If you have a separate written agreement with us, such as a Grant Reviewer Agreement or a Grant Application Review Agreement, that separate written agreement also governs your use of the Services, and will prevail in the event of a conflict with these Terms. Other than a separate written Grant Reviewer Agreement or a Grant Application Review Agreement, these Terms supersede prior agreements or arrangements between you and us regarding the use of the Services.
PLEASE BE ADVISED THAT THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW CLAIMS CAN BE BROUGHT AGAINST US, INCLUDING AN ARBITRATION CLAUSE THAT REQUIRES YOU TO BRING ALL CLAIMS AGAINST US ON AN INDIVIDUAL BASIS AND THROUGH FINAL AND BINDING ARBITRATION.
AwardIT has created the Services to connect (i) parties who are preparing grant applications to compete for funding under the U.S. government’s Small Business Innovation Research program (“Grant Applicants”) with (ii) independent contractors with academic credentials and relevant experience in various fields who are willing to review draft grant applications and provide simulated scores and comments to Grant Applicants (“Reviewers”). Whether you are a Grant Applicant, a Reviewer, or just browsing the publicly-available portions of the Services, these Terms apply to you. All use of the Services is subject to these Terms.
2. Your primary responsibilities
By using the Services, you agree that:
- You are responsible for your use of the Services and all activities that occur under your account.
- You will keep your account information secret, including your user name and password or other credentials, and not tell anyone what they are or let anyone else use them.
- You will promptly notify us if you believe that your account user name or password or other credentials are no longer secret, and you will change your password immediately to protect the privacy of your information and the security of the Services.
- You understand and agree that we are not responsible, and will not be liable, for your use or misuse of the Services. You are wholly responsible for your use of the Services, and you will protect us, and will defend, indemnify and hold harmless us and our employees and agents, against any claims by anyone related to your use, misuse, or failure to use the Services.
- You agree that the Services, and any component of the Services will not be used, in whole or in part:
- In an illegal, inflammatory, defamatory, obscene, or hateful manner;
- To promote violence, discrimination on the basis of race, religion, gender, nationality, disability, age, or similar characteristics, or to infringe or breach the rights of any third party;
- In a manner that violates any intellectual property rights of another party;
- To threaten, abuse, harass, embarrass, alarm, defraud, or annoy another person;
- To impersonate or attempt to impersonate AwardIT, its employees, other users, or any other person or entity (including, without limitation, by using email addresses or user names associated with any of the foregoing);
- To transmit any computer code, including (without limitation) any virus, worm, Trojan, time-bomb, logger, spyware, ransomware, or other harmful program or code that is intended, designed, or anticipated to cause harm or disruption to computers or networks, or any unsolicited promotional or advertising materials or “spam”; or
- In any other manner contrary to the nature and purpose of the Services, or that restricts or inhibits anyone’s use or enjoyment of the Services, or which, as determined by us, may harm us or users of the Services, or expose us or them to liability.
- You will not use any robot, spider, or similar automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material on the
- You will not use any manual process to monitor or copy any of the material on the Services, or for any other purpose not expressly authorized in these Terms, without our prior written consent.
- You will not use any device, software, or routine that interferes with the proper working of the
- You do not reside in a country or region from which you are prohibited by American law or regulation to access or use the Services.
- You may not reproduce, modify, transmit, display, republish, sell, create derivative works of, publicly perform, download, store, or distribute the Services or any content from the Services without our prior written consent (other than that your browser may temporarily store such information incidental to your accessing and viewing our websites).
- You are at least 18 years old, or if you are less than 18 years old, your parent or guardian has provided consent for you to use the Services.
- You are able to agree to contracts and be legally bound by them. If you are not able to agree to and be legally bound by contracts, a parent or guardian that is able to be bound by contracts is agreeing to these Terms on your behalf. The person that is able to be bound is responsible for ensuring your compliance with these Terms.
3. User Contributions
While we may have certain tools in the Services designed to detect if user contributions contain files or programs known to be harmful to computer systems, we make no commitment that we will detect all such exploits. We do not otherwise monitor and are not responsible for the content uploaded to the Services by Grant Applicants or Reviewers. By uploading any content to the Services, you represent and warrant that you have all necessary rights to do so, and to allow us to host such content, and to allow the Grant Applicant or Reviewer, as applicable, to download such content.
You understand and acknowledge that you are responsible for any content you submit or contribute, and you, not AwardIT, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.
We are not responsible or liable to you or any third party for the content or accuracy of any content posted by you or any other user of the Services.
4. Disclaimers; No Warranties
WE MAY MAKE CHANGES TO THE SERVICES OR DISCONTINUE THE SERVICES AT ANY TIME. YOUR USE OF THE SERVICES AND ANY ITEMS OBTAINED THROUGH THE SERVICES IS AT YOUR OWN RISK. THE SERVICES AND ANY ITEMS OBTAINED THROUGH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER WE NOR ANY PERSON ASSOCIATED WITH US MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER WE NOR ANYONE ASSOCIATED WITH US REPRESENTS OR WARRANTS THAT THE SERVICES OR ANY ITEMS OBTAINED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SERVICES OR THE SERVERS THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Services will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR YOUR DOWNLOADING OF ANY MATERIAL POSTED ON the services OR ON ANY sites LINKED TO the services.
TO THE FULLEST EXTENT PROVIDED BY LAW, WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
5. Limitation on Liability
In no event will AwardIT be liable for any claim for any damages of any kind, including direct, indirect, willful, punitive, incidental, exemplary, special or consequential damages or for your or any third party’s property damage or loss, or loss or inaccuracy of data, or loss of business, revenue, profits, use, or other economic advantage arising out of or related to your use of the services, whether based in contract, tort, strict liability, equity, or any other legal theory, even if AwardIT has been advised of the possibility of such damages.
TO THE EXTENT LIABILITY CANNOT BE EXCLUDED OR DISCLAIMED, OUR LIABILITY IS LIMITED TO PROVEN DIRECT DAMAGES NOT TO EXCEED FIVE US DOLLARS ($5 USD).
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
6. Intellectual Property Rights
The Services are owned by AwardIT and its third-party licensors and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. These Terms permit you to use the Services for your personal, non-commercial use only. (Your use of the Services as an independent contractor or customer of AwardIT, if applicable, is permitted by a separate written Grant Reviewer Agreement or Grant Applicant Agreement, as applicable.)
The AwardIT name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of AwardIT or its third-party licensors. You will not use such marks without the prior written permission of AwardIT or their respective owners.
7. Linking and Framing
You may place a link from our home page on another website, in a fair and legal manner, so long as the link does not adversely affect the reputation of AwardIT. The link may not suggest any endorsement or approval of the other website by AwardIT. You may not link to another page on the Services without our written authorization. You may not frame the Services on any other website.
8. Links to Other Websites
We have the right to determine whether there has been a violation of these Terms. If we determine the Terms have been violated, we have the right to determine the action that will be taken. The action to be taken may include, but not be limited to:
- Immediate suspension or termination of your right to use the Services, either on a temporary or permanent basis, in our discretion.
- Immediate removal of any content posted by you to the Services.
- Issuance of a warning or other communication to you.
- Legal proceedings against you, including seeking damages (including indemnity) and the recovery of all costs and losses suffered as a result of your violation of the Terms.
- Other forms of legal proceedings against you.
- Referral to law enforcement agencies for further action.
We will not be liable for any damages which you may suffer as a result of the foregoing actions.
10. Dispute Resolution
Each party agrees to seek resolution of any disputes pursuant to good faith discussions for a period of at least 30 days before bringing any actions against the other party, except where an action is brought seeking an injunction or related to intellectual property rights. AwardIT may bring claims seeking injunctions or relief related to its intellectual property rights in any court of competent jurisdiction. At awardit’s sole discretion, it may require you to submit any disputes arising out of or related to THESE TERMS to binding arbitration in Boston, Massachusetts before a single arbitrator of the American Arbitration Association (“AAA”). The arbitrator shall be selected by application of the rules of the AAA, or by mutual agreement of the parties. TO THE EXTENT PERMITTED BY LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS.
You will not bring any claims arising out of or related to THESE TERMS more than one year from the time that such claims accrued. after such time, such claims are permanently barred.
These Terms, and all claims or causes of action (whether in contract, tort or statute) that may be based upon, arise out of or relate to these Terms, or the negotiation, execution, or performance of these Terms, shall be governed by, and enforced in accordance with, the internal laws of the State of Maryland, including its statutes of limitations.
11. Digital Millennium Copyright Notice
AwardIT respects the rights of all copyright holders. If you believe your copyright has been infringed, you may notify AwardIT in writing at [email address].
To be effective, your notice must include substantially the following, as provided for under the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. 512(c)(3):
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
- Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;
- A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
AwardIT has adopted and reasonably implemented a policy that provides for the termination, in appropriate circumstances, of subscribers and account holders that are repeat infringers.
12. General Provisions
Notices. Notices to AwardIT must be provided to [email address].
Amendments. AwardIT reserves the right to modify these Terms at any time. All changes will be effective immediately upon posting to the Services. By accessing the Services following the posting of changes, you agree to all such changes. To help you keep track of any changes, each update to the Terms will include the date of revision. If you do not agree to such changes, then you may not continue using the Services.
Waiver. Our exercise of a right partially or on one occasion does not prevent any further exercise of that right in accordance with these Terms. Neither our failure to exercise a right nor a delay in our exercise of a right operates as an election between rights, a waiver of said rights, or a variation of these Terms.
Severability. If a court of competent jurisdiction or arbitrator determines that a provision of these Terms is invalid or unenforceable, the remainder of these Terms (and to the extent practicable, the relevant provision) will remain in full force and effect.
Construction. In these Terms, the terms “including” and “include” mean “including, but not limited to” unless otherwise indicated. Any ambiguities in these Terms will not be strictly construed against us, nor will they be construed against us by reason of their preparation. The headings of sections of these Terms are for convenience of reference only and shall not affect the meaning or interpretation of these Terms in any way.