Terms of Use

TERMS OF USE AGREEMENT FOR CHARTING IMPACT

This Terms of Use Agreement (the “TOU Agreement) is a binding contract between You and GuideStar USA, Inc. (“GuideStar”). This TOU Agreement is effective as of the date that you click on the “I Accept” button or, as applicable, the date upon which you first access the Charting Impact Site. Your access to and continued use of the Charting Impact Web site located at www.chartingimpact.org (including any successor site) (the “Charting Impact Site” or “Site”) constitutes your acceptance, without limitation, of the terms and conditions of this TOU Agreement. If You do not agree to be bound by these terms, You may not access or use the Charting Impact Site. If you are accepting on behalf of your employer or another entity, you represent and warrant that (i) you have full legal authority to bind your employer or the applicable entity to this TOU Agreement; (ii) you have read and understood this TOU Agreement; and (iii) you agree, on behalf of the party that you represent, to this TOU Agreement.

GuideStar reserves the right, in its sole discretion, to modify, alter, or otherwise revise this TOU Agreement at any time by posting such modified versions on the Charting Impact Site. Your continued use of the Charting Impact Site after the posting of any modified versions shall constitute agreement to the modified TOU Agreement.

About Charting Impact

Charting Impact is a strategic alliance among the BBB Wise Giving Alliance, GuideStar, and Independent Sector, Inc. (“Independent Sector”). GuideStar operates the Charting Impact Site on behalf of Charting Impact and integrates certain aspects of the Charting Impact Site with the GuideStar website located at www.guidestar.org, as described in greater detail below and in the Privacy Policy.

Charting Impact’s goals are to (1) lay the groundwork for changes in the dynamics of the nonprofit information and funding marketplace; (2) encourage organizations to embrace a common vehicle to share their plans and progress toward impact; and (3) encourage organizations to be more intentional about planning for impact and assessing progress toward long-term goals. These Charting Impact goals are advanced through providing content and functionality that serves as a common framework for advancing critical thinking about how nonprofit organizations can achieve their intended impact and for sharing information about nonprofit organizations, their plans and their progress in executing their plans. Charting Impact is not intended to replace current planning, evaluation and assessment practices in the nonprofit community or to be used as a rated product; rather, it is intended to provide a common framework for organizing the ways nonprofit organizations describe their goals, institute processes to advance their goals and evaluate their progress.

Permitted and Prohibited Uses

Permitted Uses. In consideration for your agreement to this TOU Agreement, you are granted limited, revocable, non-exclusive, nonsublicensable (except as expressly provided herein) and nontransferable license to access and use the Charting Impact Site for the following purposes (collectively, “Permitted Uses”):

Completing a Charting Impact Report

If you are accessing the Charting Impact Site on behalf of a nonprofit organization, you may fill out and publish a Charting Impact Report. The Charting Impact Report focuses on the “Five Questions” which are intended to address an organization’s intended impact, doing so in a way that connects near-term objectives and results with long-term goals and strategies. These questions help your organization to communicate, primarily to external stakeholders, the impact you seek to achieve, your strategies for doing so, and how you assess your progress along the way.

In completing a Charting Impact Report, you agree to provide the following information:

Answer the “Five Questions”. This process will result in a unique downloadable Charting Impact Report.
Provide the names and e-mail addresses of three or more stakeholder contacts (such as partner organization colleagues, volunteers, program officers, major donors, or clients/constituents), who will be invited to review your report and to provide feedback to your organization.
Complete a brief survey on how your organization currently plans and evaluates its charitable activities.

In completing a Charting Impact Report, you agree, on behalf of yourself and your organization, that you are authorized to submit information on behalf of your organization; own or otherwise have the rights to all information and data that you provide to Charting Impact; that such information is accurate and complete; that such information is not slanderous, defamatory, violative of any third party’s proprietary rights (including any right to privacy or publicity); and that such information or the provision thereof to Charting Impact does not violate any federal, state or local law or regulation. You agree that you will update such information as necessary to ensure that it remains accurate

Research or Information Gathering.

You may use the Charting Impact Site for the purposes of researching nonprofit organizations as a donor or potential donor; obtaining information about nonprofit entities with whom your organization is considering entering a business relationship; conducting comparative or other “best practices” research purposes; for your own personal or internal business use; and in the case of governmental agencies, performing regulatory or research functions related to nonprofit entities.

Accessing and Posting Charting Impact Reports on Your Site.

You may access and post the PDFs of the Charting Impact Reports for participating nonprofit organizations on your own website and/or publish such reports in other areas, subject to the Creative Commons Attribution-Non-Commercial-No Derivatives (Ver. 3.0), which is available at the following URL: http://creativecommons.org/licenses/by-nc-nd/3.0/legalcode (the “CCL”).

Linking to the Charting Impact Site.

You are free to establish a hypertext link to the Charting Impact Site so long as the link does not state or imply any sponsorship of your site by the GuideStar, BBB Wise Giving Alliance, Independent Sector or Charting Impact. Unless GuideStar provides its prior written or electronic approval, deep linking to internal pages of the Site is expressly prohibited.

Prohibited Uses. You may not:

use the Charting Impact Site other than as authorized by this Agreement;
use the Charting Impact Site for the benefit of any third party, other than as part of a Permitted Use;
modify information from the Charting Impact Site except in connection with a Permitted Use;
disassemble, decode, decompile, or otherwise reverse engineer the Charting Impact Site, including, without limitation, any interfaces or software programs comprising the Charting Impact Site;
take any action that would impede or interfere with the operation of the Charting Impact Site or alter the contents of the Charting Impact Site, or alter or interfere with any other content, site or software that GuideStar owns or controls;
directly or indirectly, change, recompile, reframe, rent, sell, distribute or publish any of the Charting Impact Site, or any portion thereof;
use any data mining, robots or similar data gathering and extraction methods with respect to the Charting Impact Site or any portion thereof;
upload, post or transmit any content that is unlawful, harmful, threatening, abusive, disparaging, defamatory, libelous or obscene;
impersonate any person or entity, attempt to hide the origin of any content you submit to the Charting Impact Site or falsely state or otherwise misrepresent your affiliation with another entity;
upload, post or transmit any content that you do not have a right to make available under any law or under any contractual or fiduciary relationship (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); or
upload, post or transmit any content that infringes any patent, trademark, trade secret, copyright or other proprietary right of any party.

Information You Provide to Charting Impact

You understand and agree to the following: Each organization that creates a Charting Impact Report through this site will have the ability to download its Charting Impact Report and display the Charting Impact Report on its web site and to share with others, subject to the CCL. By completing a Charting Impact Report through this Site, you are giving GuideStar the right to publish that report on the Charting Impact web site, to distribute your report to others in PDF file format and to incorporate the underlying information into the GuideStar database of nonprofit organizations that is accessible within the GuideStar Site and in related websites and publications. Nonprofit information in the GuideStar database is owned by GuideStar. GuideStar has the right to use nonprofit information collected through Charting Impact to create derivative works and to license this information to other parties.

GuideStar will share your Report and the underlying information with BBB Wise Giving Alliance and Independent Sector. BBB Wise Giving Alliance, at its sole discretion, can display Charting Impact Reports on its web site www.give.org and can use the Charting Impact information for its internal purposes. BBB Wise Giving Alliance has a limited right to sublicense Charting Impact Reports for display on web sites of local Better Business Bureaus. Independent Sector, at its sole discretion, can display Charting Impact Reports on its web site www.independentsector.org and can use the Charting Impact information for its internal purposes.

You agree to abide by the restrictions set forth above with respect to your submission of any content to the Charting Impact Site. You are solely responsible for the materials you upload to the Charting Impact Site. GuideStar is not under any obligation to monitor the information residing on or transmitted to the Charting Impact Site, but if it should choose to do so, any party posting information to the Charting Impact Site agrees that GuideStar may modify or delete any information residing on or transmitted to the Charting Impact Site that, in its sole discretion, it believes is offensive, inappropriate, unacceptable, in violation of this TOU Agreement, a violation of rights or of any law or regulation, or impedes the operation or management of the Charting Impact Site.

You agree to provide GuideStar with true, accurate and complete information as required by the registration process (if applicable), including your legal name, your organization’s address and telephone number, and your e-mail address (collectively, “Registration Data”), to allow us to share Your Registration Data with third parties for the purpose of verifying the information you provide and to otherwise use such Registration Data consistent with our Privacy Policy. You agree to the terms of GuideStar’s Privacy Policy, which is incorporated by reference.

GuideStar welcomes your feedback and suggestions about how to improve this Site, as well as other submissions related to this Site and any products or services offered in connection with this Site. Any ideas, suggestions, information, know-how, material, or any other content (collectively, “Submissions”) received through this Site, however, will be deemed to include a royalty-free, perpetual, irrevocable, nonexclusive, sublicenseable, transferable right and license for GuideStar, the BBB Wise Giving Alliance and/or Independent Sector to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works of, display (in whole or part) worldwide, or act on such Submissions without additional approval or consideration, in any form, media, or technology now known or later developed for the full term of any rights that may exist in such Submissions. You expressly acknowledge and agree that you waive any claim to the contrary. GuideStar, the BBB Wise Giving Alliance and/or Independent Sector may, but will not be obligated to use, and/or provide any author attributions related to, any Submissions. GuideStar reserves the right to remove any Submissions you may submit through or post on the Site.

You use the Internet solely at your own risk and subject to all applicable local, state, national, and international laws and regulations. Although GuideStar has endeavored to create a secure and reliable Site, the confidentiality of any communication or material transmitted to/from this Site over the Internet cannot be guaranteed. Accordingly, GuideStar is not responsible for the security of any information transmitted via the Internet, the accuracy of the information contained on the Site, or for the consequences of any reliance on such information. GuideStar shall have no liability for interruptions or omissions in Internet, network or hosting services. You assume the sole and complete risk of using this Site.

Actual or attempted unauthorized use of the Site may result in criminal and/or civil prosecution. For your protection, GuideStar reserves the right to view, monitor, and record activity on the Site without notice or further permission from you. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with the investigation or prosecution of possible criminal activity on the Site. GuideStar will also comply with all court orders involving requests for such information.

Ownership

The Charting Impact Site (including the software and files), the computers hosting this Site, and content provided on this Site, including the text, music and sound, graphics, images, photographs, audio and video, footage, animations, podcasts, analyses, studies, reports, and downloads (all such content collectively, the “Content”) are the exclusive property of GuideStar, or are licensed to GuideStar, and are protected by law, including United States copyright, database, trade secret, and trademark law, as well as other state, national, and international laws and regulations. Except as expressly provided in this Agreement, GuideStar does not grant any express or implied rights to you. Unless otherwise noted, GuideStar, and other brands featured on the Site constitute our trade/service marks. The Five Questions are © 2011, Independent Sector. Charting Impact and Independent Sector are the trade/service marks of Independent Sector. BBB Wise Giving Alliance is the registered service mark of BBB Wise Giving Alliance. You agree not to directly or indirectly: attempt to register, challenge or contest the validity or respective ownership of, such copyrights, trademarks or any other intellectual property provided or accessed through the Site, or assist any third party in doing so. The Charting Impact Site may also include the product, service and company names, as well as logos, of third parties. Such third-party designations are the trade/service marks of their respective owners, and may not be used without the prior written permission of their respective owners.

Use of Better Business Bureau Name and Logo

Without limiting the foregoing, the names “BBB Wise Giving Alliance,” “Better Business Bureau” and the BBB torch logo are registered service marks. Unless licensed for use, these marks may not be used by others. The completion and submission of a Charting Impact Report does not represent any form of approval or accreditation by the BBB Wise Giving Alliance and/or a local Better Business Bureau. Participating in Charting Impact does not qualify as a response to a BBB Wise Giving Alliance or local Better Business Bureau request for charity information in order to complete an evaluative report in relation to the 20 BBB Standards for Charity Accountability.

Copyright Infringement

Notice and Takedown Request

GuideStar respects others’ intellectual property rights; however, the Charting Impact Site contains information that is provided by or obtained from third-party sources. If you believe that your copyrighted material is being infringed by anything on the Charting Impact Site, you may submit a notification pursuant to the Digital Millennium Copyright Act by providing a writing statement to GuideStar’s Copyright Agent at dsnider@guidestar.org (via electronic mail) or 4801 Courthouse Street, Suite 220, Williamsburg, VA 23188 which notification must include: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest that allegedly has been infringed; (2) a description of the copyrighted work that you claim has been infringed, including the web page address of the location where the copyrighted work exists or a copy of the copyrighted work; (3) a description or location of the material on the Charting Impact Site that you claim is infringing; (4) information we can use to contact you, including your address, telephone number, and e-mail address; (5) a statement by you that you have a good faith belief that the use of the allegedly infringing material is without the authorization of the copyright owner, its agent, or applicable law; and (6) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that your are the copyright owner or authorized to act on the copyright owner’s behalf.

Counter-Notice

If you believe that any content that you previously submitted to the Charting Impact Site that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to applicable law, to post and use the content at issue, you may send a counter-notice containing the following information to GuideStar’s Copyright Agent at the physical and/or e-mail address set forth above, which counter-notice must include: (1) your physical or electronic signature; (2) identification of the content that has been removed or to which access has been disabled and the location within the Charting Impact Site at which the content appeared before it was removed or disabled; (3) a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and (4) your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in which your address is located, and a statement that you will accept service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by GuideStar’s Copyright Agent, GuideStar may send a copy of the counter-notice to the original complaining party informing that person that GuideStar may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at GuideStar’s sole discretion.

Access to the Charting Impact Site

GuideStar reserves the right, for any reason and without notice, in its sole discretion, to terminate, change, suspend, or interrupt access, in whole or in part, to the Charting Impact Site. GuideStar further reserves the right to impose additional or other registration, password and other security precautions on access to and use of the Charting Impact Site for those end users (e.g., participating nonprofit organizations) for whom registration is required.

Communications from GuideStar

You understand and agree that, as part of your use of the Charting Impact Site, GuideStar may send to You certain communications from time to time, including announcements about changes to the Charting Impact Site and or the services provided via the Charting Impact Site and administrative updates. You further understand and agree that your agreement to receive such communications is a condition to your use of the Charting Impact Site, and that you will not be able to opt out of receiving them. Unless explicitly stated otherwise, any new feature that augments or enhances the Charting Impact Site, shall be subject to this Agreement.

ACCURACY AND WARRANTY DISCLAIMERS

GuideStar, BBB Wise Giving Alliance and Independent Sector (the “Charting Impact Parties”) do not warrant or guarantee the accuracy, quality, completeness, currency, accuracy or validity of any information on the Charting Impact Site (including, without limitation, database accessible via the Site and its content) or linked from the Charting Impact Site. GuideStar does not edit or control the information it receives.

THE CHARTING IMPACT PARTIES MAKE NO WARRANTY THAT THE CHARTING IMPACT SITE IS BUG FREE OR ERROR FREE, THAT SAME WILL OPERATE WITHOUT ANY INTERRUPTION, OR THAT USE OF SAME WILL RESULT IN ANY PARTICULAR RESULTS. THERE ARE NO WARRANTIES AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF ANY INFORMATION OR AGAINST INFRINGEMENT. THE CHARTING IMPACT SITE IS PROVIDED “AS IS” AND “WITH ALL FAULTS.” THE CHARTING IMPACT PARTIES MAKE NO OTHER WARRANTIES, AND DISCLAIM ALL WARRANTIES EXPRESS OR IMPLIED, OR ARISING BY COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE, INCLUDING WITHOUT LIMITATION ANY REPRESENTATIONS OR WARRANTIES RELATING TO NONINFRINGEMENT, NONINTERFERENCE, ACCURACY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.

LIMITATIONS ON LIABILITY; INDEMNITY

IN NO EVENT SHALL ANY OF THE CHARTING IMPACT PARTIES (INCLUDING ANY OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS AND ASSIGNS) HAVE LIABILITY FOR PUNITIVE, EXEMPLARY, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR LOSS (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOST BUSINESS, LOST PROFITS, OR LOST DATA) ARISING IN CONNECTION WITH THIS TOU AGREEMENT, THE CHARTING IMPACT SITE, ANY DATABASE OR CONTENT THEREIN, REGARDLESS OF THE LEGAL THEORY ON WHICH SUCH DAMAGES ARE CLAIMED OR REGARDLESS OF WHETHER ANY CHARTING IMPACT PARTY HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS. NOT ALL STATE LAWS ALLOW SUCH LIMITATIONS, AND YOUR RIGHTS MAY VARY. IN NO EVENT SHALL ANY CHARTING IMPACT PARTY BE LIABLE FOR DAMAGES ARISING OUT OF THIS AGREEMENT OR THE USE OF THE CHARTING IMPACT SITE IN AN AMOUNT IN EXCESS OF $100.00.

You agree to indemnify, defend and hold harmless the Charting Impact Parties and each of their affiliates, and its and their respective officers, directors, employees, agents, successors, assigns, licensors, partners, joint venturers, customers and any other person or entity involved in the creation, production and/or distribution of the Charting Impact Site, from and against any and all claims, liabilities, costs and expenses (including, without limitation, attorneys’ fees and expenses) incurred in connection with or arising from any breach by you of this TOU Agreement or resulting in connection with or arising from Your use of the Charting Impact Site.

You expressly absolve and release the Charting Impact Parties and each of their affiliates, and its and their respective officers, directors, employees, agents, successors, assigns, licensors, partners, joint venturers, customers and any other person or entity involved in the creation, production and/or distribution of the Charting Impact Site, from any claim of harm resulting from a cause beyond its and/or their control including, but not limited to, the failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses or software failures, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes or other labor problems, wars, terrorism or governmental restrictions.

Endorsement Disclaimer

The use, display, distribution or publication of any materials posted by third parties on the Charting Impact Site does not constitute or imply an endorsement of such materials their contents and/or represent a view or opinion by any of the Charting Impact Parties. Any such materials or sites have not necessarily been reviewed by GuideStar or other Charting Impact Party and are provided or maintained by third parties over which the Charting Impact Parties exercise no control. In addition, to the extent that they were reviewed by GuideStar or other Charting Impact Party, the Charting Impact Parties undertake no responsibility for continually monitoring such sites; the material at a site when GuideStar or other Charting Impact Party viewed it may differ materially than when you do. Accordingly, the Charting Impact Parties expressly disclaims any responsibility for the content, the accuracy of the information, and/or quality of products or services provided by or advertised on these third-party sites. Disclaimer Regarding Financial and Legal Advice.

The information on the Charting Impact Site is provided for educational and informational purposes only. Such information or materials do not constitute and are not intended to provide legal, accounting, or tax advice and should not be relied on in that respect.

Termination; Equitable Remedies

GuideStar may terminate this TOU Agreement at any time, with or without notice and with or without cause. Terms of this TOU Agreement that, by their nature, survive the termination or expiration of this TOU Agreement, shall so survive.

You acknowledge and agree that any unauthorized use or disclosure by you of the Charting Impact Site or any infringement or violation of GuideStar’s intellectual property rights, shall cause GuideStar irreparable injury for which GuideStar could not be fully compensated by money damages. You agree that, in the event of such a violation, GuideStar would be entitled to seek and recover (in addition to any other available remedies) preliminary and permanent injunctive relief without the necessity of posting bond or security, and further that GuideStar would be entitled to recover from you its attorneys’ fees and costs incurred in seeking and obtaining such relief.

Governing Law/Jurisdiction

This TOU Agreement shall be governed and construed by the laws of the Commonwealth of Virginia, without regard to its choice of law rules. You agree that, by entering into this TOU Agreement and accessing and/or using the Charting Impact Site, You are transacting business in the Commonwealth of Virginia and are subject to jurisdiction in its courts. Any legal or equitable action arising from this TOU Agreement or in connection with the Charting Impact Site shall be commenced and maintained in a court of competent subject matter jurisdiction within the Commonwealth of Virginia, and you consent to personal jurisdiction and venue in any such court. In the event of any dispute adjudicated between the parties, whether in litigation or permitted appeal, the prevailing party shall be entitled to recover from the party not prevailing its reasonable attorneys’ fees and costs incurred in such proceeding. The parties agree that neither may bring a claim or assert a cause of action against the other, in any forum or manner, more than one (1) year after the cause of action accrued, except where the party could not have reasonably discovered the wrong giving rise to the claim within the basic facts supporting the claim within one (1) year.

Severability

Should any term of this TOU Agreement be finally held by a court of competent jurisdiction to be invalid, unenforceable, void, or otherwise contrary to law or equity, GuideStar and you agree that such provision shall be automatically severed and the remainder of this TOU Agreement that can be given effect shall continue to be given effect.

Entire Agreement

This TOU Agreement constitutes the entire agreement between GuideStar and You with respect to the subject matter of this TOU Agreement, and it supersedes all prior agreements, understandings or representations between you and GuideStar with respect to the subject matter of this TOU Agreement. This TOU Agreement may not be modified except in writing and as is permitted herein.

I HAVE READ THIS TOU AGREEMENT AND AGREE TO ALL THE PROVISIONS ABOVE.