The Foundation Grants to Individuals Online service and the functions, facilities, and services related thereto ("Service") is a subscription service within a proprietary World Wide Web site operated and maintained by the Foundation Center ("Center"), a nonprofit organization, at the URL: http://foundationcenter.org and at the Service site: http://gtionline.foundationcenter.org. The Service, which is described in paragraph 15(a) of this Agreement, is for use solely by individuals and/or entities that are authorized by the Center to use it. As used in this Subscriber Agreement ("Agreement"), the terms "you," "your" and "Subscriber" refer to the individual, company, organization or other legal entity on whose behalf this Agreement is accepted.
By clicking on the "I ACCEPT" button at the bottom of this Agreement, you are applying to become a paid Subscriber to the particular subscription plan (either the one-month or one-year plan) that you select ("Subscription"). This Agreement sets forth the terms and conditions on which the Center is willing to permit your use of the Service and your responsibilities as a Subscriber. If your application to become a Subscriber is accepted by the Center, you agree to use the Service in strict accordance with, and to be bound by, all of the terms and conditions contained in this Agreement. If you do not wish to be bound by this Agreement, simply click the "I DO NOT ACCEPT" button at the bottom of this Agreement and you will be returned to the Foundation Center's home page.
This Agreement is between you and the Center. The Center may be reached by contacting Customer Support. Use of the Service signifies your agreement to all of the terms and conditions set forth in this Agreement and modifications thereto made in accordance with paragraph 13 hereof.
NOTICE TO SUBSCRIBERS IN CALIFORNIA: Any complaints about the Service should first be brought to the attention of the Center by submitting your complaint to Customer Support. Any complaint not resolved between the Center and yourself may be brought to the attention of The Department of Consumer Affairs, Complaint Mediation Division, 400 R Street, Sacramento, California 95814; toll-free telephone number 1-800-952-5210.
1. Subscription Plans and Pricing
The subscription plans provided through the Service are described in paragraph 15(a) below. Each subscription plan provides access to the "Database." Plans are available for one month or one year at the rates set forth in paragraph 15(a)(1) and (2) below, subject to the Center's right at any time to increase or otherwise modify the Subscription rates, or types of Subscriptions available. Notice of changes in rates and/or types of subscription plans will be sent to Subscribers via e-mail notification, or will be posted on the Service web site or at the Foundation Center's web site.
2. User Name and Password
(a) Subscribers will select their own identification code ("User Name") and password ("Password") at the time of application to become a Subscriber. The User Name and Password selected will be required to access your Subscription on the Service. Subscribers may access the Service only using their User Name and Password, and may not allow any other person to access the Service using their User Name or Password. Subscribers shall not disclose their Password to any other person or entity and shall make all reasonable efforts to maintain their Password as secret and confidential.
(b) Subscribers are solely responsible for maintaining the confidentiality of their Password, and for all use, whether authorized or unauthorized, of the Service under their User Name and Password. The Center shall have no obligation with regard thereto. If the individual Subscriber has subscribed on behalf of a library or other public institution entitled under paragraph 4(c) to extend the license rights herein granted to patrons of such institution, the Subscriber shall personally access the Subscription prior to permitting access thereto by the patron, without disclosing the Subscriber's Password to the patron.
(c) Subscribers must promptly inform the Center if they suspect any breach of security, such as loss, theft, or unauthorized disclosure or use of any User Name, Password, or credit card number used in connection with the Service. Until the Center is properly notified of a breach of security by submitting a notice to Customer Support or by telephone at 1-800-424-9836, the Subscriber will remain responsible for any unauthorized use of the Service occurring under the Subscriber's User Name and Password. Liability for unauthorized use of your credit card is subject to your agreement with your credit card company.
(d) Logs of all accesses to the Service may be kept and logins from more than three (3) distinct second-level domains shall constitute proof of violation of a Subscriber's obligation not to disclose his/her Password, and may result in the Center's termination of the Subscriber's access to the Service, without notice or warning.
(e) REMEMBER YOUR USER NAME AND PASSWORD! If you forget either of them, the Center may disclose them to you under security procedures determined by the Center, which may result in substantial delays in your ability to access the Service.
3. Grant of Rights
This Agreement constitutes a non-exclusive, non-transferable license to use the Service in strict accordance with the provisions of this Agreement. The Database and all other aspects of the Service are the property of the Center and are protected by copyright laws and international treaties. This Agreement does not grant you the right to use any Center trademark, service mark, or logo for any purpose whatsoever.
4. License Rights
Upon your acceptance as a Subscriber, and subject to the restrictions in paragraph 5 below, you are hereby granted a non-exclusive license to:
(a) Use the Service to perform searches of the Database included in your Subscription; and
(b) Print hard copies of any search output that does not contain a significant segment of the Database, which copies (i) may be used by Subscriber for INTERNAL PURPOSES ONLY; (ii) must retain the Center's copyright information on said hard copies; and (iii) may not be sold or distributed.
(c)The license rights granted herein are limited to the Subscriber alone and do not extend to any subsidiary, parent, related or affiliated organizations, OR TO ANY THIRD PARTY, except that where the Subscriber is a library or other public institution, Subscriber's rights to use the Service and the Database are extended to the patrons of those institutions as well, so long as such use is in accordance with the terms of this Agreement. Libraries and other public institutions shall extend access only to those patrons who are physically present on the Subscriber institution's premises, and shall not extend usage of the Service and the Database to patrons via remote access technology. All rights not expressly granted in this Agreement are reserved to the Center.
(a) Subscriber shall not sell, distribute, loan, lease, or commercially exploit the Database, or any search output therefrom, or create any derivative work using the Database.
(b) Subscriber shall not transfer, assign, or sublicense this Agreement or its rights hereunder without the prior written permission of the Center.
6. Personal Information
(a) The Center will maintain as confidential all information regarding your credit card used to pay the Subscription fee and will not disclose such information to any third party except as may be necessary to validate the card or to implement charges for your Subscription, or as permitted by paragraph 8(b) hereof.
(b) You acknowledge and agree that the Center may use other information about you which the Center obtains either directly from you or which it obtains by the nature of your use of the Service as permitted by paragraph 8(b) thereof.
7. Proprietary Materials
(a) The Service contains copyrighted material, trademarks, and other proprietary information of the Center (collectively "Proprietary Material"), including, but not limited to, text, software, photos, graphics, and images. You agree not to modify, publish, transmit, participate in the transfer or sale of, create derivative works of, or in any way exploit, in whole or in part, any Proprietary Material.
(b) The Service in its entirety is: Copyright 1995-2002, The Foundation Center. All Rights Reserved.
(c) Except as otherwise expressly permitted by this Agreement, or as permitted under copyright law, no posting, copying, downloading, uploading, transmission, retransmission, distribution, redistribution, publication, republication, decompilation, disassembling, reverse engineering, or otherwise modifying or commercially exploiting of any Proprietary Material is permitted without the express permission of the copyright owner. In the event of any copying, redistribution, or publication of copyrighted material as permitted by law, no changes in or deletion of author attribution, trademark, legend, or copyright notice shall be made.
(d) Foundation Grants to Individuals Online service marks and other Center marks and logos are service marks and trademarks of the Center. Other trademarks, service marks, and logos used in the Service web site or the Foundation Center's web site are the trademarks, service marks, or logos of their respective owners.
8. Subscriber Information
(a) For purposes of identification and marketing, Subscribers agree to provide the Center with accurate, complete, and updated information required at the time of registration as a Subscriber ("Registration Data"), including your legal name, address, telephone number(s), e-mail address, and applicable credit card payment data (i.e., credit card number and expiration date), and other information. The Center reserves the right to verify the accuracy of this information. You agree to promptly notify the Center of any change in your Registration Data. See paragraph 15 below for details on notifying the Center of these changes. Failure to comply with this provision may result in immediate suspension or termination of your license to use the Service.
(b) The Center reserves the right to reveal any Registration Data or other information in its possession regarding Subscribers in cooperation with a request or investigation by any governmental body or governmental agency, or as otherwise required by law.
(a) You agree to indemnify, defend, and hold harmless the Center and its directors, employees, licensors, independent contractors, providers, subsidiaries and affiliates (collectively, the "Affiliates") from and against any and all liability and costs (including attorneys' fees and costs) incurred by the Center and/or the Affiliates in connection with any claim arising out of any breach by you of any provision of this Agreement.
(b) You agree to cooperate as fully as reasonably required in the defense of any such claims. The Center reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any claim without the written consent of the Center.
10. LIMITED WARRANTY
(a) THE SERVICE AND THE DATABASE ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY AS TO THE ACCURACY, COMPLETENESS, CURRENCY, RELIABILITY, OR CONTENT OF ANY INFORMATION OR MATERIAL PROVIDED BY OR THROUGH THE SERVICE, AND THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE QUALITY, ACCURACY, ADEQUACY, COMPLETENESS, CURRENCY, CORRECTNESS, OR VALIDITY OF ANY INFORMATION OR MATERIAL PROVIDED BY OR THROUGH THE SERVICE RESTS WITH THE SUBSCRIBER.
(b) The Center does not warrant that the functions of the Service will meet Subscriber's requirements or that the operation of the Service or the Database will be uninterrupted or error free.
(c) The Center shall not be liable for any loss or injury arising out of or caused, in whole or in part, by any negligent acts or omissions in procuring, compiling, collecting, interpreting, reporting, communicating, or delivering information contained in the Service or the Database.
(d) The Center has no control over the content of the World Wide Web sites or Portable Document Format (PDF) files of foundation IRS 990-PF filings that may be accessed from the Foundation Center web site or the Service web site through hypertext links ("Linked Sites"), and is not responsible for their content. The Linked Sites and files are provided for your convenience only and you access them at your own risk.
11. LIMITATIONS ON LIABILITY AND REMEDIES
(a) THE CENTER IS NOT AND SHALL NOT BE LIABLE FOR ANY CLAIM, INJURY, OR DAMAGE ARISING FROM THE USE OR INABILITY TO USE THE SERVICE. THIS DISCLAIMER OF LIABILITY INCLUDES, BUT IS NOT LIMITED TO, ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION OR DELIVERY, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORDS, PROGRAMS OR FILES, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.
(b) In no event shall the Center be liable for any indirect, special, incidental, punitive, or consequential damages, including lost profits, arising out of the use or performance of the Service, even if the Center has been advised of the possibility of such damages.
(c) In the event that any of the limitations on liability or remedies contained herein shall be adjudged invalid by a court of competent jurisdiction, in no event shall the Center's damages under any legal theory exceed the total fees paid by Subscriber under the license granted herein during the twelve months immediately preceding the date on which the cause of action arose.
The Center may terminate the right of any Subscriber to access the Service at any time, with or without cause, in the Center's absolute discretion and without notice. The recital in this Agreement of specific grounds for termination of a Subscriber's right to access the Service shall in no manner whatsoever limit the Center's absolute right to terminate any Subscriber's access to the Service under this paragraph.
13. Modifications of Agreement or Service
(a) The Center has the right to modify this Agreement in any manner and at any time, without notice or liability. Any modification is effective immediately upon the earlier of (i) notice by electronic mail to the e-mail address last provided to the Center by you; or (ii) fifteen days following the date that the modified Agreement is first posted on the Service. Your continued use of the Service following its effective date shall be conclusively deemed an acceptance of all such modification(s). Your only right with respect to any dissatisfaction with any modifications made pursuant to this provision, or any policies or practices of the Center in providing the Service, including, without limitation, (i) any changes in the content of the Service, or (ii) any change in the amount or type of fees, charges, or assessments payable under this Agreement, is to terminate your Subscription and continued use of the Service. below.
(b) The Center may at any time, without notice or liability, change or eliminate any content or feature of the Service, or restrict the use of any portion of the Service, including limiting the time of its availability, the amount of use permitted, or the persons who are permitted to use it. Your only right with respect to any dissatisfaction with any service related change or elimination is to terminate your Subscription and continued use of the Service.
(a) Failure by the Center to enforce any provision(s) of this Agreement shall not be construed as a waiver of any provision or right.
(b) This Agreement, and all other aspects of a Subscriber's use of the Service, shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws rules. All claims and disputes arising out of this Agreement or your use of the Service shall be submitted to and resolved by binding arbitration, pursuant to the Rules and Regulations, and under the auspices of the American Arbitration Association. Any arbitration proceeding shall take place in the Borough of Manhattan, New York, New York. No demand for arbitration or action of any kind or nature arising out of this Agreement, or out of any use of the Service by a Subscriber, shall be brought by either the Center or any Subscriber more than one year after the date on which the cause of action first arises. Judgment upon the award rendered by the arbitrator may be entered in, and enforced by, and each party to this Agreement submits to the exclusive jurisdiction of, the state and federal courts sitting in the Borough of Manhattan, New York, New York, and waives any jurisdictional, venue, or inconvenient forum objections to such courts. In any arbitration proceeding or action to enforce the arbitrator's award, the prevailing party will be entitled to costs and attorneys' fees.
(c) This Agreement constitutes the entire agreement between you and the Center with respect to the Service and supersedes all prior agreements or understandings between you and the Center with respect thereto.
You may subscribe to either subscription plan described in paragraph 15(a) (1) and (2), in which you are the only person authorized to use the Subscription (with the exception of libraries or other public institutions allowing access to patrons, see 4(c) above).
(a) Foundation Grants to Individuals Online offers Subscribers access to the Center's database of foundations that provide funding for individual grantseekers. The subscription plans currently available through the Service are:
(1) Foundation Grants to Individuals Online- one-month subscription plan at $19.95, providing access to the Service for 30 days from the date of subscription activation.
(2) Foundation Grants to Individuals Online- three-month subscription plan at $36.95, providing access to the Service for 90 days from the date of subscription activation.
(2) Foundation Grants to Individuals Online- six-month subscription plan at $59.95, providing access to the Service for 180 days from the date of subscription activation.
(3) Foundation Grants to Individuals Online - one-year subscription plan at $99.95, providing access to the Service for 365 days from the date of subscription activation.
(b) You are responsible for all fees, charges, or assessments resulting from use of the Service. All amounts are to be paid in advance, at the time of registration, via credit card.
(c) The Center reserves the right to increase any fees, charges, or assessments and to institute new fees at any time by notifying Subscribers via e-mail or posting a notice on the Service web site and/or the Foundation Center's web site.
(1) Subscription Payment Process and Procedures
(i) Monthly Subscription plans - The one-, three-, and six-month subscriptions are activated immediately after the Subscriber has successfully completed the online registration and payment process. The subscription will remain active for 30, 90, or 180 days from the date of activation, respectively. The Center will send the Subscriber e-mail notification on the final day of the subscription. Please note that subscriptions are non-refundable. Should the Subscriber wish to extend his/her subscription beyond the one-month period, s/he may re-subscribe at the end of that period, by going to http://gtionline.foundationcenter.org.
(ii) One-year Subscription plan- The one-year subscription is activated immediately after the Subscriber has completed the online registration and payment process. The subscription will remain active for 365 days from the date of activation. The Center will send the Subscriber e-mail notification one week prior to the subscription end date as a reminder that the one-year subscription will expire one week later. A subscription completion notice will be sent via e-mail on the final day of the subscription. Please note that subscriptions are non-refundable. Should the Subscriber wish to extend his/her subscription beyond the one-year period, s/he may re-subscribe at the end of that period, by going to http://gitonline.foundationcenter.org.
(2) Credit Card Payment Process
(i) Credit card authorization - The credit card information you supplied is automatically submitted for authorization, once you have clicked on the "I ACCEPT" button at the bottom of this Agreement. This authorization process takes only seconds; once your credit card is authorized, you will receive an on-screen "Welcome" message and subsequent e-mail confirming the successful authorization of your credit card and the completion of your registration process.
(ii) Secure payment processing - The Center's secure server software encrypts information to protect your credit card transaction. If you have concerns, please read our Security Statement. This statement is available for future reference in the Service Help file.
(iii) Unsuccessful authorization - If, at the time of registration for the Service, the Center is unsuccessful in its attempt to receive authorization for your credit card, you will receive a pop-up screen message indicating that authorization was not successful. If you wish to complete the registration process, you will need to contact your credit card processor and/or bank immediately to determine the nature of the problem with your account.
Note: If you have not received an e-mail confirmation subsequent to the registration process, please contact Customer Support.
(3) Access to the Service
Upon the successful completion of your registration process and payment, you may immediately use the Database (throughout the term for which you submitted payment) through a direct link that will be provided on the Welcome page. As an active Subscriber, you can access your subscription at any time by clicking on either of the links below (you may wish to bookmark these pages to save time in the future):
(i) Service URL - http://gtionline.foundationcenter.org
(ii) Web site home page - http://foundationcenter.org
(4) User Name and Password
(i) Confidentiality - Upon successful completion of your registration and payment process, you may enter the Service web site through its home page, using the User Name and Password you chose during the registration process. You will need to enter your User Name and Password at this location each time you use the Database. Your User Name and Password are reserved exclusively for your use. Please keep these confidential in accordance with the terms of this Subscriber Agreement.
(ii) Forgotten Passwords - Should you forget your Password, you can initiate a reset request by clicking the forgotten password link below the login fields on the Site home page.
(iii) Account Inquiries - You will be asked to supply your User Name and Password to the Center's Customer Service Department should you inquire about your account information.
(i) Subscriptions are non-cancelable and non-refundable.
(ii) Involuntary termination/non-compliance - The Center reserves the right to terminate your Subscription at any time, based on non-compliance with any terms and conditions set forth in this Subscriber Agreement.
(iii) Re-subscribing - Once you have completed either your one-month or one-year subscription, you may re-subscribe at any time as long as your account was in good standing at the time of termination. To do so, visit the Center's web site at http://foundationcenter.org, click on the link to "Foundation Grants to Individuals Online" and follow the instructions for subscribing. Or, go directly to the Service Web site to re-subscribe at: http://gtionline.foundationcenter.org.
(6) Changing Your Account Information
Please report any change in your contact information immediately (address, telephone, e-mail address) to the Center's Customer Service Department. You may also use the e-mail address or telephone numbers provided below.
(7) Contact Information �Account Inquiries
Foundation Center's Customer Support is available to respond to your account questions Monday through Friday, between 9:30am-5:00pm, ET.
(i) E-mail - submit your inquires to Customer Support
(ii) Telephone - You may also call, toll-free, 1-800-424-9836.
(iii) Fax - Send all faxes to (212) 807-3677.
(iv) Mail - Send
all written correspondence to: Foundation Center, Customer Engagement Department
32 Old Slip, 24th Floor
New York, NY 10005
(8) Contact Information - Technical/Product Support
Subscribers seeking technical assistance or other assistance using the Service may send inquiries via e-mail to: email@example.com.