Higher Education Publications, Inc.
Terms & Conditions of Use Agreement and Limited License
Revision: January 2, 2013
The HEPINC.COM is a Web site produced, maintained, and owned by the Higher Education Publications, Inc. As used in these Terms and Conditions of Use, the term “Web site” refers to the HEPINC.COM Web site located at http://www.hepinc.com and all associated Web pages.
The Higher Education Publications, Inc. HEPINC.COM Web site (this “Site”), is provided by Higher Education Publications, Inc. (“HEP,” “we” or “us”). HEP collects data and other information regarding colleges and universities in the United States and its territories, higher education associations, state-wide agencies, and consortia, and other higher education related organizations (collectively, “Higher Education Organizations”) from a variety of sources. HEP uses proprietary processes and algorithms to select, compile, and adjust certain data, including certain copyrighted material provided as comments to the data compiled in order to generate information about the Higher Education Organizations for its subscribers (collectively, “Higher Education Information”). On this Site, HEP makes available Higher Education Information and other information, profiles and materials regarding Higher Education Organizations (collectively with the Higher Education Information, the “Site Materials”).
This Terms & Conditions of Use Agreement and Limited License (“User Agreement”) governs your access to and use of this Site and the Site Materials and constitutes a binding agreement between you and HEP. Please note that we reserve the right, at our sole discretion, to change this User Agreement from time to time. Your continued use of this Site or any Site Materials after any such change takes effect will be deemed to constitute your acceptance of and agreement to the new User Agreement.
Other portions of HEP Web sites may be governed by different or additional terms and conditions. In the event of a conflict between any provision of this Terms and Conditions of Use Agreement, on the one hand, and any other terms and conditions, on the other hand, the applicable provision of this Terms and Conditions of Use Agreement shall prevail with respect to your use of this Web site.
PLEASE READ THIS USER AGREEMENT CAREFULLY BEFORE ACCESSING, USING OR BROWSING THIS SITE OR ANY SITE MATERIALS. BY ACCESSING, USING OR BROWSING THIS SITE OR ANY SITE MATERIALS, YOU, ON BEHALF OF YOURSELF OR YOUR ENTITY, AS APPLICABLE, ACKNOWLEDGE AND CONFIRM THAT: (A) YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS AND CONDITIONS OF THIS USER AGREEMENT; (B) YOU OR YOUR ENTITY, AS APPLICABLE, AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS USER AGREEMENT AND ACKNOWLEDGE THAT THIS USER AGREEMENT IS THE LEGAL EQUIVALENT OF A SIGNED, WRITTEN CONTRACT BETWEEN HEP AND YOU OR YOUR ENTITY, AS APPLICABLE; AND (C) IF ACCESSING, USING OR BROWSING THIS SITE ON BEHALF OF AN ENTITY, YOU HAVE FULL AUTHORITY TO BIND YOUR ENTITY TO ALL OF THE TERMS AND CONDITIONS OF THIS USER AGREEMENT. IF YOU OR YOUR ENTITY, AS APPLICABLE, ARE NOT WILLING TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION THE PRECEDING ACKNOWLEDGEMENT AND AGREEMENT, DO NOT SELECT THE “I AGREE” BUTTON ASSOCIATED WITH THIS USER AGREEMENT AND DO NOT ACCESS, USE OR BROWSE OUR SITE; HEP DOES NOT AND WILL NOT GRANT YOU ANY RIGHT OR LICENSE TO ACCESS, USE OR BROWSE THIS SITE OR THE SITE MATERIALS.
1. No Recommendations
HEP is not a referral service and does not recommend or endorse any particular Higher Education Organization. Rather, HEP is only an intermediary that provides selected information about Higher Education Organizations. We do not offer advice regarding any particular Higher Education Organization or the quality of such organizations. No information on this Site should be construed as education, career, tax, or financial advice.
The information prepared by HEP on this Web site is intended to be accurate based upon HEP’s good faith research and reliance upon information publicly available from the Higher Education Organization, information provided to HEP by the Higher Education Organization, information obtained from other sources through licensing agreements, and information publicly available on other Web sites. The materials contained on the Web site are provided by HEP as a service to you for your personal use on an “as is, as available” basis and may be used by you for information purposes only. However, you acknowledge that you are using the Web site at your own risk. HEP assumes no responsibility for errors or omissions in these materials. HEP makes no commitment to update the information contained herein. HEP makes no, and expressly disclaims any and all, representations or warranties, expressed or implied, regarding the Web site, including without limitation the completeness, accuracy, or reliability of text, links, graphics, and other items accessed from or via the Web site, or that the Web site will be uninterrupted, error-free, or free of viruses or other harmful components. No advice or information given by HEP or any other party on the Web site shall create any warranty or liability. You should obtain any additional information necessary to make an informed decision prior to taking any actions regarding a specific Higher Education Organization.
You assume all responsibility in connection with choosing any Higher Education Organization, whether or not you obtained information about such Higher Education Organization on or through this Site. HEP and its licensors, suppliers and affiliates (collectively, the “Affiliates”), and the directors, officers, agents, and representatives of each, assume no (and hereby disclaims all) responsibility or liability of any kind, for any advice, treatment or other services rendered by any Higher Education Organization, or for any other claims that may arise directly or indirectly from any such advice or other services.
By using the Site HEP grants you a revocable, non-exclusive, non-transferable, limited license to access and view this Site and the Site Materials. You may print only a single copy of approved Site Materials, solely for your non-commercial, personal use and not for resale, disclosure or distribution to anyone else. Using other methods to print or store Site Material is not allowed and will be considered a violation of this User Agreement. With respect to any permitted copy of the Site Materials, you will reproduce and include all copyright, confidentiality and other proprietary notices included in such Site Materials on any such copy. All rights not expressly granted to you herein are reserved by HEP; there are no implied licenses under this Agreement. The license granted to you in this User Agreement is expressly conditioned on your continued compliance with this User Agreement. Please note that HEP, in its sole discretion, may change this User Agreement from time to time and your continued use of this Site or any Site Materials after any such change takes effect will be deemed to constitute your acceptance of and agreement to the changed User Agreement.
3. Ownership; Confidentiality
As between you and HEP, all right, title and interest in and to the Site and the Site Materials, including without limitation the Higher Education Information, together with all intellectual property rights embodied therein, are the property of HEP or HEP’s Affiliates. The Site and Site Materials are protected by law, including but not limited to U.S. and international copyright law, trademark law, trade secret law, as well as other state, federal, and international laws, regulations and treaties (collectively, “IP Laws”). HEP does not claim any rights in unaltered government data.
You agree not to engage in any activity that would constitute copyright infringement with respect to the Site Materials, including without limitation the Higher Education Information sections of the data forms. You acknowledge that HEP selected, compiled, arranged and adjusted data and information regarding Higher Education Organizations and the Higher Education Information are original compilations (as defined by the 1976 Copyright Act, 17 U.S.C. § 101) containing material wholly and exclusively original to HEP. You may not reproduce, create derivative works of, distribute, publicly perform or publicly display the Site Materials or any portion thereof without HEP’s prior written consent. By way of illustration but not limitation, except as expressly permitted in this User Agreement or otherwise permitted by us in writing, you may not, directly or indirectly, transmit, download, upload, post, sell, rent, license, transfer, disclose, mirror, frame, reverse engineer, decompile, disassemble, or use any aspect of this Site or any Site Materials (including, but not limited to, any Higher Education Information), in whole or in part, in any form or by any means. Also by way of illustration but not limitation, except as expressly permitted in this User Agreement or otherwise permitted by us in writing, you may not, directly or indirectly, use any of the Higher Education Information for any purposes other than your personal, non-commercial evaluation of Higher Education Organizations. You may not compile mailing lists or other lists of Higher Education Organizations for commercial purposes, to establish independent data files or compendiums of statistical information or in violation of any applicable laws or regulations. Additionally, you may not use any metatags or any other “hidden text” utilizing the name “HEP” without our prior written permission.
Further, you agree not to engage in any activity that would constitute unfair competition or trademark infringement in connection with the Site Materials, including without limitation the Higher Education Information. You acknowledge that HEP, (HED-Connect™, Higher Education Directory®, hep™) are service marks and trademarks (“Marks”) of HEP. You acknowledge that HEP actively and extensively uses and promotes the HEP Marks and that there is substantial goodwill associated with the HEP Marks. You agree not to cite (orally, in writing or otherwise), reproduce or re-publish the Higher Education Information and HEP Marks in any manner likely to deceive or cause confusion in the marketplace. You understand and agree that, due to the nature of HEP’s products and services, any unauthorized citation, reproduction or re-publication of the Higher Education Information and use of any of the HEP Marks is likely to be deceptive and cause confusion in the marketplace, suggest non-existent sponsorship or endorsement by HEP, misappropriate HEP’s reputation, goodwill business opportunities and revenues, or otherwise misappropriate the cachet of HEP’s products and/or services; thus, you agree not to cite (orally, in writing or otherwise), reproduce or re-publish the Higher Education Information and HEP Marks without the prior written permission of HEP and you hereby waive any right to assert any “nominative fair use” or “nominative use” defense in any trademark infringement action brought against you in the event that you do cite, reproduce or re-publish the Higher Education Information and HEP Marks without the prior written permission of HEP. You further acknowledge that other names and logos contained in this Site or in the Site Materials are trademarks and service marks of third parties and may not be used without the permission of the trademark or service mark owner.
The Higher Education Information constitutes confidential and valuable proprietary compilations owned by HEP. You will protect the confidentiality of (and not disclose to any person) the Higher Education Information for three (3) years from the date you accessed such information, by using at least the same degree of care as you use to protect your own confidential information, but no less than a reasonable degree of care. Your disclosure of information contained in the Higher Education Information pursuant to a judicial or administrative order will not be deemed to be a breach of this User Agreement, provided that you provide timely written notice of such order to HEP and reasonably cooperate with HEP efforts to contest or limit the scope of such order. Any breach of the foregoing confidentiality obligation will cause HEP irreparable harm for which there is no adequate legal remedy. In the event of any actual or threatened breach of this Agreement, HEP will be entitled to obtain injunctive and all other appropriate relief from a court of competent authority, without being required to: (a) show any actual damage or irreparable harm; (b) prove the inadequacy of its legal remedies; or (c) post any bond or other security.
Please be aware that we actively and aggressively enforce our intellectual property rights to the fullest extent of the law. Please send an e-mail to email@example.com to receive additional information about the possibility of alternative arrangements regarding the Higher Education Information.
4. Term and Termination
This User Agreement will take effect at the time you use or browse this Site or any Site Materials. We reserve the right, at any time and for any reason, without notice to you: (a) to deny you access to this Site, the Site Materials or any portion thereof; (b) to change, remove or discontinue the Site or any portion thereof, or any of the Site Materials or services available on or through this Site; or (c) to terminate this User Agreement. Upon termination of this User Agreement, all licenses granted to you under this User Agreement immediately and automatically terminate and you may no longer access, browse or otherwise use this Site, the Site Materials or any portion thereof.
5. Links to Other Sites
This Site may contain links to other sites on the World Wide Web for the convenience of our users. These other sites have not been reviewed by us and are maintained by third parties over which we exercise no control. Accordingly, we expressly disclaim any responsibility for the content, policies and practices of these other sites and for the availability, accuracy, reliability, completeness, currency, quality, performance or suitability of the information, products and services available or advertised on or through these other sites. Moreover, these links do not imply, directly or indirectly, our endorsement of or affiliation with any other site or site owner, or any information, products or services provided by any third party. When leaving this Site, you should be aware that our terms and policies may no longer govern, and, therefore, you should review the applicable terms and policies of each linked site.
6. Third Party Content and Privacy Information Delivered to Third Parties
Some of the Site Materials, including but not limited to, certain healthcare information, product reviews, news, data, research, analysis and opinions, are provided by independent information providers (“IIPs”). We make no representations with respect to, nor do we guarantee or endorse the availability, accuracy, reliability, completeness, currency, quality, performance, suitability, or correct sequencing of any information, materials or other content provided by any of the IIPs. We do not endorse, oppose or edit any opinion or analysis expressed by any of the IIPs. We assume no responsibility or liability for any information, materials or other content provided by any of the IIPs. Moreover, any private information you deliver to third parties accessed through a link at the Site will be held subject to the privacy policies of that third party, and not HEP.
7. Permission to Use Your Submissions
Any and all information, suggestions, feedback, ideas, concepts, comments, illustrations and other materials that you disclose or offer to us on or in connection with this Site or any Site Materials (“Submissions”) are submitted without any restrictions or expectation of confidentiality. You hereby assign to us without compensation or further obligation, all rights now known or hereafter existing to use, allow others to use, or assign the right to use, the Submissions. You further agree that your Submissions may be used without restriction for any purpose whatsoever, commercial or otherwise, without compensation to you, including the right to use, reproduce, modify, adapt, publish, transmit, publicly perform or display, translate, create derivative works from, or otherwise communicate to the public the Submissions on this Site or elsewhere by us, our assigns or others we have allowed to use your Submissions. You will not assert any proprietary right or moral right of any kind with respect to any Submissions.
8. Confidentiality on the Internet
Use of the Internet is solely at your own risk and is subject to all applicable local, state, federal, and international laws and regulations. While we have endeavored to create a secure and reliable site, please be advised that the confidentiality of any communication or material transmitted to us over the Internet cannot be guaranteed. Consequently, neither we nor our Affiliates are responsible for the security of any information transmitted via the Internet, the accuracy of the information contained on this Site, or for the consequences of any reliance on such information. You must make your own determination as to these matters.
9. Electronic Communications with HEP
Should you elect to send or receive e-mail communications of any kind to or from HEP, you represent and warrant to HEP that your e-mail service has appropriate and adequate security systems necessary to prevent unauthorized access to outbound or inbound e-mail transmissions. You further agree that the content (including any Site Materials) in any e-mail or other electronic communication you receive from HEP is subject to the provisions of this User Agreement.
10. Site Monitoring
We reserve the right to view, monitor and record activity on this Site without notice to or permission from you. We may disclose any records, electronic communications, information, materials or other content of any kind: (a) if we believe in good faith that the law or legal process requires it; (b) if such disclosure is necessary or appropriate to operate this Site; or (c) to protect our rights or property or the rights or property of our users and business partners. However, we are not responsible for screening, policing, editing or monitoring this Site.
We are committed to complying with copyright and related laws, and expect all users of this Site to comply with such laws as well. Using this Site to transmit any content or to engage in any activity that infringes any copyright or any other right of a third party violates this User Agreement. You represent and warrant to HEP that you own, or are otherwise lawfully authorized to use, any information, materials or other content that you transmit to or through this Site, and that the use of the same does not violate copyright or related laws and will not cause injury to any person or entity.
If notified of an allegation that this Site contains infringing, defamatory, damaging, illegal or offensive records, electronic communications, information, materials or other content, we may, but have no obligation to, investigate the allegation and determine in our sole discretion whether to remove or request the removal of the same from this Site. Notices to us regarding any alleged copyright infringement on this Site should be directed to HEP at the following e-mail address: firstname.lastname@example.org.
11. Events Beyond Our Control
You absolve and release us and our Affiliates from any claim of harm resulting from any cause(s) over which we or they do not have direct control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses or other damaging code or data, unauthorized access, theft, operator errors, severe weather, earthquakes, natural disasters, strikes or other labor problems, wars, or governmental restrictions, and disclosure of your private health information that you have provided to third parties through links on our Site.
THIS SITE AND THE SITE MATERIALS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND ARE INTENDED FOR INFORMATIONAL PURPOSES ONLY. WHILE WE ENDEAVOR TO PROVIDE THE MOST ACCURATE, UP TO DATE INFORMATION AVAILABLE, THE SITE MATERIALS MAY CONTAIN TECHNICAL OR OTHER INACCURACIES OR TYPOGRAPHICAL ERRORS, AND MAY BE CHANGED OR UPDATED WITHOUT NOTICE.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO: (A) ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, QUALITY, PERFORMANCE OR SUITABILITY OF THIS SITE, THE SITE MATERIALS, OR ANY PRODUCTS, SERVICES OR RESULTS OBTAINED ON OR THROUGH THIS SITE; AND (B) ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, THAT THIS SITE OR ANY SITE MATERIALS WILL ASSIST YOU IN IDENTIFYING A SUITABLE HIGHER EDUCATION ORGANIZATION OR FOR ANY OTHER PURPOSE. WE DO NOT REPRESENT OR WARRANT THAT THIS SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE AND THE SITE MATERIALS IS ENTIRELY AT YOUR OWN RISK.
FURTHER, WE EXPRESSLY DISCLAIM ANY AND ALL RESPONSIBILITY AND LIABILITY WITH RESPECT TO SEPARATE AGREEMENTS YOU MAY MAKE WITH HIGHER EDUCATION ORGANIZATIONS OR WITH THIRD PARTIES WHO OFFER PRODUCTS OR SERVICES ON OR THROUGH THIS SITE, AND YOU WILL LOOK SOLELY TO SUCH HIGHER EDUCATION ORGANIZATIONS AND THIRD PARTIES WITH RESPECT TO ANY AND ALL CLAIMS ARISING OUT OF SUCH AGREEMENTS AND/OR SUCH PRODUCTS OR SERVICES.
13. Limitations of Liability
NEITHER WE NOR OUR AFFILIATES WILL BE LIABLE FOR ANY DAMAGES RESULTING FROM YOUR USE OF, OR RELIANCE UPON, THIS SITE, ANY SITE MATERIALS, OR ANY PRODUCTS OR SERVICES OBTAINED ON OR THROUGH THIS SITE. IN THE EVENT OF ANY PROBLEM WITH THIS SITE, ANY SITE MATERIALS, OR ANY PRODUCTS OR SERVICES OBTAINED ON OR THROUGH THIS SITE, YOUR SOLE REMEDY IS TO CEASE USING SUCH ITEM(S).
UNDER NO CIRCUMSTANCES WILL WE OR OUR AFFILIATES, OR ANY OF OUR OR THEIR RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, PROPRIETORS, PARTNERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SERVANTS, ATTORNEYS, PREDECESSORS, SUCCESSORS OR ASSIGNS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS AND DAMAGES THAT RESULT FROM INCONVENIENCE, DELAY, OR LOSS OF USE) ARISING OUT OF USE OF THIS SITE, ANY SITE MATERIALS, ARRANGEMENTS MADE BASED ON INFORMATION OBTAINED ON OR THROUGH THIS SITE, OR PRODUCTS OR SERVICES OBTAINED ON OR THROUGH THIS SITE, EVEN IF WE OR THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, this limitation may not apply to you.
You will defend, indemnify, and hold harmless HEP and our Affiliates, and our and their respective directors, officers, shareholders, proprietors, partners, employees, agents, representatives, servants, attorneys, predecessors, successors and assigns, from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs and expenses (including reasonable attorneys’ fees and litigation expenses), relating to or arising from (a) your use of this Site, any Site Materials, or any products or services obtained on or through this Site, (b) any arrangements you make based on information obtained on or through this Site or (c) any breach by you of this User Agreement.
15. Governing Law and Selection of Venue
Regardless of the jurisdiction in which you work or reside, this User Agreement is made in the Commonwealth of Virginia, in the United States of America and will be construed and enforced in accordance with Virginia law (without regard to its provisions governing conflicts of law), as applied to agreements entered into and completely performed in Virginia.
ANY ACTION ARISING OUT OF THE CONTENT OF THIS SITE, YOUR USE OF THE SITE MATERIALS OR YOUR UNAUTHORIZED CITATION, REPRODUCTION OR RE-PUBLICATION OF ANY HIGHER EDUCATION ORGANIZATION HIGHER EDUCATION INFORMATION OR USE OF ANY HEP MARKS, OR ANY ACTION TO ENFORCE THIS USER AGREEMENT WILL BE BROUGHT ONLY IN THE FEDERAL OR STATE COURTS PRESIDING IN FAIRFAX, VIRGINIA, U.S.A., AND YOU EXPRESSLY AGREE TO BE SUBJECT TO THE JURISDICTION OF SUCH COURTS. USE OF THIS SITE IS LIMITED SOLELY TO PERSONS WHO AGREE TO RESOLVE ANY AND ALL DISPUTES PERTAINING TO THIS SITE IN THE FEDERAL AND STATE COURTS OF VIRGINIA, AND SUCH AN AGREEMENT IS AN EXPRESS CONDITION TO USE OF THIS SITE.
This Site is controlled and operated by HEP from its offices within the United States. We make no representation that this Site or the Site Materials are appropriate or available for use outside of the United States, and access to this Site or the Site Materials from territories where their contents are illegal is prohibited. Those who choose to access this Site or the Site Materials from locations outside of the United States do so of their own volition and are responsible for compliance with applicable local laws.
16. Notices; Contacting HEP
All notices to you will be sent to the e-mail address that you provide to us if and when you communicate with us. Such notice will be deemed given one business day after the e-mail is sent.
If you have any questions about this User Agreement, the Site or the Site Materials, or if you need to notify us, then contact us at email@example.com or at the following address:
Higher Education Publications, Inc.
1801 Robert Fulton Drive
Reston, VA 20191
The following provisions will survive the termination of this User Agreement: 1; 3; 5; 6; 7; 8; 9; 10; 11; 12; 13; 14; 15; 16; and 17. Failure to insist on strict performance of any provisions of this User Agreement will not operate as a waiver of any subsequent default or failure of performance. No waiver of any provision of this User Agreement will be valid unless in writing and acknowledged in writing or electronically by both parties. If any portion of this User Agreement is adjudged invalid or unenforceable by a court of competent jurisdiction, the remaining portions will remain valid, enforceable, and in effect, and the parties will promptly substitute for the invalid provision an enforceable provision which resembles the invalid provision as closely as possible in intent and economic effect. No joint venture, partnership, employment or agency relationship exists between you and HEP as a result of this User Agreement or your use of this Site or any Site Materials. This User Agreement constitutes the entire agreement between you and HEP with respect to your use of this Site and the Site Materials, and supersedes any and all prior understandings or agreements between you and HEP, whether written or oral. You acknowledge that, in providing you access to and use of this Site and the Site Materials, we have relied on your acceptance of this User Agreement.