Last Revised: May 2023
These End User Terms of Use (“Terms of Use”) govern your use of the following Courses which are all publications of CPM Educational Program, a California nonprofit corporation (“Licensor” or “CPM”):
© 1999-2023. All Rights Reserved. (“Course(s)”), including all software, digital curriculum, digital components, eBooks, and other materials made accessible to you by Licensor as part of the Course(s) and all illustrations or images set forth therein (collectively, the “Content”). Your use of the Content is being provided pursuant to the terms and conditions set forth in the Purchase Agreement Terms and Conditions (“Purchase Agreement”) or any other negotiated license agreement (“License Agreement”) between CPM and you, your school or other person or entity who owns or otherwise lawfully controls the license providing you access to the Content (“Licensee”). “We,” “us,” “our” and similar pronouns refer to CPM, its affiliates, employees, consultants and distribution partners, as appropriate.
BY ACCESSING THE CONTENT OR BY CLICKING TO ACCEPT OR AGREE TO THE TERMS OF USE WHEN THIS OPTION IS MADE AVAILABLE TO YOU, YOU: (i) REPRESENT THAT YOU ARE DULY AUTHORIZED BY LICENSEE TO ACCESS AND USE THE CONTENT; (ii) AGREE TO BE BOUND AND ABIDE BY CPM’S WEBSITE TERMS OF USE AND PRIVACY POLICY; AND (iii) ACCEPT THESE END USER TERMS OF USE AND AGREE THAT YOU ARE LEGALLY BOUND BY THEM. IF YOU DO NOT AGREE TO THESE TERMS, YOU WILL HAVE NO LICENSE TO, AND MUST NOT ACCESS OR USE, THE CONTENT.
Please review these Terms of Use carefully. If you do not understand any provision of these Terms of Use, we strongly recommend you consult legal counsel because you are entering into a binding legal contract. CPM is the owner or licensee of all rights in the Content, including its trademark, content, software, services, and intellectual property. The Content is an Internet-based and server-based source of information for use by registered teachers, students, parents, tutors and related parties (each an “End User” and collectively “End Users”) who have been supplied usernames and passwords pursuant to a Purchase Agreement. An End User’s use of any of the Content is limited in important ways.
For users who are under 13 years old (or who are considered minors in their jurisdiction), the user’s parent or legal guardian (“Parent”), school or school district is responsible for accepting and complying with these Terms of Use. The Parent or school/district is also responsible for knowing such user’s unique username and password and shall ensure the Content is being used appropriately. CPM’s Privacy Policy describes the type of information that may be collected from users, and for users under 13 years old (or who are considered minors in their jurisdiction) the Parent or school/district is responsible for reviewing and understanding the Privacy Policy and Website Terms of Use, and for providing consent for such users to use the Content and CPM’s website.
Subject to your strict compliance with these Terms of Use, Licensor hereby grants you a non-exclusive, non-transferable, revocable, limited license to access or use the Content for non-commercial educational instruction purposes (“License”) solely in accordance with the following conditions:
The foregoing License will terminate immediately on the earliest to occur of:
You shall not, directly or indirectly:
You acknowledge that the Content is provided under license, and not sold, to you. You do not acquire ownership interest in the Content under these Terms of Use, or any other rights to the Content other than to use the Content in accordance with the License granted under these Terms of Use, subject to all terms, conditions and restrictions. The Content is protected by copyright and is the property of CPM or its licensors. Licensor reserves and shall retain its entire right, title and interest in and to the Content and all intellectual property rights arising out of or relating to the Content, subject to the License expressly granted to Licensee in the Purchase Agreement and to End Users in these Terms of Use. You shall use commercially reasonable efforts to safeguard all Content (including all copies thereof) from infringement, misappropriation, theft, misuse or unauthorized access.
Any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by you or any other party relating to the Content becomes our intellectual property upon receipt by us.
Any approved or permitted reproduction, including a printed or an electronic image, generated from any Content must include all copyright notices contained thereon and/or applicable thereto as noted in the Content.
YOUR USE OF THE CONTENT IS AT YOUR OWN RISK. THE CONTENT IS LICENSED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY OF ANY NATURE. LICENSOR EXCLUDES AND EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES OF ANY KIND, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE, OR ACCURACY OR COMPLETENESS. IN NO EVENT WILL LICENSOR OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, BE LIABLE TO YOU FOR ANY USE, INTERRUPTION, DELAY OR INABILITY TO USE THE CONTENT. YOU ARE PROVIDED THE CONTENT PURSUANT TO THE PURCHASE AGREEMENT BETWEEN LICENSOR AND LICENSEE, SOLELY FOR THE BENEFIT OF LICENSEE AND AT LICENSEE’S DISCRETION. YOU ACKNOWLEDGE THAT YOU HAVE NO RIGHTS UNDER THAT AGREEMENT INCLUDING ANY RIGHTS TO ENFORCE ANY OF ITS TERMS. ANY OBLIGATION OR LIABILITY LICENSOR OR ITS AFFILIATES, OR ANY OF ITS OR THEIR LICENSORS OR SERVICE PROVIDERS, MAY HAVE WITH RESPECT TO YOUR USE OR INABILITY TO USE THE CONTENT SHALL BE SOLELY TO LICENSEE PURSUANT TO THE PURCHASE AGREEMENT AND SUBJECT TO ALL LIMITATIONS OF LIABILITY SET FORTH THEREIN. THE TERMS OF THIS DISCLAIMER OF WARRANTIES SHALL SURVIVE THE TERMINATION OF THIS TERMS OF USE FOR ANY REASON.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
IN NO EVENT WILL CPM, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS OR USE, OR INABILITY TO ACCESS OR USE, THE CONTENT, ANY WEBSITES OR TOOLS LINKED TO IT, ANY CONTENT ON THE WEBSITE OR TOOLS LINKED TO IT, OR ANY OTHER MATERIALS OBTAINED THROUGH THE CONTENT, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
You agree to defend, indemnify and hold harmless CPM, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Content.
The terms and conditions of the Purchase Agreement require End Users to enter a username to be provided by Licensee and to create a password in order to access and use the Content. You shall be responsible for all access to and use of the Content by means of your equipment or your unique username and password, whether or not you have knowledge of or authorize such access and use. Sharing your username and password with third parties is strictly prohibited.
You are solely responsible for maintaining the confidentiality of your username and password, and for all activities that occur under your username and password. You agree to immediately notify CPM at security@cpm.org if you become aware of or have reason to believe that there is any unauthorized use of your or any other End User’s account or any other breach of security. CPM is in no way liable for any claims related to the use or misuse of your username and password due to the activities of any third party outside of our control or due to your failure to maintain the confidentiality and security of such information.
The License granted to you under these Terms of Use commences on the date of your acceptance of these Terms of Use and terminates at the expiration of the applicable semester, class or program related to the Content or as otherwise set forth in the Purchase Agreement, unless terminated earlier in accordance with these Terms of Use (“License Term”). For example, this License automatically terminates if you fail to comply with any provisions of the Terms of Use. CPM, in its sole discretion, may immediately disable your access to the Content, including your username and password, upon termination of the License. Upon termination, you must immediately remove all Content from your computer, its server(s) and any other device used by you to access the Content and return to CPM or destroy, at CPM’s option, all related documentation, passwords and any and all authorized copies thereof.
During the License Term, we may furnish, at our sole discretion, updates to the Content (“Updates”). Such Updates are additions and changes that we elect to make generally available to End Users without payment of additional fees or charges during the License Term and may include minor enhancements and/or revisions to correct known problems. Appropriate documentation will be included for such Updates. Such Updates shall be considered to be part of the Content. All Updates shall be subject to the terms and conditions of the Purchase Agreement and these Terms of Use. Updates do not include: (a) platform extensions including product extensions to: (i) different hardware platforms; (ii) different windowing system platforms; and (iii) different operating system platforms. We assume no responsibility for the correctness of, performance of, or any resulting incompatibilities with, current or future releases of the Content if you have made changes to your system hardware/software configuration. We assume no responsibility for the operation or performance of any user-written or third-party application.
For the duration of the License Term, CPM agrees to provide support services upon request for troubleshooting, access problems, and rostering. Please send an email to support@cpm.org. Support services are available during normal business hours, 7:00 a.m. to 4:00 p.m. (Pacific Time), Monday through Friday, excluding holidays. Support services do not include any of the following: (1) custom programming services; (2) on-site support, such as hardware or software installation; (3) support of any software not included in the Content; (4) support of any hardware; (5) live training sessions; (6) other user expenses, including hardware and related supplies; or (7) any other activity not explicitly stated above as covered. Additional support services are available at CPM’s then-current rates.
Internet access is required to access the Content. YOU ARE RESPONSIBLE FOR: (a) MAINTAINING ANY EQUIPMENT OWNED, CONTROLLED OR USED BY YOU TO ACCESS AND USE THE CONTENT, AND (b) ENSURING THE ACCURACY OF DATA INPUT AND OUTPUT. The Content may contain links to websites operated by third parties. Such links are provided for your convenience only. We do not control these third-party websites and assume no liability or responsibility for them, including any content or services provided to you by such websites. You should not consider any link to or from a third-party website as an endorsement of any such website by us unless we expressly so state. OUR SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. WE ARE NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.
We may give notice by means of a general notice posted on our website, email to your email address on record in our account information, or written communication sent by first class mail or pre-paid post to your address of record in our account information, at our sole option.
The Agreement may not be assigned by you without our prior written approval but may be assigned without your consent by us to: (a) our parent or subsidiary, (b) an acquirer of our assets, or (c) a successor by merger. Any purported assignment in violation of this section shall be void.
If any dispute arises between the parties with respect to the matters covered by these Terms of Use which leads to any legal, equitable or administrative action or proceeding to resolve the dispute, the prevailing party shall be entitled to receive its reasonable attorneys’ fees and costs, including costs of investigation, expert witness fees and costs, out-of-pocket costs, and any reasonable attorneys’ fees and costs that the prevailing party incurred prior to commencing the proceeding.
Any actual or threatened unauthorized access to, use or disclosure of any of the Content and any breach of these Terms of Use will cause irreparable and continuing harm to CPM, which harm cannot be adequately remedied by money damages or other remedy at law. You acknowledge that, to prevent such harm, CPM shall be entitled to temporary, preliminary and permanent injunctive relief to prevent unauthorized access to, and use or disclosure of, the Content as well as any other relief that may be appropriate. You acknowledge that these Terms of Use are reasonable and necessary to protect CPM’s intellectual property rights in the Content and its legitimate business interests. You knowingly and intentionally waive any claim or defense that irreparable harm will not occur to CPM because of your actual or threatened breach of these Terms of Use, and you shall not assert such a claim or defense in any action where CPM seeks to enforce these Terms of Use. Injunctive relief shall be in addition to any other rights or remedies available to CPM.
All matters relating to the Content and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims) shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any of its choice or conflict of law provisions or rules.
Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or the Content shall be instituted exclusively in the federal courts of the United States or the courts of the State of California in each case located in the City of Sacramento and County of Sacramento. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE CONTENT MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
No waiver by CPM of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of CPM to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.
To the extent applicable, the Website Terms of Use, the Privacy Policy, the License Agreement (if applicable), End User Terms of Use, and Purchase Agreement constitute the sole and entire agreement between you and CPM with respect to the Content and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Content. Should any conflict or ambiguity arise between these Terms of Use and any Other Agreement, the following order of precedence shall apply: (1) License Agreement; (2) Purchase Agreement; (3) End User Terms of Use; (4) Website Terms of Use; and (5) Privacy Policy.
No change or modification of these Terms of Use will be valid unless it is in writing and is signed by the parties.
We take claims of copyright infringement seriously and we will respond to notices of alleged copyright infringement. If you believe any materials accessible on this Website infringe your copyright, you may notify CPM by submitting written notification to support@cpm.org.
Last Revised: May 2023
© 1989-2023 CPM EDUCATIONAL PROGRAM All rights reserved. CPM Educational Program is a 501(c)(3) educational nonprofit corporation.
This professional learning is designed for teachers as they begin their implementation of CPM. This series contains multiple components and is grounded in multiple active experiences delivered over the first year. This learning experience will encourage teachers to adjust their instructional practices, expand their content knowledge, and challenge their beliefs about teaching and learning. Teachers and leaders will gain first-hand experience with CPM with emphasis on what they will be teaching. Throughout this series educators will experience the mathematics, consider instructional practices, and learn about the classroom environment necessary for a successful implementation of CPM curriculum resources.
Page 2 of the Professional Learning Progression (PDF) describes all of the components of this learning event and the additional support available. Teachers new to a course, but have previously attended Foundations for Implementation, can choose to engage in the course Content Modules in the Professional Learning Portal rather than attending the entire series of learning events again.
