Terms of Use

1. General Information

These Terms of Use (“Terms”) apply to Catalyst’s website (the “Site”) located at www.catalyst.org (including subdomains thereof), which is operated by Catalyst, Inc. (“we,” “us” or “our”).

By using the Site, or by agreeing to the Terms when prompted by the Site, you indicate that you are at least eighteen years old and that you agree to the Terms and the Site’s Privacy Policy (the Privacy Policy together with the Terms, this “Agreement”).  If you do not agree to this Agreement, please do not use the Site.

We may revise the Agreement in our sole discretion at any time.  Any changes will be effective upon posting on the Site.  You are responsible for reviewing any such changes, and your continued use of the Site after they are posted will constitute your acceptance of the Agreement as amended.

If you have questions about the Agreement, please email us at [email protected], or contact us at:
Catalyst Inc.
120 Wall Street, 15th Floor
New York, NY 10005
(212) 514-7600


2. Intellectual Property Rights

The Site, its features and its contents provided by us, or by others on our behalf, are owned by us, our affiliates or our licensors, as may be applicable, and are protected by copyright, trademark, trade secret and other intellectual property or proprietary rights laws.  We or our affiliates or licensors also own all rights in the names, trade names, logos, and designs appearing on the Site (collectively, “Trademarks”).  You may not use the Trademarks in any way.

Subject to your compliance with the Agreement, and except as otherwise expressly authorized in the Agreement or on the Site, you are authorized to use the Site and to view, download, and print out the Site’s contents for your or your employer’s use, but you may not sell or redistribute for commercial purposes any of such contents.  If you download, print out or copy the Site’s contents you must maintain all copyright and other proprietary notices.  Except as stated above, you may not copy, modify, reproduce, transmit, display, store, distribute, abridge, or otherwise use the Site or its contents in any other way without Catalyst’s prior permission.


3. Conduct

You may use the Site only for lawful purposes, in a lawful manner.  You agree to comply with all applicable laws, statutes and regulations in using the Site. 

The Site contains interactive features that may allow you to post, submit, publish, display or transmit User Contributions (as such term is defined in the Privacy Policy).  You are responsible for, and assume all liability associated with, User Contributions that you contribute and for your other interactions with the Site.  You represent and warrant that you own or have all the necessary licenses, rights, consents, and permissions to post any User Contributions to the Site and to grant us the license in Section 4 of these Terms.  If you post, use or display the User Contributions of others, you do so at your own risk. 

You may not transmit or otherwise make available through the Site (i) any material that violates or infringes in any way the rights of others; that is libelous, slanderous, defamatory, obscene, abusive, profane, vulgar, sexually explicit, racist, discriminatory, threatening, harassing, hateful, or otherwise objectionable; or that encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violate any law; (ii) any material that invades or infringes any person’s rights of privacy or publicity; (iii) any material that violates copyrights or any other intellectual property rights; (iv) without the express prior written consent of Catalyst, any advertising or solicitation with respect to products or services; or (vi) any material that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any data or information on the Site. 

We do not and cannot review all material (including User Contributions) before it is posted to the Site.  We may, in our sole discretion, remove from or decline to display on the Site any material (including User Contributions) for any or no reason.

Certain features of the Site are intended to foster communities of users.  To protect the integrity of the Site’s communities, we ask you to respect the confidentiality of other users and their intellectual property and other rights in their User Contributions, some of which may be private in nature.

Under no circumstances may you use the Site to harvest, collect, or share information about others, including email addresses, for commercial purposes without their consent.


4. License to Your User Contributions

We do not claim ownership of your User Contributions.  By posting, submitting, displaying or uploading User Contributions, you grant to Catalyst and other users of the Site a worldwide, royalty-free, perpetual, irrevocable, and non-exclusive right (and you waive any moral rights) and license (including the right to sublicense) for Catalyst, its sublicensees, other users of the Site and their sublicensees to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Contributions anywhere, (i) as to Catalyst and its sublicensees, for any purpose, whether commercial or not, and (ii) as to other users of the Site and their sublicensees, for all purposes other than sale or redistribution for commercial purposes, and, in the case of each of (i) and (ii) above, in any form, media, or technology, whether now known or later developed.  You will be entitled to no compensation for any use by us, our sublicensees, other users of the Site or their sublicensees of your User Contributions.  Catalyst is free to use any ideas, concepts, know-how, or techniques contained in such information for any purpose. 


5. DMCA Notice

We will respond to notices alleging copyright infringement committed on or through the Site that are compliant with the Digital Millennium Copyright Act (“DMCA”).  If you believe in good faith that your copyrighted work has been reproduced or displayed on the Site without authorization in a way that constitutes copyright infringement, please notify the Site’s designated Copyright Agent below.  If you believe that your User Contribution was removed (or to which access was disabled) pursuant to a DMCA notice but that such User Contribution is not infringing, you may send a counter-notice to the Copyright Agent.  Your notice or counter-notice must comply with the detailed requirements set forth in the DMCA.  We encourage you to review them (see 17 U.S.C. §§ 512(c)(3) and 512(g)(3)).  Further, if a user of the Site is deemed to be a repeat infringer, we will, under appropriate circumstances and at our discretion, terminate such user’s ability to post User Contributions to the Site.


DMCA Agent
120 Wall Street, 15th Floor
New York, NY 10005
Phone:  (212) 514-7600
Email:  [email protected]


6. Links To and From The Site

The Site may contain links to other websites provided by third parties, which links are provided for your convenience only.  We have no control over the content of websites not provided by us, and we do not review, operate, or control any of their material, information, products, or services.  Please read the terms of use and privacy policies governing such websites before using them.  Please direct your questions regarding such websites to their administrators or webmasters.

Under no circumstances may you establish a link in such a way that suggests any form of association, approval or endorsement on our part where none exists.


7. Changes to the Site; Accessing and Registering for the Site

We reserve the right to change or eliminate the Site, and any service or material we provide on the Site, in our sole discretion and without notice.  We also may combine or consolidate the Site, or portions thereof, with new versions of the Catalyst website (including by integrating information you provide through the Site into our other websites and user directories). 

From time to time, we may limit or restrict access to some parts of the Site, or to the entire Site, to certain users.  Additionally, in order to view or use certain content on the Site or to post User Contributions, you may be required to submit certain information (such as your name and contact information) or to register a user profile.  (Note that some content and/or features may be accessible only to users who are affiliated with a Catalyst Member organization.)  All information you provide to us for these purposes must be true, correct, accurate and complete.  You may not create a user profile for anyone other than yourself.  If we disable your account for violating these Terms, you may not create another user profile without our permission.

 

8. Username and Password Security

During registration for the Site, you may create a username and password.  You are solely responsible for maintaining the security of your username and password. You may not disclose your username or password to any third party, other than third parties authorized by you to use your account. You are solely responsible for any use of or action taken under your username and password. You agree to notify Catalyst immediately of any unauthorized use of your username and password, or any other security breaches. 


9. Donations

All donations made through the Site (or through any third-party website that is collecting donations on our behalf) are made to Catalyst Inc., an Ohio non-profit corporation that is exempt from taxation under Section 501(c)(3) of the Internal Revenue Code, to be used for purposes that further our mission.


10. Disclaimers

WE PROVIDE THE SITE AND ALL CONTENT ON AN “AS IS” BASIS AND WITHOUT WARRANTIES OF ANY KIND (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE), INCLUDING BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.  WITHOUT LIMITING THE FOREGOING, WE (INCLUDING OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND OTHER REPRESENTATIVES) DO NOT REPRESENT OR WARRANT THAT ( I ) THE SITE WILL MEET YOUR REQUIREMENTS OR WILL BE ERROR-FREE; ( II ) THE SITE WILL BE ALWAYS AVAILABLE OR WILL BE UNINTERRUPTED, ACCESSIBLE, TIMELY OR SECURE; ( III ) WE WILL CORRECT ANY DEFECTS, OR THAT THE SITE WILL BE FREE FROM VIRUSES, “WORMS,” “TROJAN HORSES,” OR OTHER HARMFUL CODES; ( IV ) THE CONTENT OR ANY INFORMATION OTHERWISE ACCESSIBLE THROUGH THE SITE IS ACCURATE OR RELIABLE; AND ( V ) THE CONTENT OR ANY INFORMATION OTHERWISE ACCESSIBLE THROUGH THE SITE DOES NOT INFRINGE ANY THIRD-PARTY RIGHTS. 

WE EXPRESSLY DISCLAIM ANY IMPLIED WARRANTY, AND ANY AND ALL OBLIGATIONS, LIABILITIES, RIGHTS, CLAIMS OR REMEDIES BASED ON ANY LEGAL THEORY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER OR NOT ARISING FROM OUR NEGLIGENCE (ACTIVE, PASSIVE OR IMPUTED), AND YOU WAIVE AND RELEASE US THEREFROM.  YOU ACKNOWLEDGE THAT YOUR RELIANCE ON ANY CONTENT OR ANY INFORMATION OTHERWISE ACCESSIBLE THROUGH THE SITE IS AT YOUR OWN RISK.

Any User Contributions or other content provided by users or other persons are solely the opinions and responsibility of the person or entity submitting them and do not necessarily reflect our views.

 

11. Limitation of Liability

WE (INCLUDING OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND OTHER REPRESENTATIVES) WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES ARISING OUT OF YOUR ACCESS, USE, OR INABILITY TO USE THE SITE, OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION, OR TRANSMISSION, COMPUTER VIRUS, OR SYSTEM FAILURE. 


12. Indemnification

You agree to indemnify and hold us, our affiliates and licensors (including each such party’s officers, directors, employees, agents, and other representatives) harmless from all liabilities, claims, and expenses (including reasonable attorneys’ fees and expenses) resulting from (i) your breach of the Agreement or (ii) your use of the Site and its contents.

 

13. Termination

We may terminate your access to all or part of the Site, without notice, for any or no reason, including, without limitation, any violation of the Agreement.


14. Choice of Law and Forum

This Agreement will be governed by the laws of the State of New York , excluding its conflict of law rules. You consent and agree to submit to the exclusive jurisdiction and venue of the federal and state courts located in the County of New York, NY, for all disputes arising out of or relating to this Agreement or the use of the Site.

 

15. Miscellaneous

If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, all other provisions will remain in full force and effect. Catalyst’s failure to enforce the performance of any provision of this Agreement will not constitute a waiver of its right to subsequently enforce such provision or any other provision. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Catalyst as a result of this Agreement or your use of the Site. No waiver of any provision of the Agreement will be effective unless in writing.

 

Last modified: December 5, 2012