Terms of Use and User Agreement

READ THE TERMS AND CONDITIONS HEREIN CAREFULLY BEFORE CONTINUING OR USING THE REGISTRATION-BASED PRODUCTS WITHIN THE GUIDESTAR SITE (AS DEFINED BELOW). IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR OTHERWISE USE THE REGISTRATION-BASED PRODUCTS.

IF YOU ARE REGISTERING FOR ONE OR MORE REGISTRATION-BASED PRODUCTS (AS DEFINED BELOW), YOUR CLICKING ON THE BUTTON MARKED "I ACCEPT" AND YOUR CONTINUED USE OF THESE SERVICES INDICATES YOUR ACKNOWLEDGMENT THAT YOU HAVE READ AND ACCEPTED THESE TERMS OF USE.

These Terms of Use are a binding contract between You and GuideStar USA, Inc. ("GuideStar"). Your access to and continued use of certain areas within the GuideStar Web site located at www.guidestar.org (including any successor site)(the "GuideStar Site"), including any portions of the site that require registration (“Registration-Based Products”), constitutes your acceptance, without limitation, of the terms and conditions of these Terms of Use. If You do not agree to be bound by these terms, You may not access or use the GuideStar Site, including but not limited to the Registration-Based Products within the GuideStar Site. For avoidance of doubt, Your use of any Registration-Based Products that require payment of a fee for access (“Fee-Based Products”) is also subject to and governed by these Terms of Use.

Permitted and Prohibited Uses

Permitted Uses. You may access and use such portions of the GuideStar Site for which neither registration nor a fee is required as set forth herein. Certain areas within the GuideStar Site, such as "GuideStar Basic" or the “GuideStar Community” (collectively, "Registration-Based Products") may be accessed by You, but only after registering with the GuideStar Site and providing the information requested through the registration process. In addition, fee-based features or services, such as features and services associated with "GuideStar Premium" (collectively, "Fee-Based Products")) may be accessed by registering and paying the applicable fees for such Fee-Based Products, as established by GuideStar. You may access and use the GuideStar Site, the Registration-Based Products and the Fee-Based Products for the following purposes (collectively, "Permitted Uses"):

  1. to learn about nonprofit organizations for the purposes of evaluating them as recipients of charitable donations including grants;
  2. to learn more or exchange information about specific nonprofit organizations or general issues of interest to the nonprofit community;
  3. to investigate nonprofit entities for purposes of providing goods or services to them or for entering into other types of business relationships with them;
  4. to fulfill Your business or organizational mission of making charitable donations to nonprofit entities;
  5. to conduct comparative or other "best practices" research purposes;
  6. for Your own internal business use; and
  7. in the case of governmental agencies, performing regulatory or research functions related to nonprofit entities.

You may download and print information from the GuideStar Site in connection with the Permitted Uses. GuideStar reserves all rights not expressly licensed. If You desire to access or use any Registration-Based Products, including but not limited to the GuideStar Community, You can do so only if you register with the GuideStar Site and, if applicable, agree to any product-specific agreements. If You wish to access or use any Fee-Based Products, You can do so only by agreeing to the License Agreement or similar agreement applicable to such Fee-Based Products. Persons or organizations wishing to obtain access to any Fee-Based Products for more than one subscriber must obtain an Enterprise License Agreement.

Prohibited Uses. You may not:

  1. use the GuideStar Site other than as authorized by these Terms of Use;
  2. use the GuideStar Site for the benefit of any third party, other than as part of a Permitted Use;
  3. republish or distribute information from the GuideStar Site (including by posting same on any other Web site) without GuideStar’s express written consent;
  4. modify information from the GuideStar Site except in connection with a Permitted Use;
  5. disassemble, decode, decompile, or otherwise reverse engineer the GuideStar Site, including, without limitation, any interfaces or software programs comprising the GuideStar Site;
  6. take any action that would impede or interfere with the operation of the GuideStar Site or alter the contents of the GuideStar Site, or alter or interfere with any other content, site or software that GuideStar owns or controls;
  7. directly or indirectly, change, recompile, reframe, rent, sell, distribute or publish any of the GuideStar Site, any database thereon and/or any content thereon, or any portion thereof;
  8. use any data mining, robots or similar data gathering and extraction methods with respect to the GuideStar Site or any portion thereof; or
  9. use the GuideStar Site directly or indirectly in competition with GuideStar in any way whatsoever.

Access to the GuideStar 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 GuideStar Site. GuideStar further reserves the right to impose registration, password and other security precautions on access to and use of the GuideStar Site.

Access to the Registration-Based Products

To obtain access to Registration-Based Products, you will be required to register with us. Children under the age of 13 may not register for any of the Registration-Based Products. Except as provided below with respect to library Patrons (as defined below), if You are an individual, You will select a user name and password at the time You complete Your registration on the GuideStar Site. If You are an entity or governmental agency, You will, upon purchasing any of GuideStar's Fee-Based Products that permit access by one or more of your authorized users, be permitted to designate those of Your authorized users who will be permitted to access such Fee-Based Product on Your behalf, subject to the maximum number of authorized users to which You are permitted to grant access to such Fee-Based Product, as provided in the license agreement, subscription agreement or other agreement pursuant to which You purchased such Fee-Based Product (collectively, “License Agreements”). Such authorized users must complete GuideStar's registration process in order to receive passwords that will permit them to access such Fee-Based Product. (For the avoidance of doubt, if you are an authorized user of an entity or governmental agency (including, without limitation, a library) that has purchased one or more Fee-Based Products, all of the rights, obligations and agreements stated in these Terms of Use as applicable to "You" shall apply equally to you as such an authorized user.) Only one individual may access the GuideStar Site at a time using the same user name and password. You are responsible for maintaining the confidentiality of the user name and password and are fully responsible for all activities that occur under Your user name or password. If You are an entity or governmental agency, you are responsible for all activities that occur under the user names and passwords of Your authorized users.

You are responsible for ensuring that no unauthorized person will have access to Your user name, password or account. It is Your sole responsibility to monitor and control access to and use of Your user name, password and account. Your user name, password and account are not transferable. You grant GuideStar and all other persons and entities involved in the operation of the GuideStar Site the right to transmit, monitor, store, retrieve and use Your information in connection with the operation of the GuideStar Site. You agree to (a) immediately notify GuideStar of any unauthorized use of Your user name, password or account or any other breach of security, and (b) ensure that You exit from Your account at the end of each session. GuideStar cannot and will not be liable for any loss or damage arising from Your (or any authorized users') failure to comply with the provisions of this Section.

If Your access to the GuideStar Site is provided by or through a third party library that has entered into an agreement with GuideStar to allow its legitimate Patrons to access any Fee-Based Product without requiring such Patrons to sign in individually with user name and passwords, by using the GuideStar Site (including, without limitation, such Fee-Based Product), You agree to abide by all of the provisions of these Terms of Use, except that the provisions above regarding registration and use of a user name and password may be inapplicable to Your use of the GuideStar Site and such Fee-Based Product to the extent such use is made via access provided by such library. "Patron" means an individual member of the public authorized to access and use a library in accordance with the rules and policies applicable to such library.

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 GuideStar Site. GuideStar further reserves the right to impose additional or other registration, password and other security precautions on access to and use of the GuideStar Site.

Downloading of Information

We may, in Our sole discretion, from time to time determine to permit You to download information accessible by You pursuant to one or more Fee-Based Products to which You have subscribed ("Information"). In the event GuideStar does permit downloading of Information, such downloading shall be subject to the provisions of this Section. In addition to and not in limitation of any restrictions set forth elsewhere in these Terms of Use or in any License Agreement for a Fee-Based Product, You agree that you shall not copy, download, upload or in any other way reproduce any Information except as expressly permitted pursuant to this Section.

Subject to any specific requirements of the applicable License Agreement, You shall be permitted to download such Information as and to the extent provided below:

  1. Information accessible pursuant to such Fee-Based Product may be downloaded solely for Your internal use (but not for general internal distribution) and only in accordance with these Terms of Use and the License Agreement with respect to such Fee-Based Product. All Information so downloaded shall continue to be subject to all restrictions on use and other provisions applicable to such Fee-Based Product and/or the GuideStar Site set forth in these Terms of Use or such License Agreement. The Information available to be downloaded with respect to any organization shall be as determined from time to time by Us in Our sole discretion.
  2. Information available to be downloaded by You may be saved in one or more files on the GuideStar Site created based upon the results of one or more searches conducted by You by means of such Fee-Based Product and accessible via Your subscription management page with respect to such Fee-Based Product on the GuideStar Site.
  3. You may access and download any such file, in such format or formats as We may make available on the GuideStar Site from time to time, in Our sole discretion, within the time period during which such file is available to be accessed by You as set forth from time to time on the subscription management page on the GuideStar Site with respect to Your subscription to such Fee-Based Product.
  4. During each monthly or yearly term, as applicable, and each renewal term, of Your subscription to a Fee-Based Product for which downloading of Information is permitted, Your and Your authorized users (if any) acting on Your behalf shall be limited to downloading up to such total number of Records as set forth from time to time on such subscription management page. The term "Record" means a set of Information with respect to a single organization returned by a search using a Fee-Based Product.
  5. Notwithstanding the foregoing, You acknowledge and agree that We reserve the right at any time and from time to time in Our sole discretion to (a) increase or decrease any limit on the maximum number of Records that may comprise any such file, including, without limitation, the maximum number of Records that may be returned per search or per session, (b) increase or decrease the time period during which You may access any such file, (c) increase or decrease any limit on the number of times You may access any such file, (d) increase or decrease any limit on the number of times You may download any such file, and (e) limit access to such Fee-Based Product to viewing or printing using a third party web browser function. In addition, You acknowledge and agree that You and Your authorized users (if any) shall be bound by any other access and download limitations per search and/or session applicable to such Fee-Based Product, as determined by Us from time to time in Our sole discretion. All download limitations will be enforced at Our sole discretion.
  6. Systematic access to or extraction of content from any Fee-Based Product or downloaded file or Information (as determined by GuideStar in Our sole discretion), including, but not limited to, the use of "bots" or "spiders", is strictly prohibited. Without limiting any other provision of these Terms of Use, We reserve the right to monitor Your use of the GuideStar Site and any Registration-Based Product or Fee-Based Product to ensure compliance with these Terms of Use (including, without limitation, the provisions of this Section) and any License Agreement for a Fee-Based Product, and to prevent fraudulent use. Such monitoring of use may include but shall not be limited to determining whether or not the GuideStar Site or any Fee-Based Product is accessed under Your account from multiple computers, as well as noting downloads beyond the limit of the total number of allowable Records as may be set forth with respect to Your subscription to a Fee-Based Product for which downloading is permitted, or a disproportionate number of users. If such monitoring indicates You (or your authorized users, if any) are not in compliance with these Terms of Use (including, without limitation, the provisions of this Section) or the License Agreement with respect to such Fee-Based Product, or if fraudulent activity is suspected, GuideStar reserves the right to take such action as it deems necessary, including, but not limited to, suspension or termination of your rights under these Terms of Use and any and all License Agreements for Fee-Based Products, and any and all of Your account(s).

Communications with GuideStar

You understand and agree that, as part of Your registration for and use of the GuideStar Site, GuideStar may send to You certain communications from time to time, including (a) product announcements, such as announcements concerning upgrades, modifications and/or enhancements to the GuideStar Site and any other products or services offered by GuideStar; (b) service announcements, such as announcements regarding possible interruptions or other conditions that may affect access to and/or use of the GuideStar Site and/or any other products or services offered by GuideStar; (c) subscription-related announcements, such as notification of impending subscription expirations and opportunities to upgrade subscriptions; and (d) other administrative updates. You further understand and agree that Your agreement to receive such communications is a condition to Your use of the Registration-Based Products, 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 GuideStar Site, shall be subject to this Agreement.

Registration Information and Privacy Policy

As a condition of Your right to use the Registration-Based Products within the GuideStar Site, You agree to provide us with true, accurate and complete information as required by the registration process, including Your legal name, address, telephone number, and 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 our Privacy Policy, which is incorporated by reference.

Use of the GuideStar Community

GuideStar has elected to provide the GuideStar Community to you so that you may interact with and exchange information with other members of the nonprofit community. The GuideStar Community includes communications tools, forums, classifieds and other user-submitted public posting areas ("Communications Services"). We want to encourage an open exchange of information and ideas, but at the same time we want everyone to be able to enjoy these Communications Services.

Without limiting the terms of our Privacy Statement, we will not, in the ordinary course of business, review private electronic messages that are not addressed to us or other content or materials submitted through the GuideStar Community. However, we maintain the right to do so and to use any other forms of information available to us by virtue of your use of our GuideStar Community (including, for example, reverse IP address inquiry) in order to comply with the law, to enforce these Terms of Use, or to protect the rights, property or safety of visitors to our the GuideStar Community, the public, our employees or our affiliates.

GuideStar reserves the right to deny access to any Communications Service to anyone who violates this visitor agreement or who, in our judgment, interferes with the ability of others to enjoy our Service or infringes the rights of others. We will comply with the requirements of the law regarding disclosure of any messages to others, including law enforcement agencies.

Specific Prohibited Uses for the GuideStar Community

Without limiting the foregoing, we may immediately terminate your use of any Communications Service if you engage in any of the following prohibited activities:

  • Uploading, posting, emailing, transmitting or otherwise making available any content that is unlawful, harmful, threatening, abusive, libelous, or obscene;
  • Impersonating any person or entity, or falsely stating or otherwise misrepresenting your affiliation with a person or entity;
  • Forging headers or otherwise manipulating identifiers in a manner that disguises the origin of any content you transmit through any Communications Service;
  • Uploading, posting, emailing, transmitting or otherwise making available 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);
  • Uploading, posting, emailing, transmitting or otherwise making available any content that infringes any patent, trademark, trade secret, copyright or other proprietary right of any party;
  • Uploading, posting, emailing, transmitting or otherwise making available any unsolicited or unauthorized advertising, promotional materials, or any other form of solicitation, without our express written approval;
  • Gathering for the purpose of "spamming" any email addresses that users post in our chat rooms, forums and other public posting areas;
  • Uploading, posting, emailing, transmitting or otherwise making available any content or material that contains software viruses, worms or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications or other equipment, or to cause a security breach of such software, hardware or telecommunications or other equipment;
  • Uploading or posting any off-topic or irrelevant material to any chat room or forum;
  • Interfering with or disrupting any servers or networks used to provide the Communications Services, or disobeying any requirements, procedures, policies or regulations of the networks we use to provide the Communications Services;
  • Violating any applicable local, state, national or international law;
  • "Stalking" or otherwise harassing another;
  • Instigating or encouraging others to commit illegal activities or cause injury or property damage to any person;
  • Advertising, soliciting business or commercial use;
  • Collecting or storing personal data about other users;
  • Gaining unauthorized access to our Service, or any account, computer system, or network connected to this Service, by means such as hacking, password mining or other illicit means; or
  • Obtaining or attempting to obtain any materials or information through any means not intentionally made available through this Service.

Spam

We will immediately terminate any account which we believe is being used to transmit, or is otherwise connected with, any spam or other unsolicited bulk email in connection with any messaging service made available through the Service. In addition, because damages are often difficult to quantify, if actual damages cannot be reasonably calculated, then you agree to pay us liquidated damages of $2 for each item of spam, unsolicited bulk email or private messaging transmitted from, or otherwise connected with, your account. Otherwise you agree to pay our actual damages, to the extent such actual damages can be reasonably calculated.

Your License to GuideStar

By submitting material (including, but not limited to, any text, photos, video or other content) to the GuideStar Community, you are representing that you are the owner of the material, or are making your submission with the express consent of the owner. By submitting any materials via the GuideStar Community, Blog or any other feature of the GuideStar Site, you grant us, and anyone authorized by us, including, without limitation, our affiliates, a perpetual, irrevocable, royalty-free, unlimited, worldwide, transferable, non-exclusive and unrestricted license to use, reproduce, modify, archive, publish, sell, exploit, display, create derivative works from, publicly perform, and otherwise distribute such material in any medium (whether now known or hereafter developed), in any manner we see fit, and for any purpose that we choose. The foregoing grant includes the right to exploit any proprietary rights in materials you submit to the GuideStar Community, including, but not limited to, rights under copyright, trademark or patent laws that exist throughout the world. Without limiting the generality of the previous sentence, you agree that we may use, distribute, share or otherwise provide such material under any terms we see fit to any third party without the requirement of providing you any form of compensation. You also agree that we, and anyone authorized by us, may identify you as the author of any of your postings by name, email address or screen name, as we or they deem appropriate. We also reserve the right, in our sole discretion, (but assume no obligation) to delete, move, or edit any postings that come to our attention that we consider unacceptable or inappropriate, whether for legal or other reasons. You understand that the technical processing and transmission of the Service, including content submitted by you, may involve transmissions over various networks, and may involve changes to the content to conform and adapt it to technical requirements of connecting networks or devices.

Materials Submitted by Other Users

We cannot and do not review every posting made in any chat rooms, forums, and other areas available for public postings we may provide. You may well read any given posting before anyone on our staff does. Take what you find with a grain of salt. You can expect these areas to include information and opinions from a variety of individuals and organizations other than us. We do not endorse or guarantee the accuracy of any posting, regardless of whether the posting comes from a user or from a member of our staff.

Privacy Policy

You agree to the terms of our Privacy Policy, which is incorporated by reference

Legal Notices and Proprietary Rights

You agree that you will not take any action that would infringe, misappropriate, or violate GuideStar's intellectual property interests and that you will comply with the intellectual property provisions set forth herein.

Copyright Protection

The GuideStar Site (including without limitation the database and content found on the GuideStar Site) is copyrighted or otherwise protected subject matter, is owned or licensed by GuideStar and is protected by United States and international copyright law, trademark law and other intellectual property laws. You are free to display and print for your personal, non-commercial use the content you receive through the GuideStar Site provided you reprint any copyright and other rights notices included in such content. You may not reproduce, modify, distribute or publicly display the GuideStar Site, in whole or in part, in any form (including by email, screen shots or other electronic means) except as is expressly authorized by these Terms of Use or a product-specific GuideStar agreement or License Agreement. If you would like to make copies and/or distribute any portion of the GuideStar Site in ways not expressly authorized by these agreements, You must contact GuideStar for written permission, which it may grant or withhold in its sole discretion. Of course, you are free to encourage others to access the information themselves from the GuideStar Site and tell them how to find it.

The GuideStar Site contains information from third-party sources. If You believe that Your copyright interests are being infringed by anything on the GuideStar Site, You must notify GuideStar of Your claim by filing a Notice with GuideStar USA, Inc. Your Notice must be in writing (either via electronic mail or by certified or registered mail to GuideStar, Attn: Suzanne Coffman, 4801 Courthouse Street Suite 220, Williamsburg, VA 23188) or scoffman@guidestar.org, and 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 GuideStar 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 the law; (6) a statement by You, made under penalty of perjury, that the above information in Your Notice is accurate and that You are the copyright owner or authorized to act on the copyright owner's behalf.

Linking to the GuideStar Site

You may link to GuideStar's home page. You must contact info@guidestar.org if you wish to link to any page other than the home page. Any such links to the home page must not state or imply any sponsorship by GuideStar of your site, service, application, or mobile or handheld device application by us.

Trademark Protection

GuideStar is a registered service/trademark of GuideStar USA, Inc. All other trademarks referred to on this Web site are service/trademarks of their respective owners. You may not use any trademark or service mark appearing on the GuideStar Site without the prior written consent of the owner of the mark. [URL] is a trademark of [Company Name].

No Framing. Without our prior written permission, you may not frame, or in-line link, any of the content of the GuideStar Site, or incorporate into another website, application, mobile or handheld device application, or other service any of our intellectual property.

You agree not to upload or otherwise place any information on the GuideStar Site that would infringe or otherwise violate anyone's intellectual property interests or other rights, or that is false, misleading, defamatory, or otherwise contrary to law or regulation.

ACCURACY AND WARRANTY DISCLAIMERS

GuideStar does not warrant or guarantee the accuracy, quality, completeness, currency, non-infringement, timeliness, merchantability, fitness for a particular purpose, or validity of any information on the GuideStar Site (including, without limitation, any database accessible via the GuideStar Site and its content) or linked from the GuideStar Site nor does GuideStar guarantee that the GuideStar Site will be error-free or continuously available or free of viruses or other harmful components. The descriptive information is derived from IRS Forms 990, Forms 990-EZ, and Forms 990-PF filed by the nonprofit organizations or their voluntary responses to a GuideStar questionnaire. The financial data are taken from the IRS Business Master File, IRS Forms 990, Forms 990-EZ, Forms 990-PF, or information provided to GuideStar by organizations that are not required to file returns with the IRS. The news releases are also provided by the organizations. GuideStar does not edit or control the financial information it receives, although it may (in its sole discretion) note obvious mathematical errors that it believes may exist in the materials as received by it.

Due to, among other things, the possibility of human and/or mechanical error, GuideStar shall not be responsible for any errors or omissions on the GuideStar Site. GuideStar makes no representations as to the accuracy or integrity of the information contained therein, including, without limitation, any content thereon. GuideStar shall not be liable for any damages of any kind incurred as a result of the information posted on the GuideStar Site including, without limitation, any content thereon.

GuideStar cannot and does not review every entry made on the GuideStar Blog accessible to you as a part of the GuideStar Site. You can expect that GuideStar Blog entries may contain opinions from the individual authors of such Blog posts that may include opinions from organizations other than GuideStar. GuideStar does not endorse or guarantee the accuracy of any Blog post regardless of whether the Blog post comes from GuideStar or an outside author or “guest” author.

GUIDESTAR MAKES NO WARRANTY THAT THE GUIDESTAR 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 GUIDESTAR SITE IS PROVIDED "AS IS", “AS AVAILABLE” AND "WITH ALL FAULTS." GUIDESTAR HAS MADE AND MAKES NO OTHER WARRANTIES, AND IT DISCLAIMS 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, TIMELINESS, PERFORMANCE, TITLE, QUIET ENJOYMENT, FITNESS FOR A PARTICULAR PURPOSE OR THAT ANY INFORMATION, EFFORTS, SERVICES OR SYSTEM PROVIDED BY GUIDESTAR WILL FULFILL ANY OF YOUR PARTICULAR PURPOSES OR NEEDS. GUIDESTAR MAKES NO REPRESENTATIONS OR WARRANTIES ON BEHALF OF ITSELF WITH RESPECT TO THIRD PARTY SOFTWARE OR EQUIPMENT AND EXPRESSLY EXCLUDES ANY AND ALL LIABILITY ARISING FROM OR RELATING TO A THIRD PARTY'S SOFTWARE AND/OR EQUIPMENT.

LIMITATIONS ON LIABILITY; INDEMNITY

IN NO EVENT SHALL GUIDESTAR (INCLUDING ITS 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 THESE TERMS OF USE, THE GUIDESTAR SITE, ANY DATABASE OR CONTENT THEREON OR THE USE OR INABILITY TO USE THE GUIDESTAR SITE, OR ANY DATABASE OR CONTENT THEREON, REGARDLESS OF THE LEGAL THEORY ON WHICH SUCH DAMAGES ARE CLAIMED OR REGARDLESS OF WHETHER GUIDESTAR HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS. NOT ALL STATE LAWS ALLOW SUCH LIMITATIONS, AND YOUR RIGHTS MAY VARY.

You agree to indemnify, defend and hold harmless GuideStar, its affiliates, and their respective officers, directors, employees, agents, successors, affiliates, assigns, licensors, partners, joint venturers, customers and any other person or entity involved in the creation, production and/or distribution of the GuideStar 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 these Terms of Use or resulting in connection with or arising from Your use of the GuideStar Site.

Endorsement Disclaimer

GuideStar does not endorse, support, sanction, or verify the information or material on or accessible via the GuideStar Site. Unless otherwise specifically indicated, GuideStar does not endorse and has no affiliation with any of the organizations mentioned, listed in, described on or linked to via the GuideStar Site, and it makes no representations or warranties whatsoever with regard to those organizations or any other organization, entity or person, including but not limited to the performance of goods and services provided by our advertisers or others to whose sites we link.

Disclaimer Regarding Financial and Legal Advice

The information on the GuideStar 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. We suggest that You consult an attorney, accountant, and/or financial advisor to answer any financial or legal questions. Before you act on any information you’ve found on the GuideStar Site, you should confirm any facts that are important to your decision. IF YOU RELY ON ANY INFORMATION OR SERVICE AVAILABLE THROUGH THE GUIDESTAR SITE, YOU DO SO AT YOUR OWN RISK. YOU UNDERSTAND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS YOU MAY INCUR THAT RESULTS FROM YOUR USE OF THE GUIDESTAR SITE OR ANY MATERIAL OTHERWISE PROVIDED BY THE GUIDESTAR SITE.

Disclaimer Regarding Documents Uploaded to the GuideStar Web Site

You are solely responsible for the documents you upload to the GuideStar Web site. You are advised not to upload Schedule B (List of Contributors) with the Form 990 for a public charity. You are advised to block any signatures, social security numbers, and personal addresses from documents that you upload. GuideStar reserves the right to refuse any document. In addition, GuideStar has the right to terminate any document at any time for any reason. GuideStar and its affiliates make no representations or warranties of any kind, whether express or implied, regarding any of the documents on the GuideStar Web site. GuideStar will not be held liable for any damages.

Termination; Equitable Remedies

GuideStar may terminate these Terms of Use (including Your rights hereunder) at any time, with or without notice and with or without cause. Terms of these Terms of Use that, by their nature, survive the termination or expiration of these Terms of Use, shall so survive.

You acknowledge and agree that any unauthorized use or disclosure by You of the GuideStar 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.

Force Majeure

GuideStar shall have no liability whatever for delays or interruptions in delivery or accessibility of any of the GuideStar Site, interruptions of service or other breach of these Terms of Use due to fire, explosion, lightning, power surge or failure, water, acts of God, war, civil disturbance, terrorism, acts or omissions of communications carriers, or other causes beyond GuideStar's reasonable control.

Dispute Resolution

These Terms of Use 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 these Terms of Use and accessing and/or using the GuideStar 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 these Terms of Use or in connection with the GuideStar 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 it is held that jurisdiction or venue is wanting in such a court, an action then may be commenced in any other court having proper jurisdiction under applicable statutes and court rules. 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.

Modification of These Terms of Use

GuideStar reserves the right, in its sole discretion, to modify, alter, or otherwise revise these Terms of Use at any time by posting such modified versions on the GuideStar Site. You agree to monitor regularly these Terms of Use as they appear on the GuideStar Site. Your continued use of the GuideStar Site after the posting of any modified versions shall constitute agreement to these Terms of Use. These Terms of Use may be modified by Your agreement to any Registration-Based Product agreement and/or any License Agreements to one or more of our Fee-Based Products. These Terms of Use may not otherwise be modified or amended.

Notices

Except as is stated herein to the contrary, any notices to GuideStar must be given by postal mail sent to GuideStar's headquarters as then listed on the GuideStar Site. Any notices to You will be sent to the e-mail address that You provide to GuideStar.

Severability

Should any term of these Terms of Use 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 these Terms of Use that can be given effect shall continue to be given effect.

Entire Agreement

Subject to the following sentence, these Terms of Use, including the Privacy Policy, constitute the entire agreement between GuideStar and You with respect to the subject matter of these Terms of Use, and supersede all prior agreements, understandings or representations between You and GuideStar with respect to the subject matter of these Terms of Use. These Terms of Use do not supersede or alter any License Agreement to one or more of our Fee-Based Products; and You must comply with the terms of these Terms of Use and each such other agreement to which You have agreed or may agree in the future. In the event of a conflict between these Terms of Use and any such other agreement to which you have agreed or in the future agree, the terms of such other agreement shall control. These Terms of Use may not be modified except in writing and as is permitted herein.