User Agreement

Last updated: October 13, 2020 (summary of updates)

THIS AGREEMENT GOVERNS THE USE OF THE SERVICES (DEFINED BELOW) WHICH IS CURRENTLY IN A PILOT PERIOD AND NOT GENERALLY AVAILABLE TO THE PUBLIC. PLEASE NOTE THAT WE MAY UPDATE THE AGREEMENT FOLLOWING THE PILOT PERIOD.

Please be advised that this agreement contains an arbitration provision in Section 6 below that affects your rights under this agreement. Except for certain types of disputes mentioned in that provision, you and Gradient Learning agree that (1) disputes between us will be resolved by individual binding arbitration, and (2) you and Gradient Learning waive any right to participate in a class-action lawsuit, class-wide arbitration, or any other representative action.

We have done our best to write this User Agreement in simple and clear terms. In order to facilitate your understanding of the User Agreement we have added notes that provide short summaries of the legal language in plain English.

For Students

Along is a free, web-based, interactive journal designed to make it easier for teachers to guide and advance the development of critical life skills in students. The Services (defined below), enabled by Along, are designed to facilitate strong, meaningful relationships between teachers and students through research-informed resources and efficient communication (e.g., asynchronous text, video, and/or other supported methods of communication).

What this is saying...

Along is a free educational tool, provided by Gradient Learning with support from the Chan Zuckerberg Initiative. We’ve designed Along to help build strong relationships between teachers and their students, and to help teachers guide students in developing key life skills. By using Along, teachers enter into agreements with us on behalf of their schools. These include this User Agreement, our Privacy Policy, and our Code of Conduct.

Gradient Learning (formerly T.L.P. Education) (“Gradient Learning”, "we", "us" and "our"), a California nonprofit public benefit organization and 501(c)(3) nonprofit organization, is dedicated to helping all students feel encouraged and inspired. With support from the Chan Zuckerberg Initiative, LLC (“CZI”), Gradient Learning offers Along as a free service to teachers and students. For clarity, this User Agreement does not apply to any other product or service offered by Gradient Learning, such as Summit Learning, which is offered under separate terms and conditions.

Use of the Services (defined below) is governed by this User Agreement (the "User Agreement") including any exhibits, our Privacy Policy (the "Privacy Policy"), which identifies the personal information that we collect and how we use and share it, and our Code of Conduct, which has rules that help keep Along a safe space for teachers and students.

1. Contract and Services

1.1 Contract

What this is saying...

This User Agreement applies to teachers and their students who use Along, as well as to school administrators of the schools where those teachers work. By using Along, you agree to the terms contained in this User Agreement, its addenda, and our Privacy Policy. You confirm that you have the authority to agree to these terms on behalf of your school and to enter your School into a contract with Gradient Learning.

When you use our Services you agree to all of the terms in this User Agreement, any Addenda to this User Agreement, and our Privacy Policy, which are incorporated into this User Agreement. This User Agreement applies to (a) teachers who register for the Services (“Registered Teachers”) and students invited to use the Services by a Registered Teacher (“Student Users”) (together, “Users”), and (b) school administrators and school district officials of Schools ("School Administrators") whose teachers and students are Users.

You agree that by registering for, accessing, or using our Services as a Registered Teacher, you are agreeing to enter into a legally binding contract, on behalf of, and as an authorized agent of, the educational institution through which you conduct learning activities (“School”), with Gradient Learning, and warrant that you have authority to enter into a contract on behalf of your School.

If you do not agree to the terms in this User Agreement and our Privacy Policy, or you do not have authority to agree on behalf of the School, do not register for, access, or otherwise use any of our Services.

1.2 Services

What this is saying...

This User Agreement applies to all parts of our service.

This User Agreement applies to Along, including its website, features, and related services accessed through Along (collectively "Services"); our provision of the Services; and your access to and use of them.

1.3 Change

What this is saying...

We may make changes to this User Agreement or our Privacy Policy as we improve or add more features to Along. When we make material changes to these agreements we will notify you, and your continued use will be under the new terms.

We may modify this User Agreement or our Privacy Policy from time to time. Except as otherwise provided in this User Agreement, if we make material changes to this User Agreement, including changes that impair your rights, we will provide you at least 30 days prior notice pursuant to this Section 1.3. We will seek to provide you notice through our Services, or by other means, to provide you the opportunity to review the changes before they become effective. We agree that changes cannot be retroactive. The notice will indicate which sections contain material modifications and what choices you may have. Your continued use of our Services after we publish or send a notice about our changes to these terms means that you are consenting to the updated terms following their "effective date." If you object to any changes, you must stop using or accessing the Services. If we make any changes to this User Agreement or Privacy Policy, you can request a copy of the prior versions by contacting us at privacy@along.org.

2.Obligations of Users

2.1 Services Eligability

What this is saying...

Only school personnel and students within the United States are allowed to register for Along.

Only currently enrolled students, teachers of currently enrolled students, and School Administrators are allowed to access the Services. Creating an account with false information is a violation of our terms. The right to access and use the Services is not granted in jurisdictions outside the United States.

2.2 Access to the Services

What this is saying...

Teachers are responsible for the proper use of Along by students they invite to Along. This includes protecting the personal information of students as described in the Data Protection Addendum below.

You agree to limit access to the Services to yourself and to Student Users you invite. You may establish and manage accounts for Student Users (“Student Accounts”) and invite Student Users to access the Services using Student Accounts. You are responsible for the proper use of the Services by the Student Users you invite, and you agree to protect the personal information of such students according to the terms of the Data Protection Addendum.

2.3 Accounts and Passwords

What this is saying...

It’s important to keep your account secure as you are responsible for anything that happens through your account. By using Along, you agree to protect the security of your account by taking security measures such as logging out of your account after each session, not transferring or sharing your account, and following the law and the terms of this User Agreement.

You agree to: (1) choose a strong and secure password; (2) keep your password secure and confidential; (3) properly log out from your account at the end of each session; (4) not transfer or share your account; and (5) follow the law and the terms of this User Agreement. You are responsible for anything that happens through your account unless you report misuse through the contact information in Section 9 below.

You agree to: (1) properly log out from your account at the end of each session; (2) not transfer or share your account; and (3) follow the law and the terms of this User Agreement. You are responsible for anything that happens through your account unless you report misuse through the contact information in Section 9 below. If a password is required to use the Services, you also agree to: (4) choose a strong and secure password and (5) keep your password secure and confidential.

2.4 No Payment

What this is saying...

Along is free to use. We never rent or sell your personal information, and we will not try to sell you anything through our service.

The Services are provided at no charge and there are no features related to purchasing goods and services included in the Services. We never sell or rent User personal information, including for targeted advertising. Please see our Privacy Policy for more information about the data we collect and how we use, share, and protect it.

2.5 Notices and Messages

What this is saying...

We may send you notices and messages about Along, either through the product itself or through the contact information you have provided. We will need you to keep your contact information up to date.

You agree that we can provide notices and messages to you and your School related to the Services in the following ways: (1) within the Services, or (2) sent to the contact information you provided us (e.g., email, mobile number, physical address). You agree to keep your contact information up to date. Please see our Privacy Policy for more information on how we may contact you and how you may unsubscribe from these communications.

2.6 Code of Conduct

What this is saying...

Safety is a shared responsibility. By using Along, you agree to follow our Code of Conduct when using Along. The guidelines in the Code of Conduct help us to keep Along a safe space for teachers and students.

You agree to follow our Code of Conduct when using Along. These are rules that we’ve created to help maintain Along as a safe space for teachers and students.

3.Rights and Limits

3.1 Your License to Us

What this is saying...

Along allows you to share information and to upload content such as videos. It’s important that you only upload content and information that is yours and that abides by our policies. You own the content you submit or post, but grant us a license to use it for our service. Because you own your content and information, you may choose to make it available to others. We will not use your content or information in advertisements. For any personally identifiable information, the terms of our Privacy Policy explain how we restrict our use and keep this information secure.

Our Services include features that require you (e.g. registration) and enable you (e.g. record a video) to provide information and content. As between you and us, you own the content and information that you submit or post using the Services, and you are only granting us the following non-exclusive license:

A worldwide, transferable and sublicensable (through multiple tiers) right to use, copy, modify, publish, distribute, and process the content, feedback, and information that you provide through our Services (including surveys), without any further consent, notice, and/or compensation. The license rights you grant to us are limited in the following ways:

You agree to only provide content or information that does not violate the law nor anyone's rights (including intellectual property rights and privacy rights).

3.2 Service Change and Availability

What this is saying...

We are constantly working to improve Along for teachers and students. We have the right to change or suspend features at any time. For any material changes to the service, we will be sure to notify you before they take effect.

We may change, suspend, or end any aspect of the Services at our discretion. To the extent allowed under law, the changes will be effective without notice, but if they are material changes they will be effective upon notice provided to you directly or through the Services. You agree that we have no obligation to store, maintain, or provide you a copy of any content or information that you or others provide, except to the extent required by applicable law, or as otherwise provided in the User Agreement.

3.3 Pilot Period

What this is saying...

We are still building Along, which means it is not yet available for public use. If Along becomes publicly available, new terms may apply.

You understand and agree that the Services are not generally available to the public, and are being offered to you for a limited duration as part of a pilot (“Pilot Period”). The Pilot Period will continue until terminated by Gradient Learning. You understand and agree that we may cease offering the Services after the Pilot Period, and that the Services may not become generally available after the Pilot Period. In addition, should a successor version of the Services be offered after the Pilot Period, it may be subject to new or updated terms and conditions.

3.4 Limits

What this is saying...

Safety is our top priority. If we believe that a user is in violation of our terms and guidelines, we have the right to change or limit access to Along.

We reserve the right to limit your use of the Services. If we believe that you may be in breach of this User Agreement or law or are misusing the Services (e.g., violating the Code of Conduct), we reserve the right to temporarily or permanently restrict, suspend, or terminate your access to the Services. If you believe your Services have been wrongfully terminated or restricted, contact us using the contact information provided in Section 9 below.

3.5 Intellectual Property Rights

What this is saying...

Only the content and information you upload to Along is your own. We reserve all of our intellectual property rights, including trademarks and logos within Along.

Subject to the terms of this User Agreement, we grant you a limited right to access the Services, and we reserve all of our intellectual property rights and other proprietary rights in the Services. Using the Services does not give you any right, title, or interest in our Services or the content or information made available through our Services that is not already yours. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. Our logos and other trademarks, service marks, graphics, and logos used for our Services are trademarks or registered trademarks of ours or our licensors.

4.Disclaimer and Limit of Liability

4.1 No Warranty

TO THE EXTENT ALLOWED UNDER LAW, WE (AND OUR SERVICE PROVIDERS AND LICENSORS) (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (E.G. WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, OR THAT THE DATA IS ACCURATE OR COMPLETE); (B) DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS, AND (C) PROVIDE THE SERVICES (INCLUDING CONTENT AND INFORMATION) ON AN "AS IS" AND "AS AVAILABLE" BASIS.

SOME LAWS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OR ALL OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.

4.2 Exclusion of Liability

What this is saying...

If legally permitted, you limit our liability for all damages to $100, and accept the Services as is, and without warranties.

TO THE EXTENT PERMITTED UNDER LAW (AND UNLESS WE HAVE ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT OVERRIDES OR AMENDS THIS CONTRACT), WE (AND OUR SERVICE PROVIDERS AND LICENSORS) SHALL NOT BE LIABLE TO YOU OR OTHERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION OR GOODWILL, PROFITS OR REVENUES, RELATED TO THE SERVICES (E.G. DOWN TIME OR LOSS, USE OF, OR CHANGES TO, YOUR INFORMATION OR CONTENT). IN NO EVENT SHALL GRADIENT LEARNING’S LIABILITY (AND THE LIABILITY OF OUR SERVICE PROVIDERS AND/OR LICENSORS), INCLUDING DIRECT DAMAGES EXCEED, IN THE AGGREGATE FOR ALL CLAIMS, ONE HUNDRED DOLLARS ($100).

THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G. WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF WE AND OUR SERVICE PROVIDERS AND/OR LICENSORS HAVE BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.

THE LAWS IN SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO THESE LIMITS MAY NOT APPLY TO YOU. IF YOU ARE A NEW JERSEY RESIDENT, OR A RESIDENT OF ANOTHER U.S. STATE THAT PERMITS THE EXCLUSION OF THESE WARRANTIES AND LIABILITIES, THEN THE LIMITATIONS IN SECTION 4 SPECIFICALLY DO APPLY TO YOU.

5.Termination

What this is saying...

We both have the right to terminate this contract at any time.

Either of us may terminate this User Agreement at any time with notice to the other. On termination, you lose the right to access or use the Services. The following shall survive termination:

6. Arbitration Agreement and Class Action Waiver

THIS SECTION CONSTITUTES AN ARBITRATION AGREEMENT (“Arbitration Agreement”); IT REQUIRES YOU AND GRADIENT LEARNING TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION, SO PLEASE READ IT CAREFULLY.

6.1 Applicability

In the unlikely event we end up in a legal dispute, you and Gradient Learning agree that all Disputes, including Enforceability Disputes, will be resolved exclusively in binding arbitration on an individual basis, except that you and Gradient Learning are not required to arbitrate IP Disputes. Notwithstanding the foregoing, either you or Gradient Learning may bring an individual action in small claims court.

6.2 Waivers

6.3 Initiating a Dispute

To initiate a Dispute, a party must send to the other party written notice of that Dispute containing: (a) the name, address, and contact information of the party giving notice; (b) the facts giving rise to the Dispute; and (c) the relief requested. Notices sent to Gradient Learning must be sent by mail to the address provided in Section 9 of this User Agreement.

You and we agree that we shall (in good faith) meet and attempt to resolve the Dispute within 30 days. If the Dispute is not resolved during that time period, then you and a representative of Gradient Learning shall (in good faith) meet and attempt to resolve the Dispute through non-binding mediation with a mutually agreed-upon mediator within 30 additional days. If you and we do not reach an agreement to resolve the dispute within that 60-day period, you or we may commence an arbitration proceeding or file a claim in small claims court.

6.4 Arbitration Rules and Procedure

6.5 Opt out

You may opt out of this Arbitration Agreement by notifying us no later than 30 days after first becoming subject to it. Your notice must include your name, address, and a clear statement that you want to opt out of this Arbitration Agreement. Notices sent to Gradient Learning must be sent by mail to the address provided in Section 9 of this User Agreement.

6.6 Severability

What this is saying...

You agree that any disputes will be resolved through arbitration and only on an individual basis, in which case you agree to waive your right to a jury trial or court trial before a judge and to waive your right to participate in a class action lawsuit. To initiate a dispute, a written notice must be sent to the other party.

If any portion of this Arbitration Agreement is found to be unlawful, void or for any reason unenforceable, then that portion shall be severed and the remainder of this Arbitration Agreement shall be given full force and effect.

7. General Terms

7.1 Governing Law

This User Agreement and any Dispute between you and Gradient Learning will be governed by California law and/or applicable federal law (including the Federal Arbitration Act) without regard to its choice of law or conflicts of law principles, unless the School is a United States public and accredited educational institution, then any Disputes will be resolved using the laws of the state (within the United States) in which the School is domiciled and/or applicable federal law (including the Federal Arbitration Act), excluding conflicts of law rules.

What this is saying...

This User Agreement and any disputes are governed by California law, unless your school is a United States public school, then any disputes will be resolved using the laws of your school’s state. Any judicial proceedings will take place in the state courts in the city and county of San Mateo, California or the federal court for the Northern District of California.

If any part of the User Agreement is found to be unenforceable, it will be modified to be enforceable. If that isn’t possible, the unenforceable part will be removed, but the rest of the User Agreement will be enforced.

You cannot transfer this User Agreement without our consent. Gradient Learning can assign this User Agreement to a successor, who will assume our obligations, without your consent.

Any legal notices must be mailed to our address, provided in Section 9.

7.2 Jurisdiction and Venue

Subject to and without waiver of the arbitration provisions in Section 6, you agree that any judicial proceedings (other than small claims actions) will be brought in and you hereby consent to the exclusive jurisdiction and venue in the state courts in the city and county of San Mateo, California, or federal court for the Northern District of California.

7.3 Severability

If any portion of this User Agreement is found to be unenforceable, you and we agree that the terms will be modified to make that part enforceable while still achieving its intent. If that is not possible, then the unenforceable part will be severed and the rest of this User Agreement enforced.

7.4 Entire Agreement

To the extent allowed by law, the English language version of this User Agreement is binding and other translations are for convenience only. This User Agreement (including any Data Protection Addendum, the Code of Conduct, any Addenda, and the Privacy Policy) is the only agreement between us regarding the Services and supersedes all other related oral or written agreements or policies. This User Agreement shall govern the relationship between you and Gradient Learning. If there is a conflict between this User Agreement, any Addenda, the Privacy Policy, or any other agreement between you and Gradient (collectively, "Other Agreements"), the terms of this User Agreement shall apply and take precedence unless specifically provided otherwise in this User Agreement, Addenda, Privacy Policy, or the Other Agreements.

7.5 No Waiver

If we don't act to enforce a breach of this User Agreement, that does not mean that we have waived our right to enforce this User Agreement. Any waiver by us must be in writing.

7.6 Assignment

You may not assign or transfer this User Agreement (or your use of Services) to anyone without our consent. However, you agree that Gradient Learning may assign this User Agreement in connection with a reorganization, or to a successor or assign or affiliate that agrees to assume our obligations under this User Agreement (and Privacy Policy) without your consent. There are no third-party beneficiaries to this User Agreement.

7.7 Notices

You agree that the only way to provide us legal notice is at the address provided in Section 9 of this User Agreement.

8.Complaints Regarding Content (DMCA)

What this is saying...

We respect your intellectual property rights. If you believe any of your intellectual property rights have been violated through the Services, please find information on how to contact us in our DMCA Notification Guidelines.

We respect the intellectual property rights of others. We require that content posted by Users does not violate the intellectual property rights of third parties. Please see our Digital Millennium Copyright Act (DMCA) Notification Guidelines for more information. If you believe your intellectual property rights have been violated through the Services, information on how to contact us is available in our DMCA Notification Guidelines.

9. How To Contact Us

What this is saying...

Please contact us if you have any questions at privacy@along.org. To report misuse of your account, please contact security@along.org.

If you have any questions about this User Agreement, our Privacy Policy, Code of Conduct, or our practices, please contact privacy@along.org. To report misuse of your account, please contact security@along.org.

You can also reach us by mail at Gradient Learning ℅ Procopio at 818 W. Seventh Street, Suite 930, Los Angeles, CA 90017, and by email at legal@along.org.

10. Privacy and Security

What this is saying...

Your privacy is extremely important to us. In addition to the terms in this User Agreement, we encourage you to read our Privacy Policy and Data Privacy Addendum.

Your privacy is extremely important to us, and we limit what we collect and how we use it. Please read our Privacy Policy and Data Privacy Addendum which explains how we treat and protect personal information when you use the Services.

Exhibit 1 – Data Privacy Addendum

Modeled after Version 2.0 of the Student Data Privacy Consortium's Model Contract

We have done our best to write this Data Privacy Addendum in simple and clear terms. In order to facilitate your understanding of the Data Privacy Addendum we have added notes that provide short summaries of the legal language in plain English.

SCHOOL [by teacher as authorized agent on behalf of School] and GRADIENT LEARNING

This DATA PRIVACY ADDENDUM ("Addendum") is entered into by and between you on behalf of School and Gradient Learning (formerly T.L.P. Education) ("Gradient Learning"), a California nonprofit public benefit corporation, having an address at 818 W. Seventh Street, Suite 930, Los Angeles, CA 90017, on the Effective Date ("Parties"). The Parties agree to the terms as stated herein. Capitalized terms used but not defined herein shall have the meanings set forth in the User Agreement. This Addendum constitutes part of and should be read consistently with the User Agreement.

1. PURPOSE AND SCOPE

1.1 Purpose of Addendum

The purpose of this Addendum is to describe the duties and responsibilities to protect Student Data (defined below) transmitted to Gradient Learning from the School and its Users pursuant to the User Agreement, including compliance with all applicable federal and state privacy statutes. This Addendum defines the base level of security. We regularly evaluate our policies and practices to improve the security of our network and systems and to respond to evolving best practices.

What this is saying...

This Addendum describes how we are both required to protect student data, including personally identifiable information of a student. Student data means any information related to a student. It does not include de-identified data, which is data that has had all identifying information removed so it cannot reasonably be used to identify or contact a student. The Privacy Policy identifies the specific types of student data and personally identifiable information that may be provided when using the services.

As used in this Addendum, “Student Data” means any data, whether gathered by Gradient Learning or provided by School or its Users, that is directly related to a School student, as more fully described in section 3 of the Privacy Policy. Student Data includes student login credentials, passwords, student user authentication tokens or security devices used for student Service or infrastructure access, and also constitutes Student Records for the purposes of this Addendum. “Student Records” includes any information that directly relates to a Student User that is maintained by School and any information acquired directly from the Student User through the use of instructional software or applications assigned to the Student User by School. Student Data does not include information that has been anonymized, De-Identified Data, or anonymous usage data regarding a student's use of the Services. “De-Identified Data” is information that has all direct and Indirect Identifiers removed such that the data cannot reasonably be used to identify or contact a Student User. Finally, “Indirect Identifiers” means any information that, either alone or in aggregate, would allow a reasonable person to be able to identify a Student User to a reasonable certainty. When anonymous or non-personal information is directly or indirectly linked with personal information, this anonymous or non-personal information is also treated as personal information. Persistent identifiers that are not anonymized, de-identified or aggregated are personal information.

1.2 Nature of Services Provided

Pursuant to and as fully described in the User Agreement, Gradient Learning has agreed to provide Along and any other products and services that Gradient Learning may choose to provide now or in the future (collectively, the "Services").

1.3 Student Data to Be Provided

In order to use the Services, School and its Users may provide the categories of Student Data described in section 3 of the Privacy Policy.

2. DATA OWNERSHIP AND AUTHORIZED ACCESS

2.1 Student Data Property of School

All Student Data or any other Student Records transmitted to Gradient Learning pursuant to the User Agreement are and will continue to be the property of, and under the control of, the School, or the party who provided such Student Data or Student Records (such as the student or parent). The Parties agree that as between them, all rights, including all intellectual property rights in and to Student Data or any other Student Records contemplated per the Agreement shall remain the exclusive property of the  School or the party who provided such Student Data or Student Records (such as the student or parent). This Addendum is governed by the Family Educational Rights and Privacy Act, 20 U.S.C. 1232g (“FERPA”). For the purposes of FERPA, to the extent Personally Identifiable Information (as defined below) from Education Records (as defined by FERPA) is transmitted to Gradient Learning from School, Gradient Learning shall be considered a School Official (defined below) with a legitimate educational interest, under the direct control of the School as it pertains to the use of Education Records notwithstanding the above.

“School Official” means, for the purposes of this Addendum and pursuant to FERPA, a contractor that: (1) performs an institutional service or function for which the agency or institution would otherwise use employees; (2) is under the direct control of the agency or institution with respect to the use and maintenance of Education Records; and (3) is subject to FERPA’s terms governing the use and re-disclosure of Personally Identifiable Information from Education Records. “Personally Identifiable Information” means data that can be used to identify or contact a particular individual, including direct and Indirect Identifiers and the types of information described in the Privacy Policy.

To the extent this Addendum is governed by the Children’s Online Privacy Protection Act, 15 U.S.C. 6501-6502 (“COPPA”), the School consents to the collection of Student Data as provided in the User Agreement, this Addendum, and our Privacy Policy. Gradient Learning agrees to use Student Data solely for the use and benefit of the School, and for no other commercial purpose.

2.2 Parent or Legal Guardian Access

As set forth in applicable law, School (including the Registered Teacher as the School’s representative, see section 3.4 below) shall establish reasonable procedures by which a parent, legal guardian, or eligible student may review and request amendment of the related student's Student Records and correct erroneous information, consistent with the functionality of Services. Gradient Learning shall respond within 30 days to the School's request for Student Records held by Gradient Learning to view or amend as necessary. In the event that a parent or legal guardian of a student or other individual contacts Gradient Learning to review any of the Student Records or Student Data accessed pursuant to the Services, Gradient Learning shall refer the parent, legal guardian or individual to the School. In such an event, School shall follow the necessary and proper procedures regarding the requested information.

2.3 Third Party Request

Should any person other than Gradient Learning, School, a User, or a Service Provider (“Third Party”), contact Gradient Learning with a request for Student Data held by Gradient Learning pursuant to the Services, Gradient Learning shall redirect the Third Party (including law enforcement and government entities) to request the Student Data directly from the School. Gradient Learning shall notify the School in advance of such compelled disclosure to a Third Party, unless legally prohibited. For purposes of this Addendum a Service Provider is someone who Gradient Learning uses for data collection, analytics, storage, or other service to operate and/or improve the Service, and who has access to personal information including Student Data.

2.4 No Unauthorized Use

Gradient Learning shall not use Personally Identifiable Information from Student Data, or in a Student Record, for any purpose other than as explicitly specified in the User Agreement.

2.5 Service Providers.

What this is saying...

We will not use student personal information in any unauthorized way other than as stated in this Agreement. Student information and student records submitted through Along will remain the property of the school or the person who provided them. Any requests by parents, legal guardians and eligible students to review and correct student records must be made through the school. It’s the school’s responsibility to provide a reasonable procedure for this review. Third party requests for student information will be directed to the school.

Gradient Learning may use Service Providers in order to perform its duties under the User Agreement. Gradient Learning shall enter into written agreements with all Service Providers and shall be responsible for any actions of Service Providers that would be a breach of this Addendum.

3. DUTIES OF SCHOOL

3.1 Provide Data In Compliance With Applicable Law

School shall provide Student Data or any other Student Records, for the purposes of the User Agreement in compliance with any applicable state or federal laws and regulations (including FERPA and the Children’s Online Privacy Protection Act, 15 U.S.C. 6501-6502 “COPPA”) pertaining to data privacy and security applicable to School. If School provides Education Records to Gradient Learning, School represents, warrants, and covenants to Gradient Learning, as applicable, that School has:

3.2 Reasonable Precautions

School shall take reasonable precautions to secure usernames, passwords, and any other means of gaining access to the Services and Student Data in accordance with the User Agreement, this Addendum and applicable law.

3.3 Unauthorized Access Notification

School shall notify Gradient Learning immediately of any known or suspected unauthorized use or access of the Services or Student Data. School will assist Gradient Learning in any efforts by Gradient Learning to investigate and respond to any unauthorized use or access.

3.4 School Representative

What this is saying...

The school agrees to provide student information in ways that follow state and federal laws, including FERPA. The school will take precautions to keep usernames, passwords, and accounts secure. If there is a breach in the security of accounts or student information, the school will notify TLP immediately and assist TLP in investigating and responding to unauthorized use or access. The Registered Teacher will serve as a representative of the school.

The Registered Teacher entering into the User Agreement shall serve as the representative of the School for the coordination and fulfillment of the duties of this Addendum.

4. DUTIES OF GRADIENT LEARNING

4.1 Privacy Compliance

Gradient Learning shall comply with all state and federal laws and regulations related to privacy and security and applicable to Schools and/or Gradient Learning in providing the Services to School.

4.2 Authorized Use

Student Data shared pursuant to the User Agreement, including persistent unique identifiers that are personally identifiable, shall be used for no purpose other than the Services and for the uses set forth in the User Agreement and/or as otherwise legally permissible. The foregoing limitation does not apply to any De-Identified Data.

4.3 Staff Obligation

Gradient Learning shall require all employees, staff, agents, and Service Providers who have access to Student Data to comply with all applicable laws with respect to the Student Data shared under the User Agreement. Gradient Learning agrees to require and maintain written confidentiality obligations from each of its employees, staff, agents, or Service Providers with access to Student Data pursuant to the User Agreement.

4.4 No Disclosure

Gradient Learning shall not disclose any Student Data obtained under the User Agreement in a manner that directly identifies an individual student to any other entity except as authorized by the User Agreement, or as required by law. Gradient Learning will not Sell Student Data. “Sell” (consistent with the Student Online Privacy Protection Act, California Business and Professions Code section 22584 (“SOPIPA”) and the Student Privacy Pledge) does not include or apply to the purchase, merger, or other type of acquisition of a company by another entity, provided that the company or successor entity continues to treat the personal information in a manner consistent with the Student Privacy Pledge with respect to the previously acquired personal information. Additionally, Gradient Learning will not disclose, trade, or transfer Student Data to any third parties, except with the prior written consent of the School. The prohibition on disclosing, trading, or transferring Student Data does not apply to the access to or disclosure of Student Data (a) to School or School Administrators, (b) to authorized Users, (c) to parents or legal guardians, (d) as authorized by a parent, legal guardian or eligible student, (e) as permitted by law or (f) to Service Providers, in connection with operating or improving the Services. The list of Gradient Learning's current Service Providers can be accessed through the Privacy Policy.

4.5 De-Identified Data

Gradient Learning may create De-Identified Data, and De-Identified Data may be used for any lawful purpose including, but not limited to, operating and improving the Services. Gradient Learning's use of such De-Identified Data shall survive termination of this Addendum or any request by School to return or destroy Student Data. Gradient Learning agrees not to attempt or have any third party attempt to re-identify De-Identified Data except for the sole purpose of validating Gradient Learning's de-identification processes.

4.6 Disposition of Student Data and Student Records

What this is saying...

Students’ personal information will only be used as needed to provide educational services. Gradient Learning will not share or sell students’ personal information or use it for targeted advertising. Schools can request that all personal information be deleted or disposed of. De-identified information (data that has had all identifying information removed so it cannot reasonably be used to identify or contact a student) can be used for any lawful purpose.

Gradient Learning shall, at School's request, dispose of, delete, or provide for review all Personally Identifiable Information contained in Student Data within thirty (30) days following a written request. However, some of this information may remain on logs or encrypted backup storage copies until they are deleted. Further, Gradient Learning may retain information to comply with our legal obligations or to protect the safety and security of our Users or our Services, for example, in cases of past policy and content violations or due to a request from law enforcement. If a written request is received from a School, Gradient Learning shall transfer said Personally Identifiable Information contained in Student Data to School or School's designee within thirty (30) days of the date of such written request by School, or as required by law, and according to a schedule and procedure as Gradient Learning and the School may reasonably agree. If no written request is received, Gradient Learning shall dispose of or delete all Personally Identifiable Information contained in Student Data at the earliest of (a) when it is no longer needed for the purpose for which it was obtained or (b) as required by applicable law. Disposition shall include (1) the shredding of any hard copies of any Personally Identifiable Information contained in Student Data; (2) erasing any Personally Identifiable Information contained in Student Data; or (3) otherwise modifying the Personally Identifiable Information contained in Student Data to make it unreadable, indecipherable or de-identified. Gradient Learning shall provide written notification to the School when the Personally Identifiable Information contained in the Student Data has been disposed. The duty to dispose of Student Data shall not extend to De-Identified Data.

4.7 Advertising Prohibition

Gradient Learning shall not use Personally Identifiable Information contained in Student Data to (a) serve Behaviorally Targeted Advertising (defined below) to Student Users or their Parents or any other user; or (b) develop a profile of a Student User or any other user for any commercial purpose other than providing the Services to School or as set forth in the User Agreement. Gradient Learning shall not use or disclose Personally Identifiable Information contained in Student Data for Third-Party Advertising.

As used in this Addendum, “Behaviorally Targeted Advertising” means presenting an advertisement to a Student User where the selection of the advertisement is based on Student Data or Student-Generated Content or inferred over time from the usage of Gradient Learning's website, online service or mobile application by such student or the retention of such Student User’s online activities or requests over time and across non-affiliate websites for the purpose of targeting subsequent advertising. “Student-Generated Content” means materials or content created by a Student User during and for the purpose of education including, but not limited to, essays, research reports, portfolios, creative writing, music or other audio files, photographs, videos, and account information that enables ongoing ownership of such content. “Third-Party Advertising” means direct advertising of third parties (i.e. not Users) and their products or services on our Services (e.g., such as when an advertiser would bid to place an advertisement directly on a platform). Gradient Learning does not allow third parties to advertise directly on its Services in user logged in areas of the Services, nor does Gradient Learning sell advertising space in logged in areas on the Service. Gradient Learning also does not use third-party ad servers (such as Google AdWords or AdSense) in user logged in areas of the Service.

5. DATA PROVISIONS

Gradient Learning's core security commitments are set forth below and we commit to maintaining this baseline. For more information regarding Gradient Learning's current security practices, see the Security Whitepaper.

5.1 Data Security

Gradient Learning agrees to store and process data by employing administrative, physical, and technical safeguards designed to protect Student Data from unauthorized access, disclosure, and use or acquisition by an unauthorized person, including when transmitting and storing such information. Currently, Gradient Learning implements security practices identified in our Security Whitepaper. These measures shall include, but are not limited to:

In the event Schools have questions regarding Data Privacy or Security, they may contact our team at privacy@along.org. Vulnerabilities can be responsibly disclosed by contacting security@along.org.

5.2 Incident Response and Security Governance

In addition to those security measures described in Section 5.1, Gradient Learning also implements an incident response and security governance program, which:

5.3 Data Breach

What this is saying...

Gradient Learning will work to protect student information from unauthorized access by employing administrative, physical, and technical safeguards. These include:

  • using strong authentication methods,
  • limiting who has access to student data,
  • destroying or deleting personal information as needed,
  • using strong encryption technology,
  • using secured data backup and recovery capability,
  • maintaining a secure software development lifecycle,
  • providing security training to employees and staff, and
  • requiring Service Providers to follow similar terms.

If there is a data breach, Gradient Learning will provide notice to the school in a timely manner.

In the event that Gradient Learning becomes aware of an unauthorized disclosure of or access to Student Data (a "Security Incident"), Gradient Learning shall provide notice to the School without undue delay or as required by the applicable state law (each, a "Security Incident Notification").

6. MISCELLANEOUS

6.1 Term

Except as otherwise stated herein, Gradient Learning shall be bound by this Addendum for the duration of the User Agreement or a longer period as required by law.

6.2 Termination

In the event that either Party seeks to terminate this Addendum, they may do so by terminating the User Agreement as set forth therein.

6.3 Effect of Termination

If the User Agreement is terminated and no other agreement between School and Gradient Learning is in effect through other Registered Teachers or School Administrators, Gradient Learning shall dispose of all of School's Personally Identifiable Information contained in Student Data pursuant to Section 4.6.

6.4 Priority of Agreements

This Addendum shall govern the treatment of Student Data. With respect to the treatment of Student Data, in the event there is conflict between the terms of this Addendum and the User Agreement, or any other agreement between the School and Gradient Learning, the terms of this Addendum shall apply and take precedence. Except as described in this paragraph, all other provisions of the User Agreement shall remain in effect.

6.5 Notice

All notices or other communication required or permitted to be given hereunder must be sent to School or Gradient Learning, as applicable, as provided in the User Agreement.