Questily transforms a classroom of individuals into teams of collaborative learners. Questily is the first team-learning solution that integrates engaging digital content with familiar paper-and-pencil activities within a game-based learning environment that engages students while keeping them on task. Students practice each skill with intuitive apps, and then demonstrate mastery by solving paper-based assessments (Quests). The Questily App manages student progress and gamifies learning. There is zero new technology for teachers to use. While students helping each other learn with iPads and solving Quests, teachers are free to roam the class and provide individualized instruction as a "guide on the side".