National Writing Project

Terms of Use

Version 1.0

The National Writing Project ("NWP"), as a convenience to you as a user or NWP member ("Member"), grants you access to its websites (collectively, the "Site"), the Services (as defined below) and/or the Products (as defined below), in each case conditioned on your acceptance of the terms, conditions, and notices contained herein (these "Terms of Use"). For the purposes of these Terms of Use, "Services" means, collectively, the membership, subscription, professional development or other training, discussion, online anthology, and other related services provided in connection with the Site, and "Products" means, collectively, the publications and products available through the Site. Also, you are subject to the NWP Privacy Policy and, when using any particular information, Products, Services, or Content (as defined below) available through the Site, to any additional terms and conditions posted in connection with such information, Products, Services, or Content (collectively, "Additional Terms"). You agree that NWP may modify these Terms of Use, the Privacy Policy and any Additional Terms at any time and from time to time, with or without notice to you. When you access, use, or browse the Site, the Products, and/or the Services, you accept, without limitation or qualification, these Terms of Use and any Additional Terms as if you had signed them.

1. Acceptance of Terms

Please read these Terms of Use and NWP's Privacy Policy carefully. By using the Site and/or Services, you agree to these Terms of Use, and you consent to the collection and use of information as described in our Privacy Policy. If you do not agree to these Terms of Use and the terms and conditions of our Privacy Policy, you must exit the Site immediately and discontinue any use of information, Products, Services, or Content from the Site.

2. Copyright

Subject to Section 4 hereof, NWP (or its licensors) owns all right, title and interest, including all copyright, patent and other intellectual property rights, in and to the Site, and all content available through the Site, including without limitation any text, source code, programs, specifications, images, graphics, audio files, video files or other digital content, articles, press releases, and brochures, as well as any other information or content available through the Site and the compilation of all such content, the arrangement and selection thereof and the overall look and feel of the Site (collectively, the "Content"), and the Products and the Services. Any use of the Content, Products and Services is subject to these Terms of Use and the restrictions set forth in Section 5 herein. You retain copyright and any other rights you already hold in content which you submit, post or display on or through the NWP website ("User Content"). By submitting, posting or displaying the content you give NWP a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to reproduce, adapt, modify, translate, publish, publicly perform, publicly display and distribute any User Content which you submit, post or display on or through the NWP website. This license is for the sole purpose of enabling NWP to display, distribute and promote the National Writing Project and its website. NWP hereby grants you a personal, non-exclusive, non-transferable, revocable license to access and use the Site and Content in accordance with these Terms of Use and any Additional Terms. Except as expressly agreed in writing by NWP, NWP grants no other privileges or rights to the Site or Content to you, and you must keep intact all patent, copyright, and other proprietary notices on the Content. Any Content owned by NWP's licensors may be subject to additional restrictions. For further information on use of the NWP Content, please see our Permissions page.

3. Trademark

NATIONAL WRITING PROJECT, NWP and the NATIONAL WRITING PROJECT and NWP logos are the trademarks, service marks and trade dress of NWP. All other trademarks, service marks, trade names, and trade dress, whether registered or unregistered (collectively the "Marks") that appear on the Site are proprietary to NWP or their respective owners. You may not use, modify, adopt, display or reproduce the NWP Marks or any other Marks without the prior written consent of NWP, and you may not remove or otherwise modify any trademark notices from any Content received through the Site.

4. User Content

By submitting, uploading, or posting User Content to the Site, you represent and warrant that you have all necessary and appropriate rights in and to such User Content, and you hereby grant NWP the right to use, copy, distribute, disseminate, publish, display, transmit, modify, translate, reformat, and create derivate works of such User Content in any format and any medium, and publish your screen name in connection with your User Content. You acknowledge and agree that User Content submitted by you is not confidential or proprietary and that you are not entitled to receive any compensation for any User Content submitted in connection herewith.

5. Use and Restrictions

The Site is provided solely as a convenience to you. You may use the Site, the Products, and the Services only in accordance with all applicable laws and regulations and in accordance with these Terms of Use and any applicable Additional Terms. You agree that you will not:

a. unless otherwise permitted by NWP in the applicable Additional Terms or a separate agreement, copy, modify, distribute, transmit, display, perform, reproduce, download, publish, compile or collect in a database, license, create derivative works of, transfer, sell or otherwise commercially exploit the Site or any Content, Products or Services available therein;

b. access or attempt to access any systems or servers on which the Site is hosted or modify or alter the Site in any way;

c. submit, display, or transmit any User Content, or any content via the systems or services on which the Site are hosted, in violation of any intellectual property or other proprietary rights of, or your contractual obligations to, any third party, or in violation of applicable laws, rules, and regulations;

d. submit, display, transmit or upload any images, photographs, graphics, links, audio files, video files, or similar Content that exceed NWP's capacity limits or that you do not own or have the necessary and appropriate rights to submit, display, or transmit;

e. submit, display, transmit or upload any spam, duplicative messages, unauthorized promotions or advertisements, surveys, contests, chain letters, or pyramid schemes;

f. forge headers, create a false identity, or otherwise manipulate identifiers in order to deceive others or disguise the origin of any Content transmitted to or via the Site;

g. use the Site and/or the Services to threaten, defame, abuse, assault, stalk, harass, or otherwise violate the rights of any other person or entity, including, without limitation, rights of privacy or publicity;

h. submit, transmit, upload, publish, post, display, or disseminate any profane, obscene, indecent, unlawful, terroristic, violent, or hateful Content;

i. offer, sell, broker, purchase, or seek any unethical, profane, obscene, indecent, unlawful, terroristic, violent, or hateful services;

j. collect, store, publish, post, sell, transmit, or disclose personal data about other Members or users of the Site unless authorized to do so;

k. upload or otherwise transmit files that contain viruses, worms, Trojan horses, malicious code, spyware, adware, sniffers, corrupted files, or similar software or programs; or

l. restrict or prevent any other Member or other user of the Site from using the Site and/or the Services;

m. frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information of NWP (including, but not limited to, images, text, page layout, and/or form);

n. use any meta tags or any other "hidden text" utilizing NWP's name or trademarks.

6. Use: Members

You may access and browse certain areas of the Site and the Content without registering and/or becoming a Member. You must become a Member in order to access certain Products and Services or participate in certain discussion boards, forums, leadership opportunities, or other NWP programs. In order to become a Member, you must qualify for membership and complete the registration. The registration requires, among other things, that you provide current, complete, and accurate information as requested on the applicable registration forms.

Notwithstanding the foregoing, you acknowledge and agree that NWP, at its sole discretion and without notice or any further obligation to you, may: (a) temporarily suspend or permanently discontinue your access to or use of the Site and/or the Products and Services, and refuse any and all current and future access to or use of same, or (b) take any other necessary or appropriate actions in case of technical problems; objectionable material; or false, misleading, unlawful, or inaccurate postings, articles, or other contributions.

7. Monitoring

NWP has no obligation to monitor the Site. However, NWP reserves the right to review any User Content, and remove, delete, redact, or otherwise modify such User Content, at its sole discretion, at any time and from time to time, without notice or further obligation to you. NWP has no obligation to display or post any User Content. NWP reserves the right to disclose, at any time and from time to time, any information or User Content that NWP deems necessary or appropriate to satisfy any applicable law, regulation, contract obligation, legal or dispute process, or government request.

8. Modifications

As noted above, NWP reserves the right, at any time and from time to time, without notice, to modify, alter, or update these Terms of Use, and your continued use of the Site, the Products, and/or the Services after such modifications, alterations, or updates signifies your agreement to be bound by such modifications, alterations, or updates. NWP may also, directly or indirectly, make improvements and/or changes in the Site, the Products, and/or the Services or any portion thereof at any time without notice or obligation to you.

Any Content, Products, Services, prices, specifications, designs, conditions, or product descriptions offered or posted on the Site are subject to modification or discontinuation at any time and from time to time without notice or obligation to you. Without limiting the foregoing, NWP reserves the right, at its sole discretion, to charge fees for the use or purchase of, or access to, any Services, Products, or Content offered through the Site, at any time and from time to time, regardless of whether such Services, Products, or Content were previously offered at no charge.

9. Confidentiality

You acknowledge and agree that any user name, login code, identifier or password (each, a "Password") is confidential information. You must maintain the confidentiality of any Password, and you may not disclose such Password to any other person or entity or permit any other person or entity, whether or not a Member, to access the Site or the Services using such Password. You acknowledge and agree that you are responsible for any use of and any activities that occur under your username, user ID, login name, and/or Password, including any fees incurred. You agree to notify NWP immediately of any unauthorized use of any Password or any other breach of security of which you are aware. You may not use any Password that is not issued directly to you or approved by NWP.

NWP cannot be responsible for, and disclaims all liability in connection with, the use of any information that you submit, post, or display on the Site. You should use caution when posting any information, including personally identifiable information, to the Site.

10. Links to Third-Party Websites

The Site may contain links to websites and other resources operated by third parties other than NWP. Such links are provided solely as a convenience to you. NWP does not control such websites and is not responsible for the contents or products, services, or other Content offered through such websites. NWP's inclusion of links to such websites does not imply any endorsement of any website, or the content, products, or services offered through any website, or of any company or person. If you decide to access any third-party websites, you do so entirely at your own risk, and you may be subject to the terms and conditions and the privacy policies of such websites.

11. Release

In the event that you have a dispute with one or more Members or users of the Site, you hereby irrevocably release NWP and its directors, officers, agents, affiliates, subsidiaries, employees, successors, and assigns from any claims, demands, or damages, direct or consequential, of any kind, known or unknown, disclosed and undisclosed, arising out of, related to, or in connection with any such dispute. If you are a California resident, you hereby waive California Civil Code § 1542, which says "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."

12. Warranties and Disclaimer

Except as expressly provided by the applicable additional terms, the site and any content, products, and services contained on the site, including links, are provided on an "as is" basis with no warranty of any kind. To the maximum extent permitted by law, NWP disclaims all representations and warranties, express or implied, with respect to the site, the content, the products, and the services, including, without limitation, warranties of merchant ability, fitness for a particular purpose, title, non-infringement, freedom from computer viruses or other malicious or unauthorized code or programs, and implied warranties arising from the course of dealing or course of performance. In addition, NWP does not represent or warrant that the information accessible via the site is accurate, complete, or current and NWP makes no representations with respect to availability, reliability or security of the site, service or products. As a condition of your use of the site, you warrant to NWP that you will not use the site for any purpose that is unlawful or prohibited by these terms of use.

13. Limitation of Liability

NWP and its officers, directors, employees, agents, suppliers, licensors, and third-party partners will not be liable for any indirect, special, punitive, incidental, exemplary, or consequential damages, or any damages whatsoever, whether or not NWP has been previously advised of the possibility of such damages, whether in an action under contract, tort, or any other theory, arising out of or in connection with any errors or omissions; viruses or other malicious or unauthorized code or programs; the use, inability to use, or performance of the site or the content, products, or services available from the site; or any loss, business interruption, or other damages in connection therewith. Without limiting the foregoing, NWP's liability in connection with the site, the content, the products, the services, or these terms of use shall be limited to the amount paid for the site, the content, the products, or the services giving rise to the claim. These limitations will apply notwithstanding any failure of essential purpose of any limited remedy.

14. Indemnification

You agree to indemnify, defend, and hold harmless NWP and its officers, directors, employees, agents, suppliers, licensors, and third-party partners from and against all claims, losses, liabilities, expenses, damages, and costs (collectively, "Damages"), including reasonable attorney fees, resulting from: (a) any violation by you of these Terms of Use or any applicable Additional Terms, and (b) any User Content provided by you.

15. Dispute Resolution

If any controversy, dispute, or claim arising out of or related to your use of the Site, the Services or any of the Content arises, the dispute will be resolved exclusively by binding arbitration in accordance with the then-current Commercial Rules of the American Arbitration Association. However, NWP will have the right to petition any court of competent jurisdiction for the entry of injunctions and orders for specific performance relating to your unauthorized use, modification, copying, distribution, transmission, display, performance, reproduction, publication, license, creation of derivative works, transfer, or sale of the Site, the Products, the Services, the Marks, and/or the Content.

16. Governing Law

Except as provided in the second sentence of Section 15, all litigation, court proceedings, arbitration proceedings, mediation proceedings, lawsuits, court hearings, and other hearings initiated in connection with the Site, the Services and/or the Content must and will be venued exclusively in Berkeley, California, USA. These Terms of Use and the relationship between you and NWP will be governed by the laws of California, USA, without giving effect to principles of conflict of laws of any jurisdiction. If any part of these Terms of Use is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms of Use shall continue in effect.

17. Miscellaneous

If any provision of these Terms of Use or of any Additional Terms is held to be invalid, illegal, or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, illegality, or unenforceability will not affect the effectiveness or validity of any provision in any other jurisdiction, and these Terms of Use or the applicable Additional Terms will be reformed, construed, and enforced in such jurisdiction as if such provision had never been contained herein. You agree that no joint venture, partnership, employment, or agency relationship exists between you and NWP as a result of these Terms of Use, any Additional Terms, our Privacy Policy, or your use of the Site, the Products, and/or the Services. NWP's performance of these Terms of Use and any Additional Terms is subject to existing laws and legal process, and nothing contained in these Terms of Use, any Additional Terms, or our Privacy Policy is in derogation of NWP's right to comply with law enforcement requests or requirements relating to your use of the Site or to information provided to or gathered by NWP with respect to such use. These Terms of Use, the Privacy Policy, and any Additional Terms constitute the entire agreement between you and NWP with respect to the Site, the Products, and the Services, and they supersede all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and NWP with respect to the Site, the Products, and the Services. In the event of a conflict between these Terms of Use and the terms and conditions of any of the foregoing with respect to the Site, the Services, the Products, or any Content, the Additional Terms shall control with respect to their subject matter. The Section titles in these Terms of Use are for convenience only and have no legal or contractual effect. We may provide notice to you hereunder by posting announcements to the Site. A printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial, arbitration, or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

© 2014 National Writing Project