Terms of Use

Last Updated: February 22, 2024 

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SITE. If you do not agree to these Terms of Use, you may not access or otherwise use the Services. 

This is a legally binding agreement between you and Magpie Literacy, a project of Cambiar Education (“we” or “our”) regarding your use of our website (www.magpie.org) and the services we provide (collectively, “Services ”). “You” refers to the person bound by these Terms of Use, which includes a child who accesses or uses the Services and his or her legal parent or guardian. By accessing or using our Services, you agree to be bound by these Terms and by our Privacy Policy available at www.magpie.org which is incorporated here by reference. 

We reserve the right, at our discretion, to change these Terms in the future. When we do, we will notify you by updating the date of these Terms and posting it here on our website. Your continued access or use of the Services following any changes to the Terms constitutes your acceptance of those changes. 

1. Definitions 

2. Use of the Services 

2.1 What are the Services? 

2.1.1 Magpie Literacy operates First Foundations, a foundational literacy digital tool aiming to help students more easily and quickly learn how to read. It is a web-based program that includes research-based instructional activities, supported practice, games, and assessment. 

2.2 General license to the Services 

2.2.1 Ownership: Except as expressly licensed to you in these Terms, Magpie Literacy retains all ownership, right, title, and interest in the Services and to the services, which are protected by applicable intellectual property laws, including copyright and trademark laws. No portion of the Services, including the trademarks and service marks, may be used, displayed or

reproduced without the prior written consent from Magpie Literacy. You may not share or reproduce any portion of the Services outside of the Services or in any public forum. 

2.2.2 Licenses: Magpie Literacy grants you a limited, personal, non-exclusive, non-transferable, revocable license to access and use the Services for your personal, non-commercial use. 

2.3Unauthorized use: If you use the Services in an unauthorized way, Magpie Literacy may terminate your access to the Services and pursue other penalties, damages, losses, and profits to which Magpie Literacy is entitled under this agreement or at law or equity. The following uses of the Services are explicitly prohibited: 

• using the Services in any way for commercial purposes; 

• using, displaying, sharing, or reproducing any part of the Services, including the trademarks and service marks, without the prior written consent of Magpie Literacy; 

• obscuring or removing any watermark, copyright, or other proprietary notice from the Services; 

• mining, hacking, probing, spidering, or scraping the Services, or similarly gathering or extracting data (whether manual or robotic), including by indexing, caching, or aggregation;

• decompiling, reverse engineering, or making derivative works; 

• interfering (or engaging in any activity that may interfere) with any user’s experience;

• uploading, posting, or otherwise transmitting content that contains personally identifying information (including, but not limited to actual names, phone numbers, mailing addresses or email addresses), derogatory, harmful, abusive, defamatory, or unlawful content, content that is invasive of another’s privacy, or otherwise objectionable or commercial in nature; or

• testing the Services for technical vulnerabilities or circumventing any security measures or access restrictions. 

3. Limitations of Liability 

3.1 Magpie Literacy reserves the right to modify, suspend, or discontinue the Services at any time without notice. Magpie Literacy further reserves the right, at any time without prior notice, to terminate your access and use of the Services for lack of use or if Magpie Literacy believes that you have violated these Terms of Use. You agree that we shall not be liable to you or any third party for such actions. 

3.2 You assume all risk for any damage to your computer systems or network caused by the Services, including any damages resulting from computer viruses. 

3.3 In no event shall Magpie Literacy, or any of their respective directors, officers, employees, agents, representatives and suppliers (or their respective successors and assigns) be liable to you or any third party in contract, tort (including negligence) or otherwise for any direct, indirect, consequential, special, incidental or punitive damages, including, but not limited to, loss of use, service interruptions and loss of data, regardless of whether these parties had advance notice of the possibility of any such damages. Magpie Literacy’s total liability to you for any claim arising out of or relating to the services shall not exceed $100. Some states do not allow the foregoing limitation of liability so they may not apply to you. 

4. Indemnity

4.1 To the extent that state law allows, you agree to indemnify and hold Magpie Literacy and its directors, officers, employees, and agents harmless from any loss, damage, liability, or demand, including reasonable attorneys’ fees, arising out of, resulting from, or connected with the use of the Services and/or arising from your breach of these Terms of Use. You will cooperate fully and reasonably as required by Magpie Literacy in the defense of any claim. 

4.2 Magpie Literacy reserves the right to assume the exclusive defense and control of any matter for which you are required to indemnify us. You agree to cooperate with any reasonable requests to assist us in our defense of such matters. 

4.3 You hereby acknowledge that you understand that by accessing the Services and agreeing to these Terms of Use, you may be waiving rights with respect to claims that are at this time unknown or unsuspected, and in accordance with such waiver, you acknowledge that you have read and understood, and hereby expressly waive, the benefits of Section 1542 of the California Civil Code, and any similar law of any state or territory, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” 

5. Representations 

5.1 By accessing and using the Services, you represent that: 

• you are an adult, parent, or legal guardian, or school or district employee authorized to allow a child’s access to and use of the Services; 

• you will use the Services in compliance with all applicable laws and regulations;

• your registration information, if applicable, is accurate; 

• you will keep your account credentials, if applicable, including your username and password, confidential and will be responsible for all use of your account. If you suspect any unauthorized use of your account, please contact us at info@magpie.org and 

• If you create an account on behalf of any child, you represent that you are authorized to accept these Terms of Use on their behalf, and agree to be responsible for ensuring that those child users comply with these Terms of Use. 

5.2 You will not use the Services except pursuant to these Terms of Use. 

6. Links 

We may provide links to other web sites or resources. These links are provided solely as a convenience to you and inclusion of such links does not represent an endorsement by Magpie Literacy. We are not responsible for the content of any linked websites or resources, and make no representations regarding the accuracy of such websites or resources. 

7. Restrictions 

7.1 Teacher/Administrator Data: When an educator or school administrator registers for First Foundations, we ask you to provide certain personal information, such as your first and last name, your role, the name of your school/organization, grade level, district, city, state, email address, and a password.

7.2 Student & Child Data: When an educator, or K-12 educational institution user (collectively, an “Educator”), parent or guardian registers students for First Foundations, we may ask you to provide each student’s first and last name, and unique student identifier, as well as log-in information including username and password, demographic information and non-personal information such as current grade level (“Student Data”). Student accounts are only created at the direction of a parent/guardian or Educator. Magpie Literacy has access to Student Data only as requested by the school and only for the purposes of performing Services on the school’s behalf. Magpie Literacy receives Student Data only from the school, students do not provide any personal information directly and students under 13 may not register on their own. The school confirms that it has obtained appropriate parental consents, as needed, before the student is permitted to access First Foundations. By creating an account for, or allowing a student to use First Foundations, the Educator represents and warrants that they have the requisite authority to permit First Foundations to collect the student’s personal to provide the Services. 

7.3 Parent/Guardian Data: When you as a parent or guardian registers for First Foundations, we ask you to provide certain personal information, such as your first and last name, the name of your child, grade level, district, city, state, email address, and a password. 

7.4 A note about Student Data in the Educational Context: When our Services are used for K-12 school purposes by an Educator Magpie Literacy is a School Official as defined by the Family Educational Rights and Privacy Act (“FERPA”) and is governed accordingly. All personal information related to the student (whether collected from the Educator, the parent or through the student’s use of the Service) is considered Student Data. Magpie does not own or control Student Data and collects the Student Data only subject to the direction and control of the school. We consider Student Data to be confidential and do not use such data for any purpose other than to provide the services on the School’s behalf and to maintain, support, evaluate, diagnose and develop our Services, and otherwise in accordance with contractual agreements with the school. When an Educator uses First Foundations in the classroom or in an educational context, we rely on the Educator, on behalf of the school or educational institution, to provide the requisite consent for Magpie to collect personal information from a student under 13 for the use and benefit of the school and for no other commercial purpose, as permitted by the Children’s Online Privacy Protection Act (“COPPA”). Please note that our processing of Student Data will be governed primarily by our agreements with our educator partners, which may include different or more restrictive terms than are described in our Privacy Policy. 

8. No Warranties 

The Services are provided “as is”. Magpie Literacy makes no representations or warranties about the reliability, quality, suitability, availability, accuracy or completeness of the Services, and is not subject to liability for any delays or interruptions, viruses or other harmful components. You agree that your use of the Services is at your own risk. We reserve the right to modify, suspend or discontinue the Services at any time without notice. We further reserve the right, at any time without prior notice, to terminate your account and use of the Services for lack of use or if Magpie Literacy believes that you have violated these Terms of Use. You agree that we shall not be liable to you or any third party for such actions.

9. Copyright Infringement 

9.1 Magpie Literacy respects the intellectual property rights of others, and requires that the people who use the Services do the same. 

If you believe that your work has been copied in a way that constitutes copyright infringement and is accessible on the Services, you may notify us by providing our copyright agent with the following information in writing: 

(a) Your name, postal address, telephone number and email address; 

(b) A description of the copyrighted work that you claim has been infringed; 

(c) A description of where the alleged infringing material is located, with a link, if possible; (d) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; 

(e) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyrighted material; and 

(f) A statement made under penalty of perjury that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf. 

Our designated agent to receive notification of claimed infringement under the Digital Millennium Copyright Act of 1998 (“DMCA”) is: 

Magpie Literacy 

℅ Cambiar Education 

4653 Carmel Mountain Road 

Suite 308-97, San Diego, CA 92130 

10. Termination and General Terms 

10.1 Entire agreement: This agreement constitutes the entire agreement between you and Magpie Literacy. No modification to this agreement will be binding, unless in writing and signed by an authorized Magpie Literacy representative. 

10.2 Termination; Material Breach: Your breach of these Terms of Use or other applicable policies or agreements with Magpie Literacy may result in Magpie Literacy terminating your access to the Services, without any liability to Magpie Literacy. You may terminate these Terms of Use at any time by ceasing to use the Services. You agree that any material breach of these Terms of Use will result in irreparable harm to Magpie Literacy for which damages would be an inadequate remedy and, therefore, in addition to its rights and remedies otherwise available at law, Magpie Literacy will be entitled to equitable relief, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if Magpie Literacy seeks such an injunction. 

10.3 Governing law: This agreement is governed by California law, without giving effect to conflict of law principles. Any controversy or claim arising out of or relating to these Terms of Use will be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim will be arbitrated on an

individual basis, and will not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration will be conducted in California, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. The award of the arbitrator will be final and binding upon the parties without appeal or review except as permitted by California law. Notwithstanding the foregoing, either party may seek any interim or preliminary injunctive relief from any court of competent jurisdiction, as necessary to protect the party’s rights or property pending the completion of arbitration. All notices, requests, and other communications under this agreement must be in writing (including email). 

10.4 Severability: If any portion of these terms is held to be unenforceable, the unenforceable portion shall be construed in accordance with applicable law to the greatest extent possible and the remainder of the provisions shall remain in full force and effect. 

10.5 Notice 

10.5.1 By using the Services, you consent to receiving electronic communications from Magpie Literacy providing notices about your account and information concerning or related to the Services. 

10.5.2 You agree that any notice, agreements, disclosure, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing. 

10.6 Questions: Please direct any questions regarding these Terms of Use to info@magpie.org.