USE OF TICKET TO READ^TM IS SUBJECT TO THE FOLLOWING TERMS OF USE AND PRIVACY POLICY AGREEMENTS. BY USING TICKET TO READ YOU CONSENT TO THE TERMS OF THE AGREEMENTS. IF YOU DO NOT CONSENT TO THE TERMS OF USE AND PRIVACY POLICY THEN YOU MUST NOT USE TICKET TO READ.

Voyager Expanded Learning, Inc. (Voyager)

Terms of Use

Welcome to Ticket to Read! Voyager Expanded Learning, Inc. ("Voyager") maintains the Ticket to Read web site located at www.tickettoread.com (the "Site" or "Ticket to Read"). Use of the Site is subject to the following terms and conditions (collectively, the "Agreement"). As used in this Agreement, the terms "we," "us," and "our," mean Voyager, and "you" and "your," refer to anyone that purchases, accesses or uses Ticket to Read, including but not limited to schools, school districts, representatives of schools or school districts, teachers, parents, and legal guardians. BY ACCESSING THIS SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, AGREE TO BE BOUND BY AND UNDERSTAND THIS TERMS OF USE AND THE PRIVACY POLICY BELOW, AND THAT YOU WILL COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS. If you have any questions about your obligations under this Agreement, email webmonitor@voyagerlearning.com.

1. Modification to Terms of this Agreement. Voyager reserves the right to revise, amend or modify the terms of this Agreement at any time and in any manner at its sole discretion. Please check these terms periodically for changes. Notice of any revision, amendment or modification of the terms will be posted in this section of the Site, and any such revisions, amendment, or modifications will be effective upon the posting of such notice. In addition, we might elect to notify you in other manners, at our sole discretion. Continued use of the Site by you constitutes your binding acceptance of such revisions, amendments, and modifications. You can view the current version of these terms at www.tickettoread.com. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST DISCONTINUE USE OF TICKET TO READ AND THE SITE IMMEDIATELY.

2. Limited License and Site Use. Subject to the terms of this Agreement, Voyager grants you a limited, revocable, nonexclusive, nontransferable license to view, store, bookmark, download, and print the pages within this Site that you are authorized to access for your personal, informational, and noncommercial use. This Site may only be used by authorized users for lawful purposes. Except as otherwise stated in this Agreement, you may not: (a) modify, copy, distribute, transmit, post, display, perform, reproduce, publish, broadcast, license, create derivative works from, transfer, sell, or exploit any reports, data, information, content, or other materials on, generated by or obtained from this Site (collectively, "Materials"); (b) use any automated means to access the Site or collect any information from the Site, including without limitation robots, spiders or scripts (This means, among other activities, that you agree not to engage in the practices of "screen scraping," database scraping," or any other activity with the purpose of obtaining information from this Site); (c) frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages; (d) engage in any conduct that could damage, disable, or overburden (i) this Site, or (ii) any systems, networks, servers, or accounts related to this Site, including without limitation, using devices or software that provide repeated automated access to this Site; (e) probe, scan, or test the vulnerability of any Materials, services, systems, networks, servers, or accounts related to this Site or attempt to gain unauthorized access to Materials, systems, networks, servers, or accounts connected or associated with this Site through hacking, password or data mining, or any other means of circumventing any access-limiting, user authentication or security device of any Materials, systems, networks, servers, or accounts related to this Site; (f) distribute (by whatever means) materials that are libelous, defamatory, obscene, pornographic, threatening, invasive of privacy or publicity rights, abusive, illegal, or that we otherwise deem distasteful or objectionable; or (g) use this Site or any of our services in any commercial manner, specifically, any commercial solicitation by you of our customers, clients, partners or guests is prohibited.

3. Intellectual Property. All Materials included on this Site (including, without limitation, text, graphics, logos, button icons, images, audio clips and software) are the property of Voyager, its licensors and service providers, or the parties specifically indicated, and are protected by U.S. and international copyright laws. The collection, arrangement and assembly of any Materials on this Site are the exclusive property of Voyager, its licensors and service providers, and are protected by U.S. and international intellectual property laws, including copyright laws. All software used on this Site is the property of Voyager or its software suppliers, and is protected by U.S. and international intellectual property laws, including copyright laws. The Materials and software on this Site may be used solely as provided in this Agreement. Any other use of the Materials on this Site is strictly prohibited. VOYAGER EXPANDED LEARNING, Ticket to Read and any other Voyager graphics, logos and service names are trademarks and service marks of Voyager. All other marks contained on this Site are the sole property of Voyager's licensors or of the parties indicated.

4. Email Communications. You hereby authorize Voyager to send electronic mail to you for the purpose of advising you of changes or additions to this Site or about any of Voyager's products or services. If you do not want to receive these emails from Voyager, you may contact us at webmonitor@voyagerlearning.com and remove your email address from the mailing list. You agree that it is your sole responsibility to scan any documents attached to our electronic mail for computer viruses, and to hold Voyager harmless for any computer viruses you may receive from electronic mail sent from Voyager.

5. Passwords and Registration. Portions of the Site are protected by usernames and passwords, and require you to login. You agree not to disclose or share your password with any third party or use your password for any unauthorized purpose. You are responsible for maintaining the confidentiality of your information, including your username and password. You shall be responsible for all uses of your account, whether or not authorized by you. You agree to immediately notify Voyager of any unauthorized use of your account, username or password.

6. Termination. Upon any breach by you of this Agreement, Voyager may pursue, in its sole discretion, all of its legal remedies, including but not limited to termination of your registration and your ability to access the Site. Voyager may also in its sole discretion and at any time discontinue providing this Site, or any part thereof, with or without notice. You agree that any termination of your access to this Site may be effected without prior notice, and you acknowledge and agree that Voyager may immediately deactivate or delete your account and all related information and material in your account and/or bar any further access to such information or to this Site. Further, you agree that Voyager is not liable to you or any third-party for any termination of your access to this Site.

7. Links. Voyager may provide, or third parties may provide, links to other World Wide Web sites or resources that are beyond Voyager's control. Voyager makes no representations as to the quality, suitability, functionality or legality of any sites to which links may be provided, and you hereby waive any claim you might have against Voyager, with respect to such sites. VOYAGER IS NOT RESPONSIBLE FOR THE CONTENT ON THE INTERNET OR WORLD WIDE WEB PAGES THAT ARE CONTAINED OUTSIDE THE SITE. If you decide to access linked third party Web sites, you do so at your own risk.

8. Territory. Unless otherwise specified, the Materials in this Site are presented solely for the purposes of education, entertainment, personal enrichment and the promotion of products and services available in the United States. We control and operate this Site from our offices in Dallas, Texas, U.S.A. We make no claims that the Materials are appropriate for use outside of the United States. If you choose to use this Site from outside of the United States, you are solely responsible for compliance with your local laws. If anything on this Site is not legal in your jurisdiction, you must not access or use it.

9. Choice of Law; Arbitration. This Agreement is governed by and will be construed in accordance with the laws of the State of Texas, without giving effect to any principles of conflict of laws. You agree that any action at law or in equity arising out of or relating to this Agreement or arising out of your use of this Site shall be resolved through binding arbitration using the then current rules of the American Arbitration Association, in Dallas, Texas, and the resulting decisions may be entered in any court with proper jurisdiction. This means that if you have a grievance with us, you cannot take us to court. You can address such grievances through arbitration only and you are hereby consenting to do it in Dallas, Texas, using Texas' laws (without regard to Texas' rules on conflict of laws). Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. Notwithstanding the foregoing, either party may seek any interim or preliminary relief from a court of competent jurisdiction in Dallas County, Texas as necessary to protect the party's rights or property pending the completion of arbitration. By using this Site, you consent and submit to the exclusive jurisdiction and venue of the state and federal courts located in Dallas County, Texas. If any provision of this Agreement is deemed to be unlawful, void, or for any reason unenforceable, then that provision shall be enforced to the fullest extent allowed by law, and shall not affect the validity and enforceability of any remaining provisions.

10. Disclaimer of Warranty. THIS SITE AND THE MATERIALS ON THIS SITE ARE PROVIDED "AS IS" AND, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, VOYAGER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. VOYAGER DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED ON THE SITE AND IN THE MATERIALS WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK ARISING OUT OF THE USE OR INABILITY TO USE THE MATERIALS AND SERVICES, AS TO THE QUALITY AND PERFORMANCE OF THE MATERIALS AND SERVICES, AND AS TO THE ACCURACY OR COMPLETENESS OF THE MATERIALS AND SERVICES IS ASSUMED SOLELY BY YOU. VOYAGER DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MATERIALS ON THIS SITE IN TERMS OF ITS CORRECTNESS, ACCURACY, COMPLETENESS, QUALITY, SUITABILITY, RELIABILITY OR OTHERWISE. YOU (AND NOT VOYAGER) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION INCURRED BY YOU AS A RESULT OF THE MATERIALS ON THIS SITE. VOYAGER MAKES NO WARRANTIES ABOUT COMPLIANCE WITH THE FEDERAL EDUCATION RIGHTS AND PRIVACY ACT ("FERPA"), AND YOU ARE SOLELY RESPONSIBLE FOR ENSURING YOUR COMPLIANCE WITH FERPA IN ALL RESPECTS.

11. Limit on Liability. IN NO EVENT IS VOYAGER LIABLE FOR ANY LOST PROFITS OR PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE), EVEN IF VOYAGER OR A VOYAGER AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS SITE, THE MATERIALS, OR THIS AGREEMENT. FURTHER, IN NO EVENT SHALL VOYAGER BE LIABLE TO YOU IN AN AMOUNT GREATER THAN $100. SOME STATES DO NOT ALLOW THE FOREGOING LIMITATIONS OF LIABILITY, SO THEY MAY NOT APPLY TO YOU.

12. Indemnity. You agree to indemnify, defend and hold Voyager and its affiliates, and their respective officers, directors, owners, agents, information providers and licensors (collectively, the "Voyager Parties") harmless from and against any and all claims, liability, losses, costs and expenses (including attorneys' fees) incurred by you in connection with: (a) any use or alleged use of the Site or the Materials under your account or password by any person, whether or not authorized by you, (b) your violation of this Agreement; (c) your violation of the rights of any other person or entity, or (d) any violation of FERPA. Voyager reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Voyager's defense of such claim.

13. Notice and Procedure for Making Claims of Copyright Infringement. If you have a claim of copyright infringement, you must send proper written notification to the following Designated Agent:

Attn: Chief Financial Officer
Voyager Expanded Learning, Inc.
1800 Valley View Lane. Suite 400
Dallas, TX 75234

Voyager has no obligation to respond to any notification that does not comply with the notification requirements under the United States Copyright Act, including the notification requirements of the Digital Millennium Copyright Act (DMCA).

14. General. This Agreement constitutes the entire agreement, and supersedes the provisions of any other agreements or understandings (oral or written), between the parties with respect to your use of this Site. You shall comply with all laws and regulations applicable to your access and use of the Site. This Agreement incorporates the terms of the Privacy Statement for Voyager Ticket to Read by reference herein. The terms of the Privacy Statement may be viewed at www.tickettoread.com. Voyager's failure to act in a particular circumstance does not waive the ability to act with respect to that circumstance or similar circumstances. Voyager shall be excused for any failure to perform to the extent that its performance is prevented by any reason outside of its control. Voyager may change, remove, or require registration or payment to continue use of any aspect of the Site at any time without further notice to you.

Voyager Expanded Learning, Inc. (Voyager)

Privacy Statement for Voyager Ticket to Read^TM

This site, www.tickettoread.com (the "Site" or "Ticket to Read") provides you and your students access to Voyager's Ticket to Read. As used in this Agreement, the terms "we," "us," and "our," mean Voyager, and "you" and "your," refer to anyone that purchases, accesses or uses Ticket to Read, including, but not limited to, schools, school districts, representatives of schools or school districts, teachers, parents, and legal guardians. This system is an integral component of Voyager's curriculum products and provides valuable reporting, instructional recommendations, and other resources used by teachers and other instructional leaders in conjunction with Voyager's curriculum with the goal of improving student performance.

This statement describes the privacy and security practices Voyager employs for this Site. We have adopted these practices to protect you, the students, and the school district, and to enable each of us to comply with applicable legal requirements. Use of this Site requires district acceptance of the practices outlined in this statement.

Two types of personally identifiable information are used on this Site: your personal data and student data.

Your Personal Data
Collection: Voyager collects information from you as you use this Site. For example, you must enter certain personally identifiable information, including your name, e-mail address, and phone number. We use this information to verify your identity and prevent unauthorized access to your account and to contact you in connection with your use of this Site.

In addition to the information you provide, we use certain commonly-used Internet technologies to collect information about users of the Site. For instance, we use "cookies" (small pieces of information that are transferred by a website and stored on your computer) to determine how users reached the Site and to track user usage patterns during visits. We use the information we collect from cookies to improve the function, content, appearance, and capability of the Site. Most web browsers automatically accept cookies, but users can turn that feature off by changing browser preferences to refuse cookies, or to prompt the user to accept each cookie. We do not store any personally identifiable information in cookies. We also collect information from the user's web browser every time a page is requested during a visit to our website. This includes user IP address, operating system, web browser software, screen resolution, and referring website. We may also track user traffic and pathways on the Site. We use this information to improve the functionality of our website. We also use aggregated information (that contains no personally identifiable information) to provide anonymous statistical information to suppliers, advertisers, affiliates, and other current and potential business partners.

Protection: Because you enter your personal data, you control its accuracy. If you discover that your personal data is inaccurate or if it changes, you may make corrections by notifying us at support@voyagerlearning.com or 888-399-1995. We will not share your personal data collected through this Site with third persons without your consent. However, your personal data will be available to authorized users from your school district who have permission from the school district to access it. We will not use your personal data collected through this Site for any purpose other than providing you with access to this Site and the associated services, and to notify you of, and make available to you, additional services. We will use the same security to protect your personal data that we use to protect student data collected through this Site.

Student Data
Two types of student data are collected on this Site: (1) data entered by you in the setup process, and (2) data collected by students as they use Ticket to Read (together, "Student Data"). Federal law (the Family Educational Rights and Privacy Act, "FERPA") requires limitations on disclosure of Educational Records (as defined in FERPA) and implementation of appropriate security measures to protect Educational Records. To help your school district comply with FERPA, Voyager has adopted certain practices, and requires that educators using this Site fulfill certain responsibilities to safeguard Student Data. IT IS YOUR RESPONSIBILITY TO ENSURE THAT YOUR USE OF THIS SITE DOES NOT VIOLATE APPLICABLE LAW INCLUDING, BUT NOT LIMITED TO, FERPA. The following statement explains our practices and your responsibilities regarding the Student Data on this Site.

Student Data Security and Confidentiality Statement
Purposes of Data Entry and Collection: Student Data entered and collected on this Site should be limited to information that is relevant to the legitimate educational purpose of improving student performance. We will not ask you to enter, and you are instructed not to enter, data about students that is not relevant to this legitimate educational purpose.

Data Entered: Only a minimum amount of Student Data required for the setup of the system is requested. We require student first name, student last name, and student identification number. Additional data, not specific to the student, is also required to complete system setup, including the teacher first and last name, class name, grade level, and school name. Student demographic data, for the purposes of optional disaggregated reporting, is requested separately from the initial setup data and is obtained only with written permission from your district.

Data Collected: In addition to the Student Data you enter, the Site will collect Student Data as the students use the Site. This data includes scores and answers on the Ticket to Read exercises, but may include other data.

Use, Disclosure, and Storage: We will use the Student Data to provide the services to your school district. We will not keep the Student Data after you or the school district instructs us to delete it, unless we are required by law to keep it. You may not disclose or otherwise use the Student Data entered or collected on this Site for any unauthorized purposes.

We will only disclose Student Data to authorized employees or representatives of the school district, and will not knowingly disclose the Student Data to any third person without express written authorization with the exception of the Reader Leader Board and Clubhouse of the Week Awards as described below. When, at the request of the district, we acquire assessment or other information, including personally identifiable Student Data, from a third party source we treat that information with the same confidentiality and security safeguards as though it were provided directly by the district. Additional agreements may be required by the third party to authorize transmission of data to Voyager.

Your district may from time to time request that Voyager provide Student Data to third parties of its choosing. We will do so with written authorization, which acknowledges that Voyager is providing that data as your district's agent and that once the data is received by the third party, Voyager no longer has any control over the use or disposition of the data.

We may also use aggregated data in our research, product development, and marketing. That aggregated, non-personally identifiable data (e.g., summary or statistical data) may be shared with third parties. However, we do not use personally identifiable Student Data to market any products or services directly to students or their parents.

In the event that Voyager wishes, from time to time, to release aggregated data that identifies your school or school district by name, Voyager will enter into a separate agreement with you to authorize release and publication.

Reader Leader Board: The Site will feature a high score list accessible to the public. This high score list will include the first name, school name, and total tickets of the top 100 scoring students. The list may display the information of the top 100 scoring students of the day, the week, the year, or all time. The high score list may include the top 100 students of a school, a district, a state, or the United States. If you feel that applicable law requires parental consent for the disclosure of the high score list it is your responsibility to obtain such consent.

Clubhouse: The Site will feature a Clubhouse of the Week which will be randomly chosen from the higher scoring students. The award will list the student's first name, school, and total tickets. The award will be viewable by the public on the Site. If you feel applicable law requires parental consent for the disclosure of the Clubhouse of the Week it is your responsibility to obtain such consent.

Data Quality: You are responsible for keeping the Student Data that you enter accurate, complete and up-to-date. If you recognize that Student Data is inaccurate, incomplete, or out-of-date, you are responsible for correcting it. If you experience problems making corrections to Student Data, please notify us at support@voyagerlearning.com or 888-399-1995 and we will assist you with making corrections.

Security Safeguards: We are committed to protecting Student Data against unauthorized access, destruction, use, modification or disclosure. Protecting Student Data requires efforts from us and from you. We will implement reasonable and appropriate safeguards when collecting Student Data from you and the students and when storing that Student Data in our database and you will observe our security safeguards and exercise reasonable caution when using this Site.

Specific institutional and technological security safeguards include:

1. Only Voyager employees who are authorized to handle Student Data are able to access the database.
2. Only school district employees and representatives that the district authorizes as school officials are permitted to access the system. It has a hierarchical permissions system.
This means:

1. A teacher will only be able to see data for his/her class.
2. A Principal, coach, or other authorized campus user will be able to view all data at a given school.
3. An authorized district-level employee, such as an instructional coordinator or Superintendent, will be able to see all data across the district.
3. Each authorized school official is given a username and password valid only for the duration of the academic year, including a summer program if applicable. You must safeguard your username and password, and not permit any unauthorized access to Student Data entered or kept by Voyager.
4. Upon written request by the district, Voyager will destroy any Student Data for districts who no longer participate in a Voyager program. Voyager will provide written verification that the data has been destroyed as requested.
5. If a district has not used any Voyager product for a period of ten years, Voyager will provide written notice that the Student Data pertaining to their district will be destroyed, unless the district requests the records be kept. Upon destruction, Voyager will provide written verification that the data has been destroyed.
6. Voyager uses industry standard server and network hardware and software to protect data from unauthorized access or disclosure.

General
Disclosure of Information for Sale or Transfer of Ownership: If we sell our company or if any third party takes ownership or control of our company, we may transfer any information (including personally identifiable information) we collected to the third party purchaser or party taking ownership or control. All such information will remain subject to this Privacy Policy unless you and the third party agree otherwise.

Third Party Providers: We may use third party service providers to provide features, functions and other aspects of the Site, and we may permit those third parties to access your information and the Student Data as necessary to perform their obligations, provided that such third parties agrees to the terms of this Privacy Policy.

When you use this Site, you consent to our privacy practices and agree to accept the responsibilities outlined in this statement.