RedBookTM Dashboard

Last Updated: January 3, 2025

TERMS OF USE ACKNOWLEDGEMENT

By logging into or viewing the RedBookTM Dashboard or any of its derivative works, outputs, or reports, you acknowledge that you are an authorized User of the dashboard and agree to the TERMS OF USE outlined below and to the terms and conditions in the Subscription Agreement executed between IPTalons, Inc. (“IPT”) and your employer (“Customer”), as defined below. The TERMS OF USE statement aims to protect the confidentiality, integrity, and availability of the dashboard and the data contained therein and restrict how Users and Customers use the dashboard and its derivative works, outputs, and reports. 

1.               DEFINITIONS

1.1            “Customer Inputs” means all hardcopy and electronic records containing information, data, logs, searches, navigation information, resumes, content, videos, images, audio clips, photos, graphics, and other information provided by Customer to IPT either directly or obtained by IPT as part of the Customer use of the Platform.  Customer Inputs would include the contents of disclosure forms and questionnaires completed by persons or entities where the information is considered in the public domain and/or may be accessed by U.S. Government agencies or through Freedom of Information Act requests.

1.2            “Confidential Information” means any trade secrets or other information of a party that is not generally available to the public, whether of a technical, business, or other nature (including information relating to a party’s technology or products), provided that, Confidential Information does not include any information that: (i) is or was acquired by the recipient from a third party and is not subject to an unexpired obligation to such third party restricting use or disclosure thereof, (ii) is independently developed by the recipient without reliance upon or use of any of the Confidential Information, or (iii) is or has become generally publicly available through no fault or action of the recipient. 

1.3            “Customer” shall mean the unique legal entity paying to subscribe for access to the Platform, Dashboard and Data and having the contact information and unique domain(s) outlined in the Subscription Order Form, and using the Platform, Dashboard and Data for analyzing federal grants.

1.4            “Customer Reports” shall mean unique reports obtained from the Platform, in hard copy or digital formats, using the Data and created by the Customer for internal business purposes.

1.5            “Data” means the open-source information provided by IPT and made accessible through the IPT products in the Subscription Order Form.

1.6            “Deliverable” means Data obtained by the Customer through the Dashboard.

1.7            “Effective Date” shall have the meaning outlined in the Subscription Order Form.

1.8            “Fees” means the fees and expenses payable by the Customer for access to the platform described in the Subscription Order Form.

1.9            “Force Majeure” shall have the meaning outlined in Section 10.3.

1.10        “Dashboard” means IPT’s user interface and functions as described in the applicable Subscription Order Form.

1.11        “Platform” means the Redbook Grant HopperTM Product, further described in the applicable Subscription Order Form and Exhibit A.

1.12        “User” or “Users” means employees of the Customer and their specific, unique, Customer-authorized logins, as specified by the Customer, that will have access to the Platform, Dashboard, and Data and that operate on the same Customer domains described in the Subscription Order Form.

1.13        “Search” means an authorized Customer-initiated search on an individual within any organization related to a CHIPS Act Federal Funding grant or contract in conjunction with the Department of Commerce.

1.14        “Subscription Order Form” is the order form preceding the Subscription Agreement executed by the Customer.

1.15        “Subscription Period” means the subscription period to the IPT products as set forth on the applicable Subscription Order Form.

1.16        “Term” shall have the meaning outlined in Section 10.1 hereof.

2.               PROVISION OF PLATFORM

2.1            Provision of Platform and Data.  Subject to the Customer’s payment of the applicable Fees and compliance with all terms and conditions of the Agreement (including the applicable Subscription Order Form), IPT agrees to grant access to the Platform, Dashboard and Data.

2.2            Authorized Use.  Access to the Dashboard and Data is limited only to (i) authorized Users as provided by the Customer to IPT for approved access and (ii) the Data that pertains to personnel working for, or contracted to, the specific legal entity and Customer described in the Subscription Order form and as described further in Section 3.1, below. 

2.3            No Resale. Customer may not develop derivative products and resell such Deliverables, related products, or Data Services to third parties or other customer-related entities.

3.               TERMS OF USE

3.1            Customer will only have access to the Data, through any Dashboard, that is solely accessed by Customer employees existing within the Customer organization and unique legal entity and Customer domain(s) that is/are named on the Subscription Order Form and is/are a party to the Entire Agreement.

3.2            Customer will not attempt to reverse engineer the Platform or access, use, modify, copy, or derive the source code of any of IPT’s technology.

3.3            Customer will not use the Data to target any individual or organization based on race/ethnicity or gender, or political affiliations.

3.4            Customer will not use the Data that may indicate foreign affiliation risk, fraud, or other illicit activity of an individual or organization as a sole determinant of wrongdoing or in lieu of an official investigation.

3.5            Customer will not use the Data to determine an individual’s eligibility for credit, insurance, personal, family, household, or employment purposes.

3.6            Customer will use the Data in compliance with all applicable local, state, federal, and international laws, rules, regulations, or requirements, including, but not limited to, laws and regulations promulgated by the Office of Foreign Asset Control and those laws and regulations regarding telemarketing, and customer solicitation (including fax advertising, wireless advertising and/or e-mail solicitation).

3.7            Upon expiration or termination of access to the Platform, Dashboard, and Data, Customer will promptly delete or destroy any Data from Customer systems and, upon request, provide IPT with a certification thereof.

3.8            Customer agrees that if IPT obtains information or other evidence leading it to reasonably conclude that Customer is violating its obligations under the Agreement if requested by IPT, an authorized officer of Customer will demonstrate and certify that the Customer complies with the Agreement within 30 days of notice from IPT of any violation.

4.               OWNERSHIP. 

4.1       By IPT.  IPT owns the Data, the Redbook Grant Hopper Platform, and all other Deliverables (collectively the “IPT Materials”), including all text, graphics, logos, and user interfaces relating thereto, the scripts and software used to implement any of the foregoing, and all intellectual property rights relating to any of the foregoing. Customer agrees that Customer shall not use the IPT Materials in any way except as expressly authorized under the terms and conditions of this Agreement. No portion of the IPT Materials may be copied or reproduced in any form or by any means except as expressly permitted in Section 5.2 below. All copyrights in and to the IPT Materials (including the compilation of Content) and related software are owned by IPT, which reserves all their rights in law and equity. Customer grants to IPT a non-exclusive, perpetual, royalty-free, fully paid, worldwide license to (i) access, use, copy, execute operations on, host, store, test, and analyze the Customer Inputs in order to create the Customer Reports and Deliverables and (ii) create aggregated reports using depersonalized information for its internal business purposes. THE USE OF ANY PART OF THE IPT MATERIALS OTHER THAN IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT IS STRICTLY PROHIBITED AND MAY INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF IPT OR OTHER THIRD PARTIES, WHICH MAY SUBJECT THE CUSTOMER TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES.  IPT, the IPT logo, and any other IPT trademarks, service marks, graphics, and logos used in connection with the Data Services are trademarks or registered trademarks of IPTalons, Inc.