NEWS REVENUE HUB, INC.
TERMS OF SERVICE

Last Modified: June 10, 2022

This Terms of Service and User Agreement (hereinafter “Terms and Conditions”) sets forth the terms and conditions under which you (“you” or “your”) may use and access, including all functionalities and services offered therein, of our website accessed at https://fundjournalism.org (and any successor site thereto) (the “Site”), technology application, News Revenue Engine (the “RevEngine” or “application”), and strategy and training services (“Strategy and Training Services” or “Subscription Services”) offered and rendered by News Revenue Hub, (“we”, “us”, “our”, “NRH”) as more specifically defined in Section 2 (collectively the “Services”).

  1. ACCEPTANCE OF TERMS AND CONDITIONS.

Please read these Terms and Conditions carefully before you start to use and/or accept our Services including all versions and updates to the software, the related documentation, and all other related applications, content, data and Services provided by us. By using the Services, you accept and agree to be bound and abide by these Terms and Conditions and our Privacy Policy incorporated herein by reference. Please be aware that every time you access and/or use the Services, you are reaffirming your agreement to be bound by the Terms and Conditions, which may be updated from time to time, as reflected on the Site.

Our Services are offered and available to users who are 18 years of age or older. By using this Site or subscribing to our Services, you represent and warrant that you are of legal age to form a binding contract with NRH and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Site or subscribe to our Services, without the consent of a parent or legal guardian.

  1. NEWS REVENUE HUB SERVICES.

NRH is a nonprofit organization that educates media organizations dedicated to fortifying the public’s access to quality journalism by helping news organizations build sustainability.  While accessing and/or interacting with our Site, you may agree to pay subscription fees to us for certain paid Services offered by the RevEngine  or request further Strategy and Training Professional Services. Such Services and/or Subscription Services include a) the ability to donate to NRH, b) the ability to donate to another newsroom utilizing our Services, c) the ability to subscribe to our newsletter or other updates relating to our Site and/or our Services, d) the ability to purchase and implement fundraising models, automate time consuming processes, conduct experiments and access industry best practices.  

Our Services continue to grow and change, so we encourage you to visit our Site frequently for information related to the Services we provide. Any changes to the terms of our Services or Subscription Services will be posted here, of course. 

  1. FEES.
  1.  Billing and Payment

If you sign up for Subscription Services, you agree to pay all subscription charges associated with your selected plan as described on the Site at the time you subscribe and provide your payment information. The subscription period and the amount and frequency of the charges will vary depending on the Subscription Services plan selected (“Subscription Services Initial Commitment Period”). You also authorize us to charge your chosen payment provider according to the terms of the plan to which you subscribe and to correct any errors or mistakes that we may inadvertently make, even if we have already requested or received payment.

To the extent you elect to purchase other Services we may offer for a fee, you authorize us to charge your chosen payment provider for the Services you purchase. You agree that if we already have your credit card on file as a result of prior purchases you have made, we may charge that credit card for the additional Services you purchase.

  1. Request for Strategy and Training Services

If you request Strategy and Training Services via our Site, we will develop a custom scope of work and fee structure based on your needs. The scope of Strategy and Training Services will be evaluated on a case-by-case basis and set forth more specifically in an individual statement of work (a “SOW”), which will be sent to you for acceptance. Any SOW issued and agreed to by you will be deemed incorporated herein by reference to these Terms and Conditions.

  1.  Initial Commitment, Renewal and Cancellation of Strategy and Training Services

All Strategy and Training Services require an initial one (1) year commitment from the effective date of any SOW (“Services Initial Commitment Period”). Thereafter, the Services will automatically renew on a month to month basis unless and until modified or terminated by either of us (“Renewal Period”). Of course, we will not increase any fees during the Services Initial Commitment Period. Thereafter, you will be notified in advanced of any change in fees to Services, as well as, be provided with an option to cancel your Services before such change in pricing takes effect. 

You may stop the automatic renewal of your Services or cancel your Services by sending an email to [email protected] Notwithstanding, you will remain liable for any unpaid fee during the Services Initial Commitment Period or, if cancellation is required during any Renewal Period, for the month in which cancellation was requested by either of us. 

In rare circumstances, NRH may determine that our working relationship is not a good fit. In such instances, we will notify you in writing of our intent to discontinue Services. Of course, we will provide reasonable assistance in off-boarding. You will be refunded for any amount of fees paid for Services after the date of cancellation by us. 

If any invoice is not paid when due, interest may be charged on all overdue amounts at the periodic rate of ten percent (10%) annual percentage rate on the unpaid balances and we reserve the right to discontinue your access and/or use of the Services until the outstanding balance, and any applicable charges, are paid in full. The unpaid balance will bear interest until paid.

  1. Automatic Subscription, Renewal and Cancellation of Subscription Services

Following your Subscription Services Initial Commitment Period, your Subscription Services will automatically renew for additional equivalent periods as the immediately preceding subscription term. Of course, we will not increase any fees during the Subscription Services Initial Commitment Period. Thereafter, you will be notified in advanced of any change in fees to Subscription Services, as well as, be provided with an option to cancel your Services before such change in pricing takes effect.

You may stop the automatic renewal of your Subscription Services or cancel your Subscription Services by updating your account settings within the application or by sending an email to [email protected] If you update your account settings to stop the automatic renewal of your Subscription Services payments or cancel your Subscription Services, you may use your Subscription Services until the end of your then-current subscription term. Your Subscription Services will not be renewed after your then-current term expires.

  1. Refund Policy

As a general rule, we do not provide refunds or credits for subscription or other purchase cancellations. However, we may in our sole discretion issue refunds or credits when it believes they are warranted.

  1. GENERAL TERMS OF SERVICES.
  1. News Revenue Engine User Account

To use the Services, you may be required to sign up for an account, or provide us with accurate requisite information for an account to be set up on your behalf (your “Account”), select a password and username or designated email address (your “Hub User ID” or  “User ID”), and provide us with certain information or data, as requested. You promise to provide us with accurate, complete, and up-to-date information and to maintain and update such information. You may not select as your Hub User ID a name that you don’t have the right to use or another person’s or organization’s name with the intent to impersonate that person or organization. We may reject or require that you change any Hub User ID, password, or other information you provide to us in registering for an Account. You may not transfer your Account to anyone else without our prior written permission. You may only register one Account (as defined below).

Additionally, you may be able to access certain parts or features of the Services by using your Account credentials from other services operated by third parties (each, a “Third-Party Account”), such as those offered by Google and Facebook. Using the Services through a Third-Party Account, you authorize us to access information from such Third-Party Account for use in connection with the Services.

You may only use the Services made available to you for your own organizational use and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you. You are solely responsible for any use by you of any Services or Subscription Services in violation of these Terms and Conditions or applicable law.

You may not share your Account (including your Hub User ID or password) with anyone, and you must protect the security of your Account (including your Hub User ID and password) and any other access tools or credentials. In addition, you’re solely responsible for any activity associated with your Account, including all charges incurred from using the Services with your Account.

We may, for any reason, limit or restrict your access to or use of the News Revenue Engine, including, but not limited to, refusing to fulfill any order that you place with us or denying orders placed under a single user account, payment card, or billing or shipping address. In addition, we reserve the right to limit, cancel, or prohibit any use of the Services for any reason in our sole and absolute discretion, including but not limited to availability and geographic concerns, or if we determine or suspect that you are using the Services for fraudulent or unlawful purposes or any other purposes in violation of these Terms and Conditions. 

  1. INTELLECTUAL PROPERTY.
  1. Our Content

We own all content including, but not limited to, MailChimp to Salesforce Connector, Stripe Salesforce Application, data models and all anonymized Hub data models and benchmarks, related software, code, data, and information relating thereto contained on the Site. Proprietary methods and systems used to provide the Services (collectively, “Our Property”), the materials, text, graphics, data, articles, photos, images, illustrations, information, and other content made available or displayed by us through the Services (collectively, “Our Materials”), and certain of the trademarks, service marks, names, and logos, including, but not limited to, News Revenue Hub (“Marks,” and together with Our Property and Our Materials, collectively, “Content”). You agree and acknowledge that the Content is: (i) protected by copyrights, (ii) subject to other intellectual property and proprietary rights and laws, and (iii) owned by us or our suppliers and licensors. Except as expressly permitted in these Terms and Conditions, you shall not copy, modify, reproduce, republish, post, transmit, sell, offer for sale, redistribute, or otherwise use in any way our Content without our prior written permission and the prior written permission of our applicable licensors. 

Subject to these Terms and Conditions, and only while you are permitted to use the Services, we grant to you a terminable, non-transferable, non-sublicensable, non-exclusive, revocable, limited right and license to (a) install, access, and use our Site and (ii) access and use the other aspects of the Services, in each case solely for your organizational use. Our Site is licensed (not sold) to you. If you fail to comply with any of these Terms and Conditions, you must immediately cease using the Site and the Services offered therein. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in or attached to any Content and that you won’t use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell, commercialize, or otherwise exploit for any purpose any Content. You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in these Terms and Conditions), create derivative works based on, or otherwise exploit any of the Services or the materials and/or content offered therein. You may not use our trade names, trademarks, service marks, or logos in connection with any product or service that is not ours or in any manner that is likely to confuse you. Nothing contained on the Site is construed as granting any right to use any trade names, trademarks, service marks, or logos without the express prior written consent of the owner. 

  1. Your Content

Anything that you post, upload, share, store, provide, or otherwise make available through the Services is a “User Submission.” You are solely responsible for all User Submissions that you submit or otherwise provide to the Services. You represent that (a) all of your User Submissions are accurate, complete, up-to-date, and in compliance with these Terms and Conditions and all applicable laws, rules, and regulations, and (b) you own or have the necessary rights, licenses, consents, and permissions, to exploit and to authorize us to exploit your User Submissions in all manners contemplated by these Terms and Conditions. You waive all moral rights in User Submissions that may be available to you in any part of the world and confirm that you have not asserted such rights. No User Submissions will be subject to any obligation, whether of confidentiality, attribution, or otherwise, on our part, and we will not be liable for any use or disclosure of any User Submissions.

You hereby grant to us and our affiliates a perpetual, non-exclusive, irrevocable, fully-paid, royalty-free, sub-licensable (through multiple tiers), and transferable (in whole or part) worldwide license to use, edit, truncate, aggregate, reproduce, transmit, display, exhibit, distribute, prepare, index, comment on, modify, create derivative works of, display, perform, and otherwise fully exploit User Submissions in connection the Services and our (and our successors’ and assigns’) businesses, including without limitation for promoting, marketing, advertising, and redistributing part or all of the Site or the Services (and derivative works thereof) in any media formats (whether now existing or hereafter created or discovered) and through any media channels, whether now existing or hereafter created or discovered (including, without limitation, third-party websites and feeds).  

  1. Copyright Infringement Notices


If you believe any materials accessible on or from the Site, including in the News Revenue Engine, infringe your copyright, you may request removal of those materials (or access thereto) from this Site by contacting News Revenue Hub’s copyright agent at [email protected] and providing the following information:

  1. Identification of the copyrighted work that you believe to be infringed. Please describe the work, and where possible include a copy or the location (e.g., URL) of an authorized version of the work.
  2. Identification of the material that you believe to be infringing and its location. Please describe the material, and provide us with its URL or any other pertinent information that will allow us to locate the material.
  3. Your name, address, telephone number and (if available) e-mail address.
  4. A statement that you have a good faith belief that the complained of material use is not authorized by the copyright owner, its agent, or the law.
  5. A statement that the information that you have supplied is accurate, and indicating that “under penalty of perjury,” you are the copyright owner or are authorized to act on the copyright owner’s behalf.
  6. A signature or the electronic equivalent from the copyright holder or authorized representative.
  1. RESEARCH POLICY.

You understand and agree that we will be collecting certain data and metrics in the course of providing the Services to developed anonymized Hub data models and benchmarks in furtherance of its exempt purpose and mission under Section 501(c)(3) of the Internal Revenue Code. By accessing, accepting and/or using the Services, you are agreeing to participate in the development of such research so long as all information is completely anonymized for publication.

  1. THIRD PARTY LINKS.

If the Site or the application contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to this Site, you do so entirely at your own risk and subject to the Terms and Conditions.

  1. STATE SPECIFIC DISCLAIMERS 

If you are located and/or operate in Pennsylvania and/or Mississippi, you understand and agree that you have ultimate discretion, control and approval over the content and volume of all solicitations made by you to third parties, if any. 

If you are located and/or operate in Maryland receiving our Strategy and Training Services, we will identify the total number of individuals and key personnel on behalf of NRH to render our Services, all of which will not be compensated in an individually capacity for the Services, in accordance with Business Regulation Article §6-615.

If you are located and/or operate in Florida, Pennsylvania, Mississippi and/or North Carolina, receiving our Strategy and Training Services, you agree to provide us with your charitable purposes prior to the rendering of any Services, that of which will be incorporated to these Terms and Conditions. 

  1. DISCLAIMER OF WARRANTIES.

As a user of our Site and/or Services, including Subscription Services, you are responsible for compliance with all applicable local, national and international laws, including but not limited to laws relating to fundraising, tax exemption, labor and employment, privacy, data access and use, and intellectual property.

If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”

The information and materials contained on the Site, including text, graphics, information, links or other items are provided “as is”, “as available”. Further, opinions, advice, statements, offers, or other information or content made available through the Services, but not directly by NRH, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NRH DOES NOT: (1) WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THIS INFORMATION AND MATERIALS; (2) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY OTHER THAN NRH; (3) WARRANT THAT YOUR USE OF THE SERVICES WILL BE SECURE, FREE FROM COMPUTER VIRUSES, UNINTERRUPTED, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, OR THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED; OR (4) GIVE ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS. TO THE EXTENT PERMITTED BY APPLICABLE LAW, NRH EXPRESSLY excludes all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity and DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THIS INFORMATION AND MATERIALS.

NRH MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE EFFECTIVENESS OF THE SERVICES OR TIMELINESS OF THE SERVICES IN MEETING YOUR MISSION, OPERATIONAL OR FUNDRAISING OBJECTIVES. NRH DOES NOT GUARANTEE THAT THE SERVICES WILL RESULT IN INCREASED MEMBERSHIP OR A CERTAIN AMOUNT OF INCREASE IN FUNDRAISING OR REVENUE. 

  1. LIMITATION ON LIABILITY.

EXCEPT AS OTHERWISE PROVIDED IN SECTION 7, IN NO EVENT WILL NRH BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT OR LOSS OF DATA OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT WILL NRH’S LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED TWO (2) TIMES THE AGGREGATE AMOUNTS PAID OR PAYABLE TO NRH PURSUANT TO THE APPLICABLE STATEMENT OF WORK IN A 2 YEAR PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

  1. INDEMNIFICATION.

We both agree to defend, indemnify and hold harmless each other, including each of our own affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of our own respective breach of any representation, warranty or obligation imposed under these Terms and Conditions.

  1. GOVERNING LAW AND JURISDICTION.

If there is any dispute arising out of the Site and/or the Services, including the Subscription Services, by using the Site, you expressly agree that any such dispute shall be governed by the laws of California, without regard to its conflict of law provisions. Further, you expressly agree and consent to the exclusive jurisdiction and venue of the state and federal courts of California, County of San Diego, for the resolution of any disputes arising out of the Site and/or the Services.

  1. LIMITATION ON TIME TO FILE CLAIMS AND CLASS ACTION

ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS AND CONDITIONS, YOU AND NRH ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS AND CONDITIONS OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

  1. WAIVER AND SEVERABILITY.

No waiver  by NRH of any term or condition set forth in these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of NRH to assert a right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision.

If any provision of these Terms and Conditions is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms and Conditions will continue in full force and effect. 

  1. ENTIRE AGREEMENT.

The Terms and Conditions, our Privacy Policy and any SOW, if applicable, constitute the sole and entire agreement between you and News Revenue Hub with respect to the Site, our Services and any Subscription Services and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Site. 

  1. CHANGES TO THE TERMS AND CONDITIONS.

We may revise and update these Terms and Conditions from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Site thereafter. 

Your continued use of the Site following the posting of revised Terms and Conditions means that you accept and agree to the changes. You are expected to check this page from time to time so that you are aware of any changes, as they are binding on you. A printed version of these Terms and Conditions and of any notices given to you in electronic form or otherwise shall be admissible in judicial or administrative proceedings based upon or relating to these Terms and Conditions to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

  1. YOUR COMMENTS AND CONCERNS.

This Site is operated by NRH.

All feedback, comments, requests for technical support and other communications relating to the Site or Services should be directed to [email protected]