Terms of Use

1. Definitions

"NPS Web Portal" is the interactive on-line service operated by the National Procurement Source™ ("NPS") on the World Wide Web of the Internet, consisting of information services and content provided by NPS, affiliates of NPS and other third parties. "Subscriber" means each person who establishes or accesses a connection ("Account") for access to and use of the NPS Web Portal.

2. General

(A) This Agreement sets forth the terms and conditions that apply to use of the NPS Web Portal by Subscriber. By using the NPS Web Portal (other than to read this Agreement for the first time), Subscriber agrees to comply with all of the terms and conditions hereof. The right to use the NPS Web Portal is personal to Subscriber and is not transferable to any other person or entity. Subscriber is responsible for all use of Subscriber's Account (under any screen name or password) and for ensuring that all use of Subscriber's Account complies fully with the provisions of this Agreement. Subscriber shall be responsible for protecting the confidentiality of Subscriber's password(s), if any.
(B) NPS shall have the right at any time to change or discontinue any aspect or feature of the NPS Web Portal, including, but not limited to, content, hours of availability, and equipment needed for access or use.

3. Changed Terms

NPS shall have the right at any time to change or modify the terms and conditions applicable to Subscriber's use of the NPS Web Portal, or any part thereof, or to impose new conditions, including, but not limited to, adding fees and charges for use. Such changes, modifications, additions or deletions shall be effective immediately upon notice thereof, which may be given by means including, but not limited to, posting on the NPS Web Portal, or by electronic or conventional mail, or by any other means by which Subscriber obtains notice thereof. Any use of the NPS Web Portal by Subscriber after such notice shall be deemed to constitute acceptance by Subscriber of such changes, modifications or additions.

4. Subscriber Conduct

(A) Subscriber shall use the NPS Web Portal for lawful purposes only. Subscriber shall not post or transmit through the NPS Web Portal any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any law, or which, without NPS's express prior approval, contains advertising or any solicitation with respect to products or services. Any conduct by a Subscriber that in NPS's discretion restricts or inhibits any other Subscriber from using or enjoying The NPS Web Portal will not be permitted. Subscriber shall not use The NPS Web Portal to advertise or perform any commercial solicitation, including, but not limited to, the solicitation of users to become subscribers of other on-line information services competitive with the NPS Web Portal.

(B) The NPS Web Portal contains copyrighted material, trademarks and other proprietary information, including, but not limited to, text, software, photos, video, graphics, music and sound, and the entire contents of the NPS Web Portal are copyrighted as a collective work under the United States copyright laws. Subscriber may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part. Subscriber may download copyrighted material for Subscriber's personal use only. Except as otherwise expressly permitted under copyright law, no copying, redistribution, retransmission, publication or commercial exploitation of downloaded material will be permitted without the express permission of NPS and the copyright owner. In the event of any permitted copying, redistribution or publication of copyrighted material, no changes in or deletion of author attribution, trademark legend or copyright notice shall be made. Subscriber acknowledges that it does not acquire any ownership rights by downloading copyrighted material.

(C) Subscriber shall not upload, post or otherwise make available on the NPS Web Portal any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right and the burden of determining that any material is not protected by copyright rests with Subscriber. Subscriber shall be solely liable for any damage resulting from any infringement of copyrights, proprietary rights, or any other harm resulting from such a submission. By submitting material to any public area of the NPS Web Portal, Subscriber automatically grants, or warrants that the owner of such material has expressly granted NPS the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate and distribute such material (in whole or in part) worldwide and/or to incorporate it in other works in any form, media or technology now known or hereafter developed for the full term of any copyright that may exist in such material. Subscriber also permits any other Subscriber to access, view, store or reproduce the material for that Subscriber's personal use. Subscriber hereby grants NPS the rights to edit, copy, publish and distribute any material made available on the NPS Web Portal by Subscriber.

(D) The foregoing provisions are for the benefit of NPS, its subsidiaries, affiliates and its third party content providers and licensors and each shall have the right to assert and enforce such provisions directly or on its own behalf.

5. Disclaimer of Warranty; Limitation of Liability

(A) SUBSCRIBER EXPRESSLY AGREES THAT USE OF THE NPS WEB PORTAL IS AT SUBSCRIBER'S SOLE RISK. NEITHER NPS, ITS AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, THIRD PARTY CONTENT PROVIDERS OR LICENSORS WARRANT THAT THE NPS WEB PORTAL WILL BE UNINTERRUPTED OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE NPS WEB PORTAL, OR AS TO THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE, OR MERCHANDISE PROVIDED THROUGH THE NPS WEB PORTAL .

(B) THE NPS WEB PORTAL IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN THOSE WARRANTIES WHICH ARE IMPLIED BY AND INCAPABLE OF EXCLUSION, RESTRICTION OR MODIFICATION UNDER THE LAWS APPLICABLE TO THIS AGREEMENT.

(C) THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR USE OF RECORD, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION. SUBSCRIBER SPECIFICALLY ACKNOWLEDGES THAT NPS IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER SUBSCRIBERS OR THIRD-PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH SUBSCRIBER.

(D) IN NO EVENT WILL NPS, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE NPS WEB PORTAL OR THE NPS WEB PORTAL SOFTWARE, BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE NPS WEB PORTAL. SUBSCRIBER HEREBY ACKNOWLEDGES THAT THE PROVISIONS OF THIS SECTION SHALL APPLY TO ALL CONTENT ON THE NPS WEB PORTAL.

(E) IN ADDITION TO THE TERMS SET FORTH ABOVE NEITHER, NPS, NOR ITS AFFILIATES, INFORMATION PROVIDERS OR CONTENT PARTNERS SHALL BE LIABLE REGARDLESS OF THE CAUSE OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS OR UNAUTHENTICITY OF, THE INFORMATION CONTAINED WITHIN THE NPS WEB PORTAL, OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION THEREOF TO THE USER, OR FOR ANY CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY. NONE OF THE FOREGOING PARTIES SHALL BE LIABLE FOR ANY THIRD-PARTY CLAIMS OR LOSSES OF ANY NATURE, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, PUNITIVE OR CONSEQUENTIAL DAMAGES. PRIOR TO THE EXECUTION OF A STOCK TRADE, SUBSCRIBERS ARE ADVISED TO CONSULT WITH YOUR BROKER OR OTHER FINANCIAL REPRESENTATIVE TO VERIFY PRICING OR OTHER INFORMATION. NPS, ITS AFFILIATES, INFORMATION PROVIDERS OR CONTENT PARTNERS SHALL HAVE NO LIABILITY FOR INVESTMENT DECISIONS BASED ON THE INFORMATION PROVIDED. NEITHER, NPS, NOR ITS AFFILIATES, INFORMATION PROVIDERS OR CONTENT PARTNERS WARRANT OR GUARANTEE THE TIMELINESS, SEQUENCE, ACCURACY OR COMPLETENESS OF THIS INFORMATION. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OBTAINED FROM THE USE OF THE INFORMATION.

6. Monitoring

NPS shall have the right, but not the obligation, to monitor the content of the NPS Web Portal, including chat rooms and forums, to determine compliance with this Agreement and any operating rules established by NPS and to satisfy any law, regulation or authorized government request. NPS shall have the right in its sole discretion to edit, refuse to post or remove any material submitted to or posted on The NPS Web Portal. Without limiting the foregoing, NPS shall have the right to remove any material that NPS, in its sole discretion, finds to be in violation of the provisions hereof or otherwise objectionable.

7. Indemnification

Subscriber agrees to defend, indemnify and hold harmless NPS, its affiliates and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys' fees, arising out of the use of The NPS Web Portal by Subscriber or Subscriber's Account.

8. Subscription Terms

By electing to purchase a subscription to NPS, subscriber agrees:
(A)  Due to the value of our content, NPS does not offer returns or refunds of subscription fees. 

(B)  Once NPS has received your online request and payment for subscription, NPS will begin the internal process to provide you with access to our subscriber only areas. This process typically takes just a few days.  However, subscription setup may take as long as thirty days.  The annual subscription will be counted from the day your subscriber setup goes live and you are notified by email of your login information thereby assuring a minimum of 365 days of access and use of subscriber benefits.

9. Termination

Either NPS or Subscriber may terminate this Agreement at any time. Without limiting the foregoing, NPS shall have the right to immediately terminate Subscriber's Account in the event of any conduct by Subscriber which NPS, in its sole discretion, considers to be unacceptable, or in the event of any breach by Subscriber of this Agreement. The provisions of Sections 4(B), 4(C), 4(D), 5, 7, 9 and this Section 9 shall survive termination of this Agreement.

10. Trademarks

NPS, The NPS Web Portal, the NPS Community Forums and all of their logos are trademarks. All rights reserved. All other trademarks appearing on The NPS Web Portal are the property of their respective owners.

11. Third Party Content

In the event that NPS is a distributor (and not a publisher) of content supplied by third parties and Subscribers. Accordingly, NPS has no more editorial control over such content than does a public library, bookstore, or newsstand. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, Subscribers or any other user of The NPS Web Portal, are those of the respective author(s) or distributor(s) and not of NPS. Neither NPS nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content, nor its merchantability or fitness for any particular purpose. (Refer to Section 5 above for the complete provisions governing limitation of liabilities and disclaimers of warranty.)

In many instances, the content available through The NPS Web Portal represents the opinions and judgments of the respective information provider, Subscriber, or other user not under contract with NPS. NPS neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on The NPS Web Portal by anyone other than authorized NPS employee spokespersons while acting in their official capacities. Under no circumstances will NPS be liable for any loss or damage caused by a Subscriber's reliance on information obtained through The NPS Web Portal. It is the responsibility of Subscriber to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through The NPS Web Portal. Please seek the advice of professionals, as appropriate, regarding the evaluation of any specific information, opinion, advice or other content.

12. Miscellaneous

This Agreement and any operating rules for The NPS Web Portal established by NPS constitute the entire agreement of the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter. This Agreement shall be construed in accordance with the laws of the State of Georgia, without regard to its conflict of laws rules. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for convenience only and shall not be given any legal import.

13. Copyrights and Copyright Agent

NPS respects the rights of all copyright holders and in this regard, NPS has adopted and implemented a policy that provides for the termination in appropriate circumstances of subscribers and account holders who infringe the rights of copyright holders. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide NPS's Copyright Agent the following information required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. ¤ 512:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

2. Identification of the copyright 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;

3. 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;

4. Information reasonably sufficient to permit us to contact the complaining party;

5. 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

6. 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.

For web posting, reprint, transcript or licensing requests for NPS material, please contact reprint@nationalprocurementsource.com


For any other questions, please call 888-861-9290.