WHITAKER PEACE & DEVELOPMENT INITIATIVE WEBSITE TERMS OF USE

Effective Date:  September 3, 2014

This page describes the terms and conditions (“Terms of Use”) that govern your use of our website, www.wpdi.org (the “Site”). In these Terms of Use, Whitaker Peace & Development Initiative may be referred to as “WPDI”, “we”, or “us”.

1. Acknowledgment and acceptance of terms of use.

By using or visiting the Site you acknowledge that you understand, accept, and agree to these Terms of Use. If you do not understand, accept, or agree to these Terms of Use, you should not use or visit the Site.

We may make changes to the Site and our policies, including, without limitation, these Terms of Use, from time to time. All such changes will become effective immediately upon posting. Unless explicitly stated otherwise, all new or modified versions of the Site will also be subject to these Terms of Use.

2. Third-party products and services.

We may offer third-party products and/or services through the Site. You assume all risks and liabilities associated with the use of any such third-party products or services. Additionally, your rights regarding such products or services may be governed by separate terms of use provided by applicable third-party providers.

3. Privacy.

Please review our Privacy Policy, which is incorporated into these Terms of Use by reference.

4. Electronic communications.

By visiting the Site and providing us with your contact information, you explicitly consent to receive communications from us. If you would not like to receive such communications, please review our Privacy Policy and opt-out procedures.

5. License to Use the Site.

We grant you a limited license to access and use the Site. This license does not include a right for you to: (a) download (other than page caching) or modify any part of the Site without our express written consent; (b) use the Site for any resale or commercial use; (c) make any derivative use of the Site or any use of data mining, robots, or similar data gathering and extraction tools. No portion of the Site may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited, in whole or in part, for any commercial purpose without our express written consent. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) without the express written consent of the respective owner. You may not use any meta-tags or any other “hidden text” utilizing “WPDI” or any of our affiliates or partners without express written permission. We also grant you a limited, revocable and nonexclusive right to create a hyperlink to the Site so long as the linked website does not portray WPDI or any of its officers or directors in a false, misleading, derogatory, defamatory, or otherwise offensive manner.

6. Third-Party Links.

We may provide hyperlinks to other websites over which we have no control. We are not responsible for the availability of such external sites or resources and will not be responsible or liable for any content, advertising, products, or other materials on or available from such third-party websites or resources.

7. Restrictions.

In visiting the Site, you agree not to engage in conduct that may be considered illegal or tortious including, without limitation, “hacking” the Site, infringing the intellectual property or other proprietary rights of WPDI or any third parties, modifying, altering, translating, reverse engineering, decompiling, or disassembling the Site or related documentation, and creating derivative works based upon the same.

8. User-generated content.

(a) You shall not upload to, or distribute or otherwise publish on the Site any libelous, defamatory, obscene, pornographic, abusive, or otherwise illegal material. You agree not to use language that abuses or discriminates on the basis of race, religion, nationality, gender, sexual preference, age, disability, etc. Hate speech of any kind is grounds for immediate and permanent suspension of access to the Site.

(b) The Site shall be used only in a noncommercial manner. You shall not, without the express approval of WPDI, distribute or otherwise publish any material containing any solicitation of funds, advertising, or solicitation for goods or services.

(c) You acknowledge that any submissions you make to the Site (i.e., user-generated content including but not limited to: comments, messages, reviews, text, video, audio, and photographs, as well as computer code and applications) (each, a “Submission”) may be edited, removed, modified, published, transmitted, and displayed by WPDI and you waive any rights you may have in having the material altered or changed in a manner not agreeable to you. Submissions made to the Site may also be included in our RSS feeds and APIs and made available for republishing through other formats.

(d) You grant WPDI a perpetual, nonexclusive, world-wide, royalty-free, sub-licensable license to the Submissions, which includes without limitation the right for WPDI or any third party it designates, to use, copy, transmit, excerpt, publish, distribute, publicly display, publicly perform, create derivative works of, host, index, cache, tag, encode, modify and adapt (including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning or other technologies) in any form or media now known or hereinafter developed, any Submission posted by you on or to the Site, including any Submission posted on or to the Site through a third party.

(e) You are solely responsible for the content of your Submissions. However, while WPDI does not and cannot review every Submission and is not responsible for the content of these messages, WPDI reserves the right to delete, move, or edit Submissions that it, in its sole discretion, deems abusive, defamatory, obscene, in violation of copyright or trademark laws, or otherwise unacceptable.

(f) By making a Submission, you are consenting to its display and publication on the Site and for related online and offline promotional uses of such Submission.

9. Trademarks.

“Whitaker Peace & Development Initiative,” “WPDI,” the WPDI logo, and all other related trademarks or service marks (including, without limitation, graphics, logos, page headers, button icons, scripts and service names) (“Marks”) displayed on or within the Site are trademarks of WPDI or our respective licensors and any use thereof must be approved in writing, in advance by WPDI. The Marks may not be used in connection with any product or service without WPDI’s express written permission and all goodwill associated with the use of such Marks will inure to the benefit of WPDI.

11. Copyrights.

All content residing on the Site is the property of WPDI. No underlying right, title or interest in or to any content will pass to you by virtue of accessing the Site.

12. Feedback.

We do not accept unsolicited feedback, suggestions or other information about the Site or other aspects of our business. If you provide us with feedback or other ideas, we will be free to use any feedback provided by you for any purpose (without compensation to you) including, without limitation, improving its products and services and creating derivative products.

13. Disclaimer of Warranties and Limitation of Liability.

(a) WE MAKE NO REPRESENTATION, WARRANTY, AND/OR GUARANTEE OF THE SUITABILITY OF THE SITE FOR YOUR PURPOSES, OR THAT THE USE OF THE SAME WILL BE SECURE, UNINTERRUPTED, ERROR-FREE, FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR FUNCTION PROPERLY IN COMBINATION WITH ANY THIRD-PARTY TECHNOLOGY, HARDWARE, SOFTWARE, SYSTEMS OR DATA.

(b) WPDI DOES NOT REPRESENT OR ENDORSE THE ACCURACY OR RELIABILITY OF ANY ADVICE, OPINION, STATEMENT, OR OTHER INFORMATION DISPLAYED, UPLOADED, OR DISTRIBUTED THROUGH THE SITE BY ANY USER, INFORMATION PROVIDER, OR ANY OTHER PERSON OR ENTITY. YOU ACKNOWLEDGE THAT ANY RELIANCE UPON ANY SUCH OPINION, ADVICE, STATEMENT, MEMORANDUM, OR INFORMATION SHALL BE AT YOUR SOLE RISK. THE SITE IS PROVIDED “AS IS” AND ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. FURTHER, WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SAME, OR TO THE INFORMATION, CONTENT, COMMUNICATIONS, MATERIALS, OR PRODUCTS AND SERVICE CONTAINED THEREIN. YOUR USE OF THE SITE IS AT YOUR SOLE RISK.

(c) WE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM YOUR USE OF THE SITE INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

(d) YOU REPRESENT, WARRANT AND COVENANT (A) THAT NO MATERIALS OF ANY KIND SUBMITTED THROUGH ANY ACCOUNT YOU CREATE, MAINTAIN, OR CONTROL ON THE SITE WILL (I) VIOLATE, PLAGIARIZE, OR INFRINGE UPON THE RIGHTS OF ANY THIRD PARTY, INCLUDING COPYRIGHT, TRADEMARK, PRIVACY, OR OTHER PERSONAL OR PROPRIETARY RIGHTS; OR (II) CONTAIN LIBELOUS OR OTHERWISE UNLAWFUL MATERIAL; AND (B) THAT YOU ARE AT LEAST THIRTEEN YEARS OLD. YOU HEREBY INDEMNIFY, DEFEND AND HOLD HARMLESS WPDI AND ALL OFFICERS, DIRECTORS, OWNERS, AGENTS, INFORMATION PROVIDERS, AFFILIATES, LICENSORS, AND LICENSEES (COLLECTIVELY, THE “INDEMNIFIED PARTIES”) FROM AND AGAINST ANY AND ALL LIABILITY AND COSTS, INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES, INCURRED BY THE INDEMNIFIED PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF ANY BREACH BY YOU OR ANY USER OF YOUR ACCOUNT(S) OF THESE TERMS OF USE OR THE FOREGOING REPRESENTATIONS, WARRANTIES, AND COVENANTS. YOU SHALL COOPERATE AS FULLY AS REASONABLY REQUIRED IN THE DEFENSE OF ANY SUCH CLAIM. WPDI RESERVES THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU.

14. General.

These Terms of Use and the Privacy Policy constitute the complete and final agreement between us and you with respect to your use of the Site. These Terms of Use will be governed by the laws of the State of California without regard to conflicts of law provisions, and the parties consent to the exclusive jurisdiction and venue of the federal and state courts sitting in Los Angeles, California. You agree that your breach of these Terms of Use will cause us immediate and irreparable harm and we will be entitled to seek injunctive relief without the necessity of posting bond. We are independent parties and nothing in these Terms of Use will create an employment or agency relationship. If any provision of these Terms of Use is held unenforceable for any reason, such provision will be reformed only to the extent necessary to make it enforceable, and the unenforceability of such provision will not affect the enforceability of such provision under other circumstances or of any other provision. The failure of either party to enforce any right or provision in these Terms of Use will not constitute a waiver of such right or provision.