, violent, abusive, harassing, offensive, or insulting content or (2) enables or promotes any illegal activity, or (3) infringes the legal rights of a third party will be disqualified. Any determination as to whether an Application is ineligible under this Section of the Rules will be made by Pearson in its sole discretion and will be final and binding. 12. Online Submission Requirements for Entries: All Entries must be executable and include the following:

A text description of the Application and how it relates to the Theme. A highlight video that describes and demonstrates the Application. You can send a link to your video when you submit your Entry for judging from the Contest website. The video will be the primary basis on which the Judges will evaluate the Application. The video should not be longer than 3 minutes. A screen capture/photo of the Application. After the Entry Deadline has ended, the Entry cannot be modified. However, the Judges reserve the right to make exceptions on a case-by-case basis. 13. Judging: The initial judging of Entries begins on the day after the Entry Deadline and extends until the Final Selection Period (which is approximate and subject to adjustment by Pearson). Upon the commencement of the Final Selection Period:

Pearson reserves the right to identify up to ten Entries that will be deemed semi-finalists (the “Semi-finalists”). From among the Semi-finalists, Pearson will select three Entries as the “Finalists.” Each Finalist (individually, or one member from each Team to be nominated by the Team) will be invited to the Pearson office in Centennial, Colorado on or about the Award Date, which will be identified to the Finalists. Finalists do not have to be physically present in Centennial to participate as a Finalist. The Judges will evaluate the Finalists’ Entries based on the following: No inappropriate material No major technical issues (such as crashes or malfunctions) Entry conforms to these Rules Accurate supporting documentation, including links to third party licenses (as required) has been provided Use of Pearson APIs must be discernible within the Application Is the Application professional, visually appealing, and easy to use? How useful is the Application to learners or educators? How effectively does the Application address the Theme of the Contest (i.e., how does the Application meet the goal of improving learner outcomes)? Is the Application original and/or innovative? The Finalist with the highest score will be designated the First Place winner. The Finalist with the second-highest score will be designated the Second Place winner. The Finalist with the third-highest score will be designated the Third Place winner. In the case of a tie, the Judges will review the Finalists that are tied and vote for the winner.

Only those Contestants who are authorized to work in the United States throughout the duration of the internship period are eligible for a summer internship with Pearson.

1. Finalist and Winner Selection: The Judges will contact the Finalists during the Final Selection Period by telephone and/or email. If a potential Finalist does not respond to the notification attempt within five days from the first notification attempt, then such potential Finalist will be disqualified and an alternate potential Finalist will be selected from among all eligible Entries received based on the judging criteria described herein. With respect to notification by telephone, such notification will be deemed given when the potential Finalist engages in a live conversation with Pearson or when a message is left on the potential Finalist’s voicemail service or answering machine by Pearson, whichever occurs first. Except where prohibited by law, each potential Finalist may be required to provide additional information. Pearson reserves the right to disqualify any Finalists and Entries if Pearson is not satisfied with the Finalist’s response or the additional information provided and such response does not occur within the timeframe stipulated by Pearson. All notification requirements, as well as other requirements within these Rules, will be strictly enforced. Pearson reserves the right to name substitute Finalists in Pearson’s sole discretion.

In the event that no qualifying or eligible Entries are received, no prize will be awarded. Determinations of Judges are final and binding.

No transfer or substitution of prize(s) is allowed, except at Pearson’s sole discretion. In the event that a cash prize is awarded to a Team, Pearson will divide the prize equally among all Team members unless the Team members notify Pearson of an alternate allocation in a writing signed by all Team members. In no event shall Pearson be liable for any misallocation of proceeds to a Team.

All taxes, fees, and surcharges on prizes are the sole responsibility of the Finalists. Upon request, Finalists shall provide Pearson with a current W-9 Form as well as any other documentation required by Pearson to distribute the prizes.

1. Contestant Materials and Intellectual Property Rights: Each Contestant, by registering and submitting an Idea Proposal, Entry, or Application (individually and collectively, “Contestant Materials”), warrants that such registration information is accurate and that that the Contestant is the sole and exclusive owner and/or authorized licensee of all rights in and to the content of the Contestant Materials, and that the Contestant has the right to submit the Contestant Materials in the Contest and grant to Pearson all licenses, necessary to allow Pearson to use, test, and evaluate the Contestant Materials for purposes of the Contest, including distribution of the Contestant Materials to the Judges, and to advertise, display, demonstrate, or otherwise promote or use Contestant Materials. Each Contestant warrants that the Contestant has not submitted any Contestant Materials that infringe or misappropriate any third party proprietary rights, intellectual property rights, including, without limitation, copyright, trademark, patent, trade secret, or confidentiality obligations. Contestant warrants that the Contestant Materials contain no authorization codes, computer viruses or other contaminants, including any codes or instructions that can access, modify, damage or disable Pearson’s computer systems (“Harmful Codes”), and Contestant shall indemnify and hold Pearson harmless from any loss, cost, or liability, including actual attorney’s fees, arising from a breach of this warranty or the presence of such Harmful Codes in the Contestant Materials.

If any Contestant is awarded a prize or Contestant is otherwise compensated by Pearson for your Entry, Contestant hereby grants Pearson an unlimited, fully-paid, royalty-free, perpetual, irrevocable, transferable and exclusive license to use, reproduce, prepare derivative works of and distribute the Contestant Materials for commercial and non-commercial use, and Contestant shall at any time execute and deliver such documents as may be requested by Pearson to document such license; subject to the foregoing, Contestant retains a limited license to the Contestant Materials for Contestant’s personal, non-public, non-commercial use.

Contestant retains ownership of the copyright in your Contestant Materials submitted, subject only to the license granted in this section. Contestant understands and acknowledges, however, that Pearson and other Contestants or third parties may have developed or commissioned, or may hereafter develop or commission, materials similar or identical to the Contestant Materials and Contestant hereby waives any claims Contestant may have resulting from any similarities to the Contestant Materials. Contestant agrees that Contestant will not be entitled to any compensation because of Pearson’s use of any such similar or identical material.

Contestant understands that Pearson cannot control the incoming information related to the Contestant Materials that Contestant discloses to Pearson’s representatives in the course of submitting the Contestant Materials, or what our representatives will remember about the Contestant Materials. Contestant also understands that Pearson will not restrict work assignments of representatives who have had access to the Contestant Materials. By entering this Contest, Contestant agrees that use of all information related to the Contestant Materials in our representatives’ unaided memories in the development or deployment of our products or services does not create liability for us under these Rules or copyright or trade secret law.

Pearson will not treat any Contestant Materials as confidential or proprietary, so Contestant shall not submit anything of that nature to Pearson. Contestant shall not expect that any Contestant Materials will be held in confidence by Pearson or anyone else to whom Pearson is expressly permitted to disclose the Contestant Materials under these Rules.

Pearson retains all right, title and interest in all Pearson proprietary information, products, and property, including the Pearson APIs.

1. Indemnification: To the maximum extent permitted by law, Contestant shall defend, indemnify, and hold harmless the Judges and Pearson, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) arising out of or accruing from (a) any material uploaded or otherwise provided by the Contestant (including Idea Proposals and Entries) that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, (b) any misrepresentation made by the Contestant in connection with the Contest; (c) any non-compliance by the Contestant with these Rules; and (d) claims brought by persons or entities other than the parties to these Rules arising from or related to the Contestant’s involvement with the Contest.

2. Publicity Release: By entering the Contest, Contestant grants Pearson the limited right to use, publicly display, publish, and reproduce, Contestant’s name and/or likeness, city, state and country of residence, including any video and other images and audio files submitted by Contestant in connection with the Contest, for advertising and promotional purposes without additional compensation (collectively, “Publicity Materials”). Except as prohibited by applicable law, Contestant hereby waives any right Contestant may have to inspect or approve the Publicity Materials, or to receive compensation of any kind on account of such use based on claims of the Contestant as to the rights of privacy, publicity, notoriety or any other rights arising out of or relating to any use by Pearson of the Contestant’s name, likeness or appearance, and/or the content of their Entry.

3. Privacy: Contestants agree that personal data entered during the registration, including name, mailing address, phone number, and email address may be processed, stored, shared and otherwise used for the purposes and within the context of the Contest. By entering, Contestants agree to the transmission, processing, sharing and storage of this personal data in the United States.

Contestants also understand this data may be used by Pearson in order to verify a Contestant’s identity, postal address, and telephone number in the event an Entry qualifies for a prize, and otherwise as reasonably necessary to conduct, administer, and support the Contest. Pearson will use reasonable efforts to protect the security and confidentiality of Contestant personal information, and Contestants have the right to access, review, rectify or cancel any personal data held by Pearson in connection with the Contest by writing to Pearson at the address listed above.

A Contestant may refuse to provide required data to Pearson, but if a Contestant does not provide the data required at registration, that Contestant’s Entry will be ineligible.

1. Elimination: Any false information provided within the context of the Contest by any Contestant including information concerning identity, mailing address, telephone number, email address, or ownership or license rights, or non-compliance with these Rules, or the like may result in the immediate disqualification of the Contestant. Pearson further reserves the right to disqualify any submission that Pearson believes in its sole and unfettered discretion infringes upon or violates the rights of any third party, otherwise does not comply with these Rules, or violates applicable law. A Contestant may be prohibited from participating in this Contest if Pearson reasonably believes that the Contestant has attempted to undermine the legitimate operation of the Contest by cheating, deception or other unfair voting or other practices or annoys, abuses, threatens or harasses any other Contestants, Pearson, or the Judges.

2. Networks: Pearson is not responsible for electronic transmission errors resulting in omission, interruption, deletion, defect, delay in operations or transmission, including, without limitation, any delay or failure of delivery of any notice or other communications concerning the Contest or any Entry or award or delivery of any prize. Pearson is not responsible for theft or destruction or unauthorized access to or alterations of Entry materials, or for technical, network, telephone equipment, electronic, computer, hardware or software malfunctions or limitations of any kind. Pearson is not responsible for inaccurate transmissions of or failure to receive Entry information by Pearson on account of technical problems or traffic congestion on the Internet or at any website or any combination thereof.

3. Right to Cancel, Modify, or Disqualify: If for any reason the Contest is not capable of running as planned, including infection by computer virus, bugs, tampering, unauthorized intervention, fraud, technical failures or any other causes that corrupt or affect the administration, security, fairness, integrity or proper conduct of the Contest, Pearson reserves the right at its sole discretion to cancel, terminate, modify or suspend the Contest. Each Contestant who registers for the Contest will receive email notification of any such action. Pearson further reserves the right to disqualify any Contestant who tampers with the submission process or any other part of the Contest. Any attempt by a Contestant to deliberately damage any website or undermine the legitimate operation of the Contest is a violation of criminal and civil laws and should such an attempt be made, Pearson reserves the right to seek damages from any such Contestant to the fullest extent of the applicable law.

4. Not an Offer or Contract of Employment: Under no circumstances shall the submission of an Idea Proposal or Entry into the Contest, the awarding of a prize, or anything in these Rules be construed as an offer or contract of employment with Pearson. Each Contestant submits each Idea Proposal and Entry voluntarily and not in confidence or in trust. Contestant acknowledges that no confidential, fiduciary, agency, or other relationship or implied-in-fact contract now exists between Contestant and Pearson and that no such relationship is established by submission of an Entry under these Rules. Contestant acknowledges and understands that Pearson, its business partners, and others may independently develop applications that may be similar or identical to Contestant’s Idea Proposals and Entry in terms of idea, functionality or in other respects. Contestants are not entitled to any rights in, or compensation in connection with, any such similar or identical applications and/or ideas.

5. Governing Law; Jurisdiction and Venue: This Contest shall be construed and evaluated according to the law of the State of Colorado, without regard to the principles of conflicts of law and submission of an Entry constitutes acceptance of such laws. All federal, state and local laws and regulations apply. Contestant irrevocably and unconditionally (i) consents to the exclusive jurisdiction of the state and federal courts in the City and County of Denver, Colorado for any litigation or dispute arising out of or relating to this Agreement. Contestants agree to be bound by these Rules and that the decisions of the Judges and Pearson are final and binding in all respects.

6. Severability: If any of the provisions in these rules is deemed not enforceable by a local court in the region or country where a Contestant resides, all other provisions outlined in these rules will still apply.

7. Winner’s List: A list of the winners will be posted on the Contest website on or about Award Date.