Learn About the Use of Our Tool.

Welcome to The Nonprofit Partnership's (the "NPP") website https://www.yournpp.org/ (the "Website") that provides access to the Nonprofit Capacity Assessment Tool ("NCAT") which has been specially designed to assist you in assessing your organization's strengths, identify areas for growth and make data-informed decision.  PLEASE READ THIS TERMS OF USE POLICY ("Terms of Use") CAREFULLY BEFORE USING OR ACCESSING THE WEBSITE AND NCAT. THESE TERMS OF USE CONTAIN IMPORTANT INFORMATION WITH REGARD TO YOUR LEGAL RIGHTS.  YOU SHOULD CONSULT WITH AN ATTORNEY IF YOU HAVE ANY QUESTIONS ABOUT YOUR POTENTIAL RIGHTS UNDER THESE TERMS OF USE.

By accessing or using the Website and NCAT, you hereby agree to be legally bound and accept and comply with the terms, conditions and notices stated herein and as may be changed, amended or modified from time to time.  If you do not agree to be bound by these Terms of Use, please do not access or use any part of the Website or NCAT. Please be aware that additional terms may govern the use of other third-party websites that are not a part of or these Terms of Use.  In the event that any provision, terms or guideline contained on a third-party website conflict with these Terms of Use, this Terms of Use Policy shall control.

"You" and "your" refer to you, the user. "Us", "we" and "our" refers to the NPP.

All users are granted a non-transferable, non-exclusive license to access the content of NCAT for their organization's use. Users shall not reproduce, share, reverse engineer, sell or distribute the assessment tools or other materials in NCAT. Any unauthorized use, reproduction or distribution of NCAT or the Website or any part, element or component thereof is prohibited and will result in loss of user access without a refund.

Use of NCAT is for paid subscribers only. You can become a member of NPP by visiting the Website and applying for either a Regional Access Membership or a National Access Membership and paying the required fee. In your application you agree to provide accurate, current and complete information and to update such information as needed.

You are responsible for protecting your access to NCAT from unauthorized use. You are solely responsible for any activity on your account. Do not share passwords. You acknowledge and agree that NPP is not liable for any unauthorized access to or unauthorized activity on your account. You are required to notify NPP immediately once you become aware of any unauthorized access to your account or unauthorized activity on your account.

NCAT is intended for persons who are 18 years of age or older. Access and use of NCAT by anyone under the age of 18 is strictly prohibited. By accessing, registering or using NCAT you represent and warrant that you are 18 years of age or older and you will not allow anyone under the age of 18 to use NCAT.

Access to NCAT will remain valid for as long as you are a member in good standing of NPP and continue to comply with these Terms of Use and other applicable policies.

Data you enter into NCAT is stored securely and accessible only by authorized users. NPP does not share or sell the data you provide to us without your express written consent. NPP may use aggregated or anonymized data to improve NCAT and understand trends in nonprofit capacity.

NPP reserves the right to suspend, terminate, or cancel your membership account and deactivate your access to NCAT for any reason without prior notice. NPP shall not issue a refund for any such suspension, termination or cancellation.

The Website and NCAT are owned and operated by NPP. NCAT, all content, including assessment questions, scoring systems, category structures, the interface, graphics and design including source code and object code, software, services, content and all other elements of NCAT (the "Proprietary Materials") are protected by United States and international patent, trademark, trade secret, and copyright laws, international conventions and other applicable laws governing intellectual property and proprietary rights. With the exception of user provided information or content ("User Content") all trademarks, service marks, and trade names to the Proprietary Materials are owned by or licensed to NPP and NPP reserves all rights either implied or expressly granted by these terms.

Subject to your compliance with these Terms of Use, NPP grants you a non-exclusive, non-transferable license to access and view any content generated by NCAT solely for your organization's use. You have no right to sublicense the rights granted in this Section 10. Further, you acknowledge and agree that you will not use, copy, adapt, modify, prepare derivative works based on NCAT or reverse engineer any part of NCAT.

You may use the Proprietary Materials only for lawful purposes and in accordance with these Terms of Use.  You agree not to use the Proprietary Materials:

• In any way that violates any applicable federal, state, or local or international law or regulation;
• To impersonate or attempt to impersonate NPP, its employees, volunteers, any other user, person or entity;
• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Proprietary Materials or which, in NPP's sole determination, may harm NPP, other users of the Website or NCAT or expose NPP to liability;
• Use the Proprietary Materials in any way that could disable, overburden, damage, impair, or interfere with any other party's use of the Proprietary Materials;
• Use any spider, bot, crawler or other automatic device, process, or means to access, monitor or copy the Proprietary Materials for any purpose;
• Use any manual process to monitor or copy any of the Proprietary Materials for any purpose;
• Introduce any viruses, Trojan horses, worms, logic bombs, or other material which is malicious or technologically harmful;
• Use any device, software, or routine that interferes with the proper working of the Website or NCAT;
• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, NCAT, or server on which either are stored, or any other server, computer or database connected to the Website or NCAT;
• Attack the Website or server which hosts NCAT via a denial-of-service attack or distributed denial-of service attack; or
• Otherwise attempt to interfere with the proper workings of the Website or NCAT.

The fee for access to NCAT is not refundable because you have immediate access to NCAT and its digital resources upon payment. If you have encountered technical issues or believe that you have charged in error please contact us at info@assessmynonprofit.org within 14 days of the charges to your account. All refund requests shall be considered on a case-by-case basis, and any refund is made at NPP's sole discretion.

NCAT may require or provide you with the opportunity to provide content ("User Content"). To the extent that you provide any manner of User Content you represent and warrant that: (a) you have the right or license to provide such User Content and to authorize NPP to utilize such User Content; (b) such User Content is accurate; and (c) such User Content does not infringe on any third-party's intellectual property rights. You hereby grant NPP a non-exclusive, fully paid and royalty-free transferable, sub-licensable, perpetual worldwide license to use the User Content that you share with NPP through its Website or NCAT. NPP assumes no responsibility for any User Content.

Users acknowledge and understand that NCAT serves as an information and diagnostic resource, developed in alignment with best practices as interpreted by NPP and its partners. NCAT is intended to offer meaningful insights to inform, strategic reflection and capacity-building efforts. Its use or the implementation of its assessment outcomes does not constitute a guarantee or promise of organizational success, improvement, increased funding or quantifiable outcomes. Organizational success, improvement and performance is influenced by a range of internal and external factors beyond the scope of NCAT. NPP expressly disclaims any responsibility for decisions made or actions taken as a result of the use of NCAT or its assessment outcomes.

YOU UNDERSTAND AND AGREE THAT YOUR USE OF ANY INFORMATION, MATERIALS, SOFTWARE OR DATA THROUGH THE WEBSITE OR NCAT IS AT YOUR OWN DISCRETION AND RISK, AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR HARDWARE OR SOFTWARE SYSTEMS THAT RESULT THEREFROM.

THE PROPRIETARY MATERIALS AND ANY USER CONTENT ARE PROVIDED ON AN "AS-IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, NPP EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USE OF TRADE. NPP MAKES NO WARRANTY THAT THE WEBSITE, NCAT, THE PROPRIETARY MATERIALS, OR USER CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. NPP MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PROPRIETARY MATERIALS OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE WEBSITE OR NCAT. NO ADVICE OR INFORMATION, WHETHER ORAL OR, WRITTEN OBTAINED FROM NPP, OR THROUGH THE WEBSITE OR NCAT WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE PROPRIETARY MATERIALS AND USER CONTENT REMAINS WITH YOU. NEITHER NPP NOR ANY PARTY INVOLVED IN CREATING THE PROPRIETARY MATERIALS OR USER CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, HARDWARE OR SOFTWARE DAMAGE OR FAILURE OR THE COST TO REPAIR OR REPLACE THE SAME ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE NCAT, THE WEBSITE OR ANY OTHER MATERIALS ASSOCIATED THEREWITH, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT NPP HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE OR NCAT IS FOUND TO HAVE FAILED AS TO ITS ESSENTIAL PURPOSE. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WEBSITE OR NCAT, OR THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE AND NCAT.

NPP'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE PROPRIETARY MATERIALS OR USER CONTENT SHALL NOT EXCEED THE FEE PAID TO NPP FOR ACCESS TO OR USE OF NCAT.

You hereby agree to indemnify, defend and hold harmless NPP, its third-party vendors, corporate affiliates, directors, officers, employees, agents, successors and assigns, contractors and volunteers from any and all claims, demands, losses, damages, liabilities, and expenses, (including reasonable attorneys' fees) arising out of any use or misuse of the Proprietary Materials or User Content, any violation of these Terms of Use, or any breach of the representations, warranties and covenants made herein, by you, or by your authorized representative, or any third-party.

YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE PROPRIETARY MATERIALS OR USER CONTENT PURSUANT TO THESE TERMS OF USE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

These Terms of Use shall be construed and governed by the laws of the Commonwealth of Pennsylvania, without regard to the principles of conflict of laws thereof and any legal proceeding shall be brought in the federal or state courts located in Erie County, Pennsylvania.

NPP may recover from you any fees or costs, including attorneys' fees, from having to enforce any of its rights under these Terms of Use.

Failure of NPP to enforce any of its rights pursuant to these Terms of Use shall not constitute a waiver of future enforcement of such provision. A waiver of such rights will be effective only if in writing and signed by a duly authorized representative of NPP. If any part of this Terms of Use Policy is determined by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, the remaining provisions contained herein shall remain in full force and effect and not in any way be affected or impaired thereby, and such invalid, illegal, or unenforceable provision shall be deemed modified to the extent necessary to render it valid while most nearly preserving the original intent.

NPP shall not be liable or responsible for any failure to perform, or delay in performance of any of its obligations that is caused by events outside of its reasonable control ("Force Majeure Event"). A Force Majeure Event includes any act, event, non-happening, omission or accident beyond NPP's reasonable control including, but not limited to, restrictions of law, regulations, orders, or other governmental directives, labor disputes, acts of God, third-party mechanical or other equipment breakdowns, terrorist attacks, fire, explosion, fiber optic cable cuts, interruptions of failure of telecommunications or digital transmissions links, internet failures, delays, storms, pandemics, endemics or other similar events.

NPP may change this Terms of Use Policy from time to time in its sole discretion. All such changes are effective immediately when posted. By continuing to use the Website or NCAT after such changes are instituted, you accept all such changes.

All provisions relating to proprietary rights, intellectual property rights, fees/refunds, confidentiality, disclaimer of warranty, indemnification and limitation of liability shall survive the expiration or earlier termination of this Terms of Use Policy.