AGREEMENT
This Agreement (“Agreement”) is made and entered into effective as of the last signature date set forth
below, by and between the Committee for Children, a Washington non-profit corporation (“CFC” or “Us” or
“We”) and the DeKalb County School District (“District” or “You” or “Customer” or “Licensee”). CFC and
District are each a “Party” to this Agreement and together they constitute the “Parties” to this Agreement.
BACKGROUND
A. CFC provides social emotional learning, bullying prevention and child protection resources and
implementation and support services, as described in CFC’s proposal to District in March 2022 (the
“Proposal” attached to this Agreement for reference).
B. District has decided to purchase one or more subscriptions and/or licenses to the materials described
and itemized on CFC Proforma Invoice #5065429 dated June 2, 2025 (the “Invoice”). The Second Step
programs for the Licenses (defined below) are designed for educators and do not collect or process
student data.
AGREEMENT
NOW, THEREFORE, in consideration of the Background set forth above, the mutual promises made herein,
and the compensation when paid in accordance with the invoice to be issued by CFC, the sufficiency of
which are hereby acknowledged and agreed, CFC and District mutually agree as follows:
1. Terms of Agreement. By entering into this Agreement, the Parties agree and understand that their
entire relationship, and all promises, representations, and understandings and arrangements concerning
the details of their relationship shall be governed by this Agreement and the document referenced in this
Section 1, and as amended as outlined in Section 2, (collectively, the “Licenses”), together with the Quote,
each of which is made a part of this Agreement and is hereby incorporated by this reference, including with
respect to any hyperlinks included therein, and which more fully set forth the Parties’ respective obligations
in connection with the Services, and Curriculum (as described in such agreement) provided to District:
1.1 The Second Step® K-12 Digital Curriculum License Agreement, v. March 2024, including all exhibits
and hyperlinked content (the “Second Step K-12 License”) is set forth below and applies to the
Parties’ respective obligations in connection with the Services and Curriculum provided under the
Second Step K-12 License.
1.2 The Second Step® Supplemental Workshop Terms and Policies, v. March 2025, including all
hyperlinked content (the “Second Step Workshop”) is set forth below and applies to the Parties’
respective obligations in connection with the Second Step Workshop.
2. Amendment to the Licenses. The terms of the Licenses are hereby amended set forth in this Section 2.
Except as set forth herein, all other provisions of the Licenses remain unchanged. In the event of any
inconsistency between this Agreement and the Licenses, the terms of this Agreement shall govern.
2.1 Indemnification. The DeKalb County School District does not agree to indemnify, defend or hold
harmless CFC. To the fullest extent permitted by applicable law, CFC will indemnify, defend and hold
harmless the Dekalb County Board of Education, its members and officers, the District, and its employees
and representatives (the “District Parties”) from and against any losses, liabilities, claims, demands,
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damages, expenses or costs (“Claims”) arising out of or related to (a) CFC’s negligence or (b) CFC’s willful
misconduct. CFC agrees to promptly notify the District Parties of any third-party Claims, cooperate with
District Parties in defending such Claims and pay all fees, costs and expenses associated with defending
such Claims (including, but not limited to, attorneys’ fees). CFC also agrees that the District Parties will have
control of the defense or settlement, at District’s sole option, of any third-party Claims.
2.2 Choice of Law; Jurisdiction. The Licenses shall be governed by the laws of the state of Georgia
without reference to its choice of law principles, and the Parties hereby irrevocably consent to the
jurisdiction of the federal court of the Northern District of Georgia or the state court of DeKalb County,
Georgia.
2.3 Applicable Laws. The Parties agree that the Georgia Open Records Act, OCGA 50-1870, et. seq.,
shall apply with respect to documents relating to procurement of the Licenses. The Parties also agree that
the District’s indemnity obligations in the Agreement are limited and qualified in accordance with the
Georgia Constitution, as applicable.
3. Amendment; Counterparts. The provisions of this Agreement may not be amended except by an
agreement in writing signed by both Parties. This Agreement or any amendment may be executed by the
Parties in counterparts by exchange of signature pages by mail, facsimile or email (signatures in PDF or
similar format), each of which will be deemed an original and all of which will together constitute the same
instrument.
IN WITNESS WHEREOF, the parties have executed this Agreement as of last date of signature set forth
below.
COMMITTEE FOR CHILDREN DEKALB COUNTY SCHOOL DISTRICT
Signature: Signature:
Name: Kelsie Longbrake Name:
Title: VP of Finance & Operations Title:
Date: Date:
Exhibits to this Agreement (in addition to those incorporated via hyperlink):
Exhibit A Proposal
Exhibit B Invoice
Exhibit C Second Step K-12 License
Exhibit D Second Step Workshop
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Exhibit A: Proposal
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Exhibit B: Quote
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Exhibit C: Second Step K-12 License
Second Step® K-12 Digital Subscription License Agreement
Last Updated: March 2024
Applies if first use is on or after March 28, 2024
This Digital Subscription License Agreement (“Agreement”) governs the access, use and improvement of
the online service and support (the “Service”) that allow schools, school districts, and related persons or
entities (“you,” “your” or “Customer”) and any authorized (i) educator or other personnel accessing the
Service on behalf of Customer in an authorized classroom (“Educators”), or (ii) parents or guardians of
students viewing certain family resources (“Parents”) (Educators and Parents, collectively, “Authorized
Users”) to access Second Step Elementary, Second Step Middle School, and Second Step High School
(together, also referred to as “Second Step K-12”) digital lessons, videos, supplemental and related
activities, professional learning, an administrative dashboard, and other resources, as further specified
hereunder (collectively, the “Curriculum”) and your use and the use by Authorized Users of the Curriculum
provided by Committee for Children (“Committee for Children,” “CFC,” “we,” or “us”).
PLEASE READ THIS AGREEMENT CAREFULLY. IT CONTAINS IMPORTANT TERMS THAT AFFECT YOU AND
YOUR USE AND USE BY AUTHORIZED USERS OF THE SERVICE AND THE CURRICULUM. BY ACCESSING OR
USING THE SERVICE OR USING THE CURRICULUM AND BY PERMITTING AUTHORIZED USERS TO DO SO, YOU
AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND OUR DATA PROCESSING ADDENDUM AND
OUR TERMS OF USE, BOTH OF WHICH ARE INCORPORATED BY THIS REFERENCE. IF YOU DO NOT AGREE TO
THE TERMS OF THIS AGREEMENT AND/OR OUR DATA PROCESSING ADDENDUM AND/OR OUR TERMS OF
USE, YOU WILL NOT BE PERMITTED TO ACCESS OR USE THE SERVICE OR THE CURRICULUM. In the event of
any conflict between the terms of this Agreement and the Terms of Use, the terms in this Agreement shall
prevail. The Data Processing Addendum is Exhibit A to this Agreement. CFC reserves the right to modify this
Agreement in its sole discretion, at any time, and will provide notice of such changes by sending you an
email, by providing notice through the Services, or by updating the “Last Updated” date at the top of these
terms.
Your continued use of the Services indicates your agreement to be bound by any and all subsequent
modifications. If you are licensing the Services on behalf of another party, you are responsible for ensuring
that such party’s access and use of the Services complies with the terms of this Agreement.
1. Consent to Electronic Communications; Eligibility. CFC may be required by law to send communications
to you that pertain to the Service or the Curriculum and your use thereof. You consent to receive these
communications electronically (e.g., via email, through the CFC websites, or via the Service) in accordance
with our Privacy Policy.
You must be at least 18 years of age to access or use the Service or the Curriculum. By using the Service or
the Curriculum, you represent and warrant that you (a) are 18 years of age or older; (b) have not been
previously suspended or removed from the Service or engaged in any activity that could result in
suspension or removal from the Service; (c) have the full power and authority to enter into this Agreement
and in so doing will not violate any other agreement to which you are a party; (d) are not barred from
receiving or using the Service or the Curriculum under the laws of the United States or any other applicable
jurisdiction; and (e) to the extent that you make available the Service or the Curriculum to an Authorized
User, you will ensure that each Authorized User meets the above eligibility requirements, as applicable, and
acts in accordance with this Agreement, including the Terms of Use, and you will be responsible for the acts
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and omissions of each Authorized User under this Agreement. You further represent and warrant that you
are authorized to agree to the terms of this Agreement and our Terms of Use on behalf of any and all
Authorized Users. If you are accessing or using the Service or the Curriculum on behalf of another person or
entity, you represent that you are authorized to accept this Agreement and our Terms of Use on that
person or entity’s behalf and that the person or entity agrees to be responsible to us if you or the other
person or entity violates this Agreement or our Terms of Use.
2. Scope of License to the Service.
2.1. License to Service and Curriculum. Subject to the terms and conditions of this Agreement, CFC
grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license during your
Subscription to (a) access and use the Service and the Curriculum and any associated documentation
and information provided by CFC online via CFC’s website(s) or, in the case of downloadable portions of
the Curriculum, via a hosted, password protected platform owned and controlled by you and used to
deliver such portions of the Curriculum to Educators, (b) display and perform the Service and the
Curriculum, (c) download, use, copy and distribute the downloadable portions of the Curriculum and
permit Educators to download, copy and use the same; all of the foregoing solely for your own or an
Educator’s internal, noncommercial use and solely for purposes of real-time, synchronous, classroom
instruction (in-person or remote over a secure, locked, password-protected service), and (d) invite
Parents to use a proprietary activation key to access certain family resources regarding the Service and
Curriculum solely for family review and engagement. Any CFC updates or upgrades to the Service or
Curriculum, including any updates or upgrades that supplement or replace the original Service or
Curriculum shall also be governed by this Agreement unless separate license terms accompany such
updates or upgrades, in which case such separate terms will govern in the event of a conflict between
such separate terms and this Agreement or as otherwise provided in such separate terms. We reserve
the right, but shall have no obligation, in our sole discretion, to modify, update, upgrade or otherwise
make changes, modifications, alterations, additions to or deletions from the Service and the Curriculum
and to change, modify, alter, add to, or eliminate features, functionality or components from the
Service or Curriculum at any time without notice and without obligation or liability to you.
2.2. Rights to Customer Data. You agree that, in order to provide the Service and the Curriculum, CFC
may process, transfer, use, store, transmit, display, and modify the data provided to CFC on behalf of
Customer, including data that relates to you and your Authorized Users (“Customer Data”). To the
extent that CFC processes Personal Data (as defined in the Data Processing Addendum attached hereto
as Exhibit A) contained within Customer Data in connection with this Agreement, it will be subject to
the Data Processing Addendum. As between you and CFC, you retain all right, title and interest in and
to Customer Data. You also acknowledge and agree that, where not prohibited by applicable law, CFC
may deidentify and aggregate technical, usage, and other data about you and your Authorized Users’
use of the Service and the Curriculum (“Aggregated Data”). CFC may use the Aggregated Data to
analyze, improve, support and operate the Service and the Curriculum and otherwise for any business
purpose, during and after the term of this Agreement. For clarity, Aggregated Data excludes any
Personal Data (as defined in the Data Processing Addendum attached hereto as Exhibit A) and will not
identify any Authorized User, your school, or district. Aggregated Data will not be considered Customer
Data. For clarification, the Service does not require the collection or processing of student data, and
you agree not to provide or submit any student data to CFC (unless otherwise agreed to in writing).
3. License Restrictions. The rights granted in Section 2.1 of this Agreement constitute the entirety of your
rights with respect to the Service and the Curriculum and CFC reserves all rights in and to the Service and
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the Curriculum not expressly granted to you in this Agreement. The license granted to you in Section 2.1 is
for internal purposes only and does not allow you or any Authorized User to do any of the following: (a)
except as specifically provided in Section 2.1, permit or authorize any third party (other than an Authorized
User) to access or use the Service; (b) use the Service or Curriculum on any device you do not own or
control, except with respect to Parents that are invited to view family resources; (c) reverse engineer,
decompile, disassemble or attempt to discover any source code or trade secrets related to the Service or
any proprietary materials of CFC; (d) modify, alter or create any derivative works of the Service or the
Curriculum; (e) remove, alter or obscure any copyright, trademark or other proprietary rights notice on or
in the Service or the Curriculum; (f) use or incorporate your trademark(s) or other proprietary notice(s) or
any third party trademark(s) or other proprietary notice(s) on, in or in connection with the Service or the
Curriculum or to suggest or imply any association between you or any third party and CFC or the Service or
the Curriculum; (g) work around any technical limitations in the Service; (h) combine, integrate into or with,
or otherwise connect for any purpose the Service or the Curriculum with your goods or services or any
third-party goods or services (other than rostering Educators or the hosting of the Service on an authorized
school district or school platform used to deliver the Service and the Curriculum to Authorized Users)
without CFC’s written consent or (i) use the Service or the Curriculum for purposes other than those for
which it was designed or permitted under this Agreement, including, but not limited to, for purposes of
downloading or distributing the Curriculum or any other content made available via the Service (except as
provided in Section 2.1). Unless stated in this Agreement or otherwise by CFC, nothing in this Agreement
shall be construed as conferring any right or license to intellectual property rights, whether by estoppel,
implication, statute or otherwise. If you or any Authorized User breach any of these restrictions, you may
be subject to prosecution and damages. The license granted in Section 2.1 is revocable at any time.
4. Ownership of the Service and the Curriculum. The Service and the Curriculum are licensed, not sold,
subject to the terms of this Agreement. The Service and the Curriculum are valuable property of CFC and
our licensors and are protected by copyright and other intellectual property laws and treaties. CFC, and our
licensors, own all right, title, and interest in and to the Service and the Curriculum, including all copyright
and other intellectual property rights therein, and no ownership or equivalent rights shall be transferred
hereunder.
5. Payment Terms.
5.1 Subscriptions. We offer different subscription plans for access and use of the Service and the
Curriculum (each, a ”Subscription”), on an annual or other periodic basis, all as specified on the Service
site.
WHEN YOU REGISTER FOR A SUBSCRIPTION, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT (A) CFC
(OR OUR THIRD PARTY PAYMENT PROCESSOR) IS AUTHORIZED TO CHARGE YOU IN FULL OR ON A
PERIODIC BASIS (AS SELECTED BY YOU VIA THE SERVICE) FOR YOUR SUBSCRIPTION (IN ADDITION TO
ANY APPLICABLE TAXES AND OTHER CHARGES) IN ADVANCE; AND (B) YOUR SUBSCRIPTION WILL
CONTINUE THROUGH THE APPLICABLE SUBSCRIPTION TERM UNLESS WE SUSPEND OR STOP PROVIDING
ACCESS TO THE SERVICE IN ACCORDANCE WITH THIS AGREEMENT.
5.2 Cancellation Policy. YOU MAY CANCEL YOUR SUBSCRIPTION AT ANY TIME BY CALLING COMMITTEE
FOR CHILDREN AT THE NUMBER INDICATED ON OUR CONTACT US PAGE. IF YOU CANCEL YOUR
SUBSCRIPTION WITHIN NINETY (90) DAYS OF PURCHASE, YOU WILL RECEIVE A FULL REFUND.
COMMITTEE FOR CHILDREN HAS NO OBLIGATION TO REFUND ANY AMOUNTS FOR SUBSCRIPTIONS
CANCELLED MORE THAN NINETY (90) DAYS AFTER PURCHASE.
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5.3 Free or Promotional Trials. From time to time, to the extent legally permitted, we may offer free or
reduced rate promotional trials of certain Subscriptions for specified periods of time without payment
or for a reduced promotional price. If we offer you a free or promotional trial, the specific terms of your
trial will be provided in the marketing materials describing the particular trial, during the registration
process on SecondStep.org, or when the code for the trial is entered on SecondStep.org.
ONCE YOUR FREE OR REDUCED-RATE PROMOTIONAL TRIAL ENDS, YOUR ACCESS TO AND RIGHT TO USE
FOR ALL PURPOSES THE SERVICE AND THE CURRICULUM WILL AUTOMATICALLY END, WITHOUT NOTICE
FROM US. AT SUCH TIME (OR AT ANYTIME BEFORE THE END OF YOUR FREE OR REDUCED RATE
PROMOTIONAL TRIAL), YOU HAVE THE OPTION TO PURCHASE A SUBSCRIPTION THROUGH THE
PROCESS DESCRIBED IN THIS AGREEMENT. WE RESERVE THE RIGHT TO MODIFY OR TERMINATE FREE
OR REDUCED-RATE PROMOTIONAL TRIALS AT ANY TIME, WITHOUT NOTICE, AND IN OUR SOLE
DISCRETION.
5.4 Payment and Billing Information. By providing a payment method that we accept, you represent
and warrant that you are authorized to use the designated payment method and that you permit us (or
our third-party payment processor) to charge your payment method for the total amount of your
Subscription or other purchase (including any applicable taxes and other charges). If the payment
method cannot be verified, is invalid or is otherwise not acceptable, your order may be suspended or
cancelled. You must resolve any problem we encounter in order to proceed with your order. In the
event you want to change or update payment information associated with your account, you can do so
by calling, emailing or otherwise contacting us to adjust or edit your payment information. You
acknowledge that the amount billed may vary due to promotional offers, changes to your Subscription
or changes in applicable taxes or other charges, and you authorize us (or our third-party payment
processor) to charge your payment method for the corresponding amount.
5.5 Pricing and Availability. All prices are shown in US dollars and applicable taxes and other charges, if
any, are additional. We reserve the right to adjust prices as we may determine in our sole discretion, at
any time and without notice; provided, however, that if we change the amounts or other charges
associated with your Subscription, we will provide advance notice of such changes. We will not,
however, be required to notify you of changes in any applicable taxes. All of our Service, Curriculum
and Subscriptions are subject to availability, and we reserve the right to impose quantity limits on any
order, to reject all or part of an order, or to discontinue offering certain Service, Curriculum or
Subscriptions without prior notice, even if you have already placed an order.
5.6 Taxes. You are responsible for any sales, duty or other governmental taxes or fees due with respect
to your purchase of a Subscription. We will collect applicable sales tax if we determine that we have a
duty to collect sales tax. We will present any taxes that we are required to collect on your invoice, but
note that actual taxes charged may be adjusted from the amount shown on the invoice. Several factors
may cause this, such as variances between processor programs and changes in tax rates.
6. Customer Privacy Obligations. You represent and warrant that: (a) that you have sufficient rights in
Customer Data to grant the rights granted to CFC in Section 2.2; (b) all Customer Data provided in
connection with the Service and the Curriculum is and will remain accurate and complete, and you will
maintain and update such data as needed; (c) all Customer Data has been collected in accordance with
Applicable Law (as defined in the Data Processing Addendum) including the provision of any required notice
and the collection of any required consents necessary for CFC’s provision of the Service and the Curriculum;
and (d) CFC’s use of Customer Data in accordance with this Agreement and on your instructions will not
cause CFC to violate any Applicable Law.
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7. Feedback. You may provide CFC with comments, suggestions, observations, information, and other
feedback regarding the performance, features, and functionality of the Service, including in response to any
surveys or questions posed by CFC or its authorized representatives (collectively, “Feedback”). To the
extent you voluntarily provide Feedback, you understand and agree that the Service-related and
Curriculum-related data and information obtained or collected by CFC in connection with such access will
be non-confidential and part of any Feedback you provide under this Agreement. CFC will own exclusive
rights, including, without limitation, all intellectual property rights, in and to all Feedback and any resulting
upgrades, updates, modifications, alterations, additions or changes to the Service or the Curriculum based
on the Feedback, and will be entitled to the unrestricted use and dissemination of Feedback for any
purpose, commercial or otherwise, without acknowledgment or compensation to you.
8. Support Resources. CFC may provide certain support or maintenance resources for the Service and/or
the Curriculum during your Subscription. If you have any questions regarding the Service or the Curriculum,
please contact CFC at 800-634-4449 or support@cfchildren.org.
9. No Warranty. IN ADDITION TO THE WARRANTY DISCLAIMERS IN OUR TERMS OF USE, YOU
ACKNOWLEDGE AND AGREE THAT (A) THE SERVICE OR THE CURRICULUM MAY CONTAIN BUGS, ERRORS,
AND DEFECTS; (B) ACCESS AND USE OF THE SERVICE AND THE CURRICULUM IS AT YOUR SOLE RISK; (C) THE
ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU; AND
(D) YOU SHALL HAVE NO CLAIM AGAINST CFC OR RIGHT TO ANY REFUND FOR ANY UPDATE, UPGRADE,
MODIFICATION, ALTERATION, CHANGE, ADDITION TO OR DELETION FROM THE SERVICE OR THE
CURRICULUM OR WITH RESPECT TO ANY FEATURE, FUNCTIONALITY OR COMPONENT OF THE SERVICE OR
THE CURRICULUM. CFC SHALL HAVE NO LIABILITY OF ANY KIND FOR THE USE OF, OR INABILITY TO USE, THE
SERVICE OR THE CURRICULUM OR FOR ANY LOSS OF DATA. CFC DOES NOT REPRESENT OR WARRANT THAT
THE SERVICE OR THE CURRICULUM WILL BE DELIVERED FREE OF ANY INTERRUPTIONS, DELAYS, OMISSIONS
OR ERRORS (COLLECTIVELY, “FAULTS”) OR IN A SECURE MANNER OR THAT ANY FAULTS WILL BE
CORRECTED. NO ORAL OR WRITTEN INFORMATION, STATEMENT, REPRESENTATION OR ADVICE GIVEN BY
CFC OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE ANY WARRANTY.
THE LAWS OF SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES.
TO THE EXTENT THOSE LAWS APPLY, THE EXCLUSIONS ABOVE AND IN OUR TERMS OF USE MAY NOT APPLY
TO YOU.
10. Limitation of Liability. IN ADDITION TO THE LIMITATIONS OF LIABILITY IN OUR TERMS OF USE, TO THE
FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CFC OR ANY OF THE OTHER CFC
PARTIES (AS DEFINED IN OUR TERMS OF USE) BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL,
CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND ARISING OUT OF OR IN ANY WAY
RELATED TO YOUR ACCESS OR USE OR THE ACCESS OR USE BY ANY AUTHORIZED USER OF THE SERVICE OR
THE CURRICULUM (INCLUDING, BUT NOT LIMITED TO, ANY DAMAGES CAUSED BY OR RESULTING FROM
YOUR RELIANCE OR THE RELIANCE BY AUTHORIZED USERS ON ANY INFORMATION OBTAINED FROM CFC,
OR FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETIONS OF FILES OR EMAILS, ERRORS, DEFECTS,
BUGS, VIRUSES, TROJAN HORSES, DELAYS IN OPERATION OR TRANSMISSION, FAULTS, OR ANY FAILURE OF
PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT,
DESTRUCTION OR UNAUTHORIZED ACCESS TO CFC’S RECORDS, PROGRAMS OR SYSTEMS), AND EVEN IF CFC
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE MAXIMUM
CUMULATIVE LIABILITY OF EITHER PARTY (OR ITS AFFILIATES, AS APPROPRIATE) FOR ANY AND ALL CLAIMS
ARISING UNDER OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION, EXCEED IN THE
AGGREGATE, THE FEES PAID OR PAYABLE BY CUSTOMER TO CFC DURING THE TERM OF THE AGREEMENT.
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ALL LIMITATIONS OF LIABILITY UNDER SECTION 10 WILL APPLY EVEN IF THE REMEDIES OTHERWISE
PROVIDED UNDER THIS AGREEMENT, AT LAW OR IN EQUITY, FAIL OF THEIR ESSENTIAL PURPOSE, AND
REGARDLESS OF THE FORM OR CAUSE OF ACTION OR THE ALLEGED BASIS OF THE CLAIM.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR
CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU.
11. [Intentionally omitted]
12. Term and Termination; Survival. The license granted under Section 2 shall be in effect from the date
you first access the Service until the end of your Subscription. Either party may terminate this Agreement at
any time, with or without cause, by providing written notice (email is sufficient) of termination to the other
party. Upon such termination, the license granted under Section 2.1 will automatically terminate and you
must promptly: (a) cease accessing and using the Service and any information related to the Service; and
(b) destroy all information related to the Service in your possession or control. The following sections of this
Agreement will survive any termination or expiration of this Agreement: Sections 1, 2.2, 3–15 and Exhibit A,
Data Processing Addendum.
13. Severability. If any term, clause, or provision of this Agreement is held invalid or unenforceable, then
that term, clause, or provision will be severable from this Agreement and will not affect the validity or
enforceability of any remaining part of that term, clause, or provision, or any other term, clause, or
provision of this Agreement.
14. Miscellaneous. This Agreement (including the Data Processing Addendum), together with CFC’s Terms
of Use and Privacy Policy (as applicable), constitute the entire agreement between CFC and you regarding
your Subscription and use of the Service and the Curriculum. To the extent mandated by the law of the
state, province or country in which Customer is located (“Local Law”), the Local Law shall govern without
reference to choice of law principles and venue shall be the appropriate state or federal courts mandated
by Local Law. OTHERWISE, THIS AGREEMENT IS GOVERNED BY THE LAWS OF THE STATE OF WASHINGTON,
USA, WITHOUT REFERENCE TO ITS CHOICE OF LAW PRINCIPLES, AND THE PARTIES HEREBY IRREVOCABLY
CONSENT TO THE JURISDICTION OF THE STATE AND FEDERAL COURTS LOCATED IN KING COUNTY,
WASHINGTON, USA.
15. Contact. If you have any questions or concerns regarding the Service or this Agreement, please contact
CFC by email at support@cfchildren.org or by mail or phone at:
Committee for Children
1085 Andover Park East
Tukwila, WA 98188
800-634-4449
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Exhibit A to Second Step® K-12 Digital Subscription License Agreement
DATA PROCESSING ADDENDUM
Last Updated: March 2024
Applies if first use is on or after March 28, 2024
This Data Processing Addendum (“Addendum”) supplements the Second Step® K-12 Digital Subscription License
Agreement (the “Agreement”), between You (“Customer”) and Committee for Children (“CFC”), is effective as of the
date You begin to implement use of the Services and Curriculum as defined in the Agreement (the “Effective Date”),
and is hereby incorporated by reference into the Agreement. All capitalized terms not otherwise defined in this
Addendum will have the meaning given to them in the Agreement. In the event of any inconsistency or conflict between
this Addendum and the Agreement, this Addendum will govern. Customer and CFC agree as follows:
1. Personal Information. In connection with providing the Service and the Curriculum under the Agreement, CFC will
be Processing Personal Information on behalf of Customer. “Personal Information” means information that relates,
directly or indirectly, to an identified or identifiable person (a “Data Subject”), which may include names, email
addresses, postal addresses, or online identifiers, that Customer provides or submits in connection with the
Agreement. For the avoidance of doubt “Personal Information” includes all information that falls under the
definition of “Personally Identifiable Information” as that term is defined in the Family Educational Rights and
Privacy Act and its implementing regulations, 20 U.S.C. §1232, 34 C.F.R. Part 99 (“FERPA”). As between Customer
and CFC, all Personal Information is the sole and exclusive property of Customer.
2. CFC and Customer Responsibilities. The parties acknowledge and agree that: (a) CFC is a processor and/or service
provider, as applicable, with respect to Personal Information under Applicable Law (defined below); (b) Customer
is a controller and/or business with respect to Personal Information under Applicable Law; and (c) each party will
comply with the obligations applicable to it under Applicable Law with respect to the Processing of Personal
Information.
3. CFC Responsibilities. “Process” or “Processing” means any operation or set of operations which is performed on
Personal Information, whether or not by automated means, such as the access, collection, use, storage, disclosure,
dissemination, combination, recording, organization, structuring, adaption, alteration, copying, transfer, retrieval,
consultation, disposal, restriction, erasure and/or destruction of Personal Information. As a part of providing the
Curriculum and the Service under the Agreement, CFC will:
(a) Process Personal Information solely in accordance with Customer’s documented instructions, including as
contained within the Agreement and as necessary to provide the Curriculum and the Service. Without limiting the
foregoing, CFC will not: (i) collect, retain, use, or disclose Personal Information for any purpose other than as
necessary for the specific purpose of performing the Service and providing the Curriculum, or as described in the
Agreement, including use of the Personal Information for a commercial purpose other than providing the Service
and the Curriculum; and (ii) sell the Personal Information;
(b) Process Personal Information in accordance with laws, rules, and regulations that apply to CFC’s provision of
the Service and the Curriculum under the Agreement, including, as applicable, the California Consumer Privacy Act
(“CCPA”), FERPA, the Children’s Internet Protection Act, Pub. L. 106-554 (the “CIPA”), the Protection of Pupil Rights
Amendment Act, 20 U.S.C. §1232h, 34 C.F.R. Part 98 (the “PPRA”), and Washington’s Public Records Act (the “PRA”),
Chapter 42.56 RCW (collectively, “Applicable Law”);
(c) not disclose Personal Information to any third party without first, except to the extent prohibited by Applicable
Law, (i) notifying Customer of the anticipated disclosure (so as to provide Customer the opportunity to oppose the
disclosure and obtain a protective order or seek other relief); (ii) obtaining Customer’s prior consent to the
disclosure; or (iii) imposing contractual obligations on the third party recipient that are at least reasonably
equivalent to those obligations imposed on CFC under this Addendum;
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(d) amend, correct, or erase Personal Information at Customer’s reasonable written request and provide a means
for Customer to update and make accurate Personal Information Processed by CFC;
(e) notify Customer of any third party request (by a Data Subject or otherwise) to (i) restrict the Processing of
Personal Information; (ii) port Personal Information to a third party; or (iii) access, rectify, or erase Personal
Information. CFC will use commercially reasonable efforts to assist Customer, at Customer’s reasonable written
request and expense, in complying with Customer’s obligations to respond to requests and complaints directed to
Customer with respect to Personal Information Processed by CFC;
(f) ensure that CFC personnel Processing Personal Information are subject to obligations of confidentiality; and
(g) keep Personal Information logically distinct from other information of CFC or its personnel, suppliers,
customers or other third parties.
CFC will use commercially reasonable efforts to inform Customer if CFC becomes aware or reasonably suspects that
Customer’s instructions regarding the Processing of Personal Information may breach any Applicable Law.
4. CFC’s Processing of Education Records. In the event that the Service involves CFC’s Processing of Personal
Information contained within Education Records (as defined within FERPA), CFC agrees that in performing its
obligations under this Addendum, (1) CFC is acting as a "School Official," as that term is used in FERPA, by providing,
developing, or evaluating educational products or services to Customer and Customer's students as described in
the Agreement. Without limiting the generality of the foregoing, CFC will comply with applicable obligations related
to education records and Personal Information, and will use the educational records and Personal Information of
Customer’s students only to the extent necessary to fulfill the specific purpose of this Addendum and the
Agreement. CFC is under the direct control of Customer with respect to the use and maintenance of education
records including, but not limited to, 34 C.F.R. §99.33, when using and re-disclosing Personal Information. CFC shall
at all times reasonably comply with relevant policies or procedures of Customer relating to FERPA, privacy, minors,
the protection of data, and the like, to the extent that such policies or procedures are not inconsistent with this
Addendum, including, but not limited to, Customer's privacy statements.
(a) Production of Education Records. During the Term, CFC shall after its receipt of a written request from Customer,
produce to Customer any data, whether electronic or hard copy, that is in the possession of CFC and that constitutes
an education record of a student of Customer. CFC shall not be required to comply with the foregoing if the
requested record(s) is/are also in the possession of Customer.
(b) Return of Education Records. Unless CFC obtains Customer’s written consent to the contrary, then reasonably
promptly after the expiration of the Term or sooner termination of the Agreement, CFC shall return to Customer all
data in its possession, whether electronic or hard copy, that contains or constitutes an education record of a student
of Customer. CFC shall not be required to comply with the foregoing if CFC has no such data; or (b) the Customer
already has access to such data and that such access shall continue indefinitely.
(c) Destruction of Education Records. During the Term, CFC shall not destroy any record that constitutes or contains
Personal Information or an education record. After the expiration or sooner termination of the Agreement, CFC
shall not destroy any record that constitutes or contains Personal Information or an education record of a student
of Customer under FERPA without providing advance written notice to Customer.
(d) Retention of Education Records. After the expiration or sooner termination of the Agreement, CFC may retain data
obtained as a result of this Addendum and the Agreement to the extent required to comply with applicable law or
CFC’s recordkeeping policies, or such data that is fully “de-identified,” which, for the purpose of this Addendum,
means that it has been stripped of all direct and indirect student identifiers and does not constitute “Personally
Identifiable Information” under FERPA.
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5. Subcontractors. CFC will not engage another processor to process Customer’s Personal Information without
authorization from Customer, which Customer hereby provides. Customer hereby provides its general written
authorization for CFC’s use of subcontractors to Process Personal Information on behalf of Customer.
6. Security Safeguards. CFC will use commercially reasonable efforts to implement and maintain appropriate technical
and organizational measures consistent with industry standards to protect and ensure the confidentiality, integrity,
and availability of Personal Information.
7. Security Breach. If CFC becomes aware of any actual Security Breach (defined below), CFC will take commercially
reasonable efforts to, without undue delay: (a) notify Customer of the Security Breach and any third-party legal
processes relating to the Security Breach; and (b) help Customer investigate, remediate, and take any action
required under Applicable Law regarding the Security Breach. “Security Breach” means any unauthorized
acquisition of data that compromises the security, confidentiality, or integrity of Personal Information under CFC’s
possession or control. The obligations in this Section do not apply to incidents that are caused by Customer or
Customer’s personnel or Authorized Users.
8. Return or Destruction of Personal Information. Upon written request by Customer or when CFC no longer is
required to Process Personal Information to fulfill its obligations under the Agreement, CFC will use commercially
reasonable efforts to (a) cease all use of Personal Information; and (b) return all Personal Information to Customer
or, at Customer’s option, destroy all Personal Information and all copies thereof, except to the extent that CFC is
required under Applicable Law to keep a copy of Personal Information for a specified period of time.
9. Disclaimer. CFC makes no representation or warranty that this addendum is legally sufficient to meet Customer’s
needs under applicable law, including the CCPA, FERPA, CIPA, PPRA and PRA. CFC expressly disclaims all
representations or warranties, whether express, implied, statutory, through a course of dealing, or otherwise that
this addendum will comply with or satisfy any of Customer’s obligations under applicable law. Customer fully
understands that it is solely responsible for complying with all of its obligations imposed by applicable law. The
parties agree that there will be no presumption that any ambiguities in this addendum will be construed or
interpreted against the drafter.
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Exhibit D: Second Step Workshop
Second Step® Supplemental Workshop Terms and Policies
Last Updated: March 2025
Applies if first use is on or after March 21, 2025
Committee for Children (“CFC”) makes available a variety of workshop, training, and related services for
additional fees (each, a “Workshop”) to assist Customers with the use of CFC’s Services and Curriculum
(which may include certain kit and Online Materials, as applicable). Any Workshop purchase by Customer
will be subject to CFC’s then current license agreement available at https://www.secondstep.org/license-
agreements (the “License Terms”) and the following Workshop terms and policies (the “Workshop
Terms”). Any terms not expressly defined below have the same meanings as in the License Terms.
1. Workshop Overview.
1.1 Remote Workshops. Workshops designated as “Remote Workshops” are live educational events of
approximately ninety (90) minutes in length that are offered remotely (via CFC-led cloud-based
conferencing platforms) and at times specified by CFC. Remote Workshops are sold on an individual basis.
Participation in each Remote Workshop is limited to thirty (30) of Customer’s Authorized Users (which may
include Licensees and their users, as applicable) (“Authorized Users”), which must be registered in advance.
1.2 On-Site Workshops. Workshops designated as “On-Site Workshops” are in-person educational events
held at Customer’s facilities. On-Site Workshops are sold on a half day basis (four (4) hours). Times,
locations and topics for On-Site Workshop events will be mutually agreed upon by Customer and CFC
following purchase. Participation in each On-Site Workshop is limited to Customer’s Authorized Users, but
the number of participants is solely up to Customer. Customer is responsible for providing an adequately
sized meeting location to accommodate its participants and the Workshop instructors.
1.3 General. Participants shall have access to the Workshop scheduled to take place during the Term
(defined below) specified in any ordering document that references these Workshop Terms. Either party
may reschedule a Workshop once upon thirty (30) days’ advance written notice (email to suffice). Customer
is responsible for supplying equipment and technical resources appropriate to accommodate its
participants in the Workshop. In no event will either party be liable for the other party’s costs or expenses
associated with a rescheduling. Upon completion of a Workshop, CFC may, where appropriate, provide
Customer and/or its Authorized Users with an optional feedback survey. Workshops may not be recorded.
2. Workshop Materials. The Workshop and related materials (“Materials”) provided to Customers are the
property of CFC, and CFC grants Customer a non-transferable, non-sublicensable license to use the
Materials internally in connection with its use of Services and Curriculum as further set forth in the License
Terms. For the avoidance of doubt, Customer will not (and will not allow any Authorized User or third party
to): (a) provide access to or sublicense the Materials to a third party; (b) modify, alter or create any
derivative works of the Materials or deliver workshops and/or trainings to any third party; or (c) remove,
alter or obscure any copyright, trademark or other proprietary rights notice on or in the Materials.
3. Fees and Expenses. Customer agrees to pay the applicable fees specified in any ordering document that
references these Workshop Terms. Upon completion of the Workshop, any advance payment by Customer
will be credited against the last invoice. CFC is not obliged to incorporate any Customer-specific features or
other customizations into the Material, and such requests shall be invoiced separately. All payments are
non-refundable and payment obligations non-cancellable.
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4. Term and Expiration. Access to a Workshop expires at the end of the Workshop date agreed upon by the
parties (and which may be specified on the applicable ordering document), except in the event that the
Workshop date is rescheduled, such rescheduled Workshop date shall not occur later than twelve (12)
months after the initially scheduled Workshop date (the “Term”). CFC may terminate any Workshop or
refuse the attendance of Authorized Users, in which case Customer will receive notice and may be entitled
to a refund of the sums paid to CFC in connection with the affected Workshop.
5. Miscellaneous. Subscriptions for access and use of the Service and Curriculum are not provided with
Workshop purchases. In addition to any limitations on liability and disclaimers in the License Terms,
Customer acknowledges and agrees that, to the maximum extent permitted by applicable law, the
Workshop and Materials are provided “AS IS” without warranty of any kind. These Workshop Terms will
govern in the event of a conflict with the License Terms, but only with respect to its subject matter. Neither
party will be liable or responsible for any failure to perform, delay, or inadequate performance to the
extent caused by a condition (for example, natural disaster, act of God, war or terrorism, riot, labor
condition, governmental action, and internet disturbance) that was beyond the party’s reasonable control.
6. Non-Solicitation. Neither party shall knowingly solicit or hire the other party’s employees or contractors
involved in a Workshop for a period of one (1) year from the termination of the applicable Term, without
the express written consent of the other party. This provision shall not restrict the right of either party to
solicit or recruit generally in the media.
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